CREDIT AGREEMENT between BROTMAN MEDICAL CENTER, INC. and such other Persons joined hereto as Borrowers from time to time, as Borrowers, and GEMINO HEALTHCARE FINANCE, LLC, as LenderCredit Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • Pennsylvania
THIS CREDIT AGREEMENT (“Agreement”) is dated this 14th day of April, 2009, between BROTMAN MEDICAL CENTER, INC., a California Corporation (“BMC”), and such other Persons joined hereto as a Borrower from time to time (together with BMC, “Borrowers” and each individually a “Borrower”), and GEMINO HEALTHCARE FINANCE, LLC, a Delaware limited liability company, as lender (“Lender”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • New York
This INTERCREDITOR AGREEMENT, is dated as of July 29, 2009, and entered into by and among PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings” or the “Company”), each of the Subsidiaries of Holdings identified on the signature pages hereof as a Guarantor (such Subsidiaries, the “Guarantors”), ROYAL BANK OF CANADA, in its capacity as administrative agent for the First Lien Obligations (as defined below), including its successors and assigns from time to time (the “First Lien Collateral Agent”), U.S. BANK NATIONAL ASSOCIATION, in its capacity as collateral agent in respect of the Second Lien Obligations (as defined below), including its successors and assigns from time to time (the “Second Lien Collateral Agent”) and ROYAL BANK OF CANADA, in its capacity as Control Agent (as defined below) for the First Lien Collateral Agent and the Second Lien Collateral Agent. Capitalized terms used herein but not otherwise defined herein have the meanings set forth in Article I below.
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
THIS AMENDMENT NO. 1 TO LOAN AGREEMENT (this “Amendment”) is entered into as of April 14, 2009, by and between BROTMAN MEDICAL CENTER, INC., a California corporation (“Borrower”) and JHA EAST 7, LLC, a Delaware limited liability company (“Lender”).
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
THIS AMENDMENT NO. 1 TO LOAN AGREEMENT (this “Amendment”) is entered into as of April 14, 2009, by and between BROTMAN MEDICAL CENTER, INC., a California corporation (“Borrower”) and JHA WEST 16, LLC, a Delaware limited liability company (“Lender”).
LOAN AGREEMENT Between BROTMAN MEDICAL CENTER INC., a California corporation, debtor-in-possession as “Borrower” and JHA EAST 7 LLC, a Delaware limited liability company as “Lender”Loan Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
AMENDMENT TO FIFTH AMENDED AND RESTATED ASSIGNABLE OPTION AGREEMENTAssignable Option Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine
THIS AMENDMENT TO FIFTH AMENDED AND RESTATED ASSIGNABLE OPTION AGREEMENT (this “Amendment”), is made and entered into as of July 29, 2009, by and among Prospect Medical Systems, Inc., a Delaware corporation (“PMS”), Prospect Medical Group, Inc., a California professional corporation (“PMG”), and Arthur Lipper, M.D. (“Shareholder”), with reference to the following facts:
LOAN AGREEMENT Between BROTMAN MEDICAL CENTER, INC., a California corporation, debtor-in-possession as “Borrower” and JHA WEST 16, LLC, a Delaware limited liability company as “Lender”Loan Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
AMENDMENT TO THIRD AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • August 19th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine
THIS AMENDMENT TO THIRD AMENDED AND RESTATED OPTION AGREEMENT (this “Amendment”), is made and entered into as of July 29, 2009, by and between Prospect Medical Group, Inc., a California professional corporation (“PMG”), and Arthur Lipper, M.D. (“Shareholder”), with reference to the following facts:
CONTINUING GUARANTYProspect Medical Holdings Inc • August 19th, 2009 • Services-offices & clinics of doctors of medicine • New York
FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, and in consideration of credit and/or financial accommodations heretofore or hereafter from time to time made or granted to PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation (the “Borrower”), pursuant to the Credit Agreement dated as of the date hereof by and among the Borrower, ROYAL BANK OF CANADA as administrative agent (the “Administrative Agent”) and the lenders party thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”; capitalized terms not otherwise defined in this Guaranty shall have the respective meanings set forth in the Credit Agreement), the undersigned Guarantor (whether one or more, the “Guarantor”, and if more than one, jointly and severally) hereby furnishes its guaranty of the Guaranteed Obligations (as hereinafter defined) pursuant to this Continuing Guaranty dated as of July 29, 2009 as follows:
