AGREEMENT AND PLAN OF MERGER by and among AMN HEALTHCARE SERVICES, INC., NIGHTINGALE ACQUISITION, INC., NIGHTINGALE ACQUISITION, LLC, NF INVESTORS, INC. and GSUIG, L.L.C. (in its capacity as the Representative) Dated as of July 28, 2010Registration Rights Agreement • July 30th, 2010 • Amn Healthcare Services Inc • Services-misc health & allied services, nec • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 28, 2010 (this “Agreement”), by and among AMN Healthcare Services, Inc., a Delaware corporation (the “Buyer”), Nightingale Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Buyer (“Merger Sub”), Nightingale Acquisition, LLC, a Delaware limited liability company, the sole member of which is the Buyer (“LLC Sub”), NF Investors, Inc., a Delaware corporation (the “Company”), and GSUIG, L.L.C., a Delaware limited liability company (the “Initial Representative”), in its capacity as the Representative.
SEVERANCE AND NON-COMPETITION AGREEMENTSeverance and Non-Competition Agreement • July 30th, 2010 • Amn Healthcare Services Inc • Services-misc health & allied services, nec • Texas
THIS SEVERANCE AND NON-COMPETITION AGREEMENT (the “Agreement”), dated July 28, 2010, is entered into between AMN Healthcare, Inc. (the “Company”) and Robert Livonius (“Executive”) and is effective as of the Effective Date set forth in Paragraph 10.
STOCKHOLDERS AGREEMENTStockholders Agreement • July 30th, 2010 • Amn Healthcare Services Inc • Services-misc health & allied services, nec • Delaware
Stockholders Agreement, dated as of July 28, 2010, together with the schedules attached hereto (this “Agreement”) by and among AMN Healthcare Services, Inc., a Delaware corporation (the “Company”) and the Persons listed on Schedule I attached hereto (each, a “Preferred Stockholder” and collectively the “Preferred Stockholders”).
