STANDARD OFFICE LEASE BY AND BETWEEN LONG RIDGE OFFICE PORTFOLIO, L.P., a Delaware limited partnership AS LANDLORD, AND SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company AS TENANT SUITE 250 CORPORATE 500 CENTRE Deerfield, Illinois 60015Office Lease • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • Illinois
This Standard Office Lease (“Lease”) is made and entered into as of this day of May, 2010, by and between LONG RIDGE OFFICE PORTFOLIO, L.P., a Delaware limited partnership (“Landlord”), and SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“Tenant”).
FORM OF RESTRICTED EQUITY UNIT GRANT AGREEMENTRestricted Equity Unit Grant Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • Delaware
THIS RESTRICTED EQUITY UNIT GRANT AGREEMENT (this “Agreement”), made as of the day of , 20 between Surgical Care Affiliates LLC (the “Company”), ASC Acquisition LLC (“ASC”) and (the “Grantee”).
SUPPLEMENT NO. 1 TO GUARANTYASC Acquisition LLC • September 5th, 2013 • Services-specialty outpatient facilities, nec
SUPPLEMENT NO. 1 dated as of December 16 , 2010, to the Guaranty dated as of June 29, 2007, among ASC ACQUISITION, LLC, a Delaware limited liability company (“Holdings”), SURGERY CENTERS MERGER SUB LLC, a Delaware limited liability company (“Merger Sub”) to be merged with and into SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“SCA”), certain subsidiaries of SCA from time to time party hereto (collectively, “Subsidiaries” and, individually, “Subsidiary”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent (as defined below).
GUARANTY dated as of June 29, 2007 among ASC ACQUISITION LLC, as Holdings, SURGERY CENTERS MERGER SUB LLC, (to be merged with and into Surgical Care Affiliates, LLC), as the Borrower CERTAIN SUBSIDIARIES OF SURGICAL CARE AFFILIATES, LLC to be...Guaranty • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
GUARANTY dated as of June 29, 2007, among ASC ACQUISITION, LLC, a Delaware limited liability company (“Holdings”), SURGERY CENTERS MERGER SUB LLC, a Delaware limited liability company (“Merger Sub”) to be merged with and into SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“SCA”), certain subsidiaries of SCA from time to time party hereto (collectively, “Subsidiaries” and, individually, “Subsidiary”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent (as defined below).
ContractReaffirmation Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York
REAFFIRMATION AGREEMENT dated as of June 30, 2011 (this “Reaffirmation Agreement”), among SURGICAL CARE AFFILIATES, LLC (the “Borrower”), ASC ACQUISITION LLC (“Holdings”), the subsidiaries of the Borrower listed on Schedule A hereto (collectively, together with the Borrower and Holdings, the “Reaffirming Parties”), and JPMORGAN CHASE BANK, N.A., as the Administrative Agent, Swing Line Lender, and L/C Issuer for the Lenders (in such capacity, the “Agent”).
RESTRICTED EQUITY UNIT GRANT AGREEMENTRestricted Equity Unit Grant Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York
THIS RESTRICTED EQUITY UNIT GRANT AGREEMENT (this “Agreement”), made as of the 24th day of July, 2008 between Surgical Care Affiliates LLC (the “Company”), ASC Acquisition LLC (“ASC”) and Andrew Hayek (the “Grantee”).
SUPPLEMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
SUPPLEMENT NO. 1 dated as of December 16, 2010, to the Pledge and Security Agreement dated as of June 29, 2007 (as amended, supplemented or otherwise modified from time to time, the “Security Agreement”), among ASC ACQUISITION LLC (“Holdings”), SURGICAL CARE AFFILIATES, LLC (the “Borrower”), certain Subsidiaries of the Borrower from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Secured Parties (as defined below).
FORM OF TIME-BASED OPTION AWARD UNDER THE MANAGEMENT EQUITY INCENTIVE PLANManagement Equity Incentive Plan • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • Delaware
WHEREAS, the Company has adopted and maintains the ASC Acquisition LLC Management Equity Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), to promote the interests of the Company and its Affiliates and Unit Holders by providing the Company’s key employees and others with an appropriate incentive to encourage them to continue in the employ of and provide services for the Company or its Affiliates and to improve the growth and profitability of the Company; and
ContractCredit Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York
INCREMENTAL AMENDMENT dated as of May 8, 2013 (this “Amendment”), among ASC ACQUISITIONS LLC, a Delaware limited liability company (“Holdings”), SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (the “Borrower”), the INCREMENTAL LENDERS (as defined below) and JPMORGAN CHASE BANK, N.A., as Administrative Agent under the Credit Agreement referred to below (the “Administrative Agent”), to the AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 29, 2007, as amended and restated as of June 30, 2011 (the “Credit Agreement”), among Holdings, the Borrower, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
FIRST AMENDMENT TO LEASE (CORPORATE 500 CENTRE)Lease • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
THIS FIRST AMENDMENT TO LEASE (“First Amendment”) is made and entered into as of the 13th day of April, 2011, by and between LONG RIDGE OFFICE PORTFOLIO, L.P., a Delaware limited partnership (“Landlord”) and SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“Tenant”).
LEASE Surgical Care Affiliates, LLC TENANT Riverchase Tower, LLC LANDLORDLease Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
THIS LEASE AGREEMENT is made and entered into this 31st day of October, 2007, by and between RIVERCHASE TOWER, LLC, an Alabama limited liability company (“Landlord”), and SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“Tenant”).
SENIOR SUBORDINATED NOTES INDENTURE Dated as of June 29, 2007 Among SURGERY CENTERS MERGER SUB LLC, to be merged with and into SURGICAL CARE AFFILIATES, LLC, SURGICAL HOLDINGS, INC., the Guarantors listed herein and WELLS FARGO BANK, NATIONAL...Senior Subordinated Notes Indenture • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York
SENIOR SUBORDINATED NOTES INDENTURE, dated as of June 29, 2007, among Surgery Centers Merger Sub LLC, a Delaware limited liability company that shall be merged with and into Surgical Care Affiliates, LLC, a Delaware limited liability company, with Surgical Care Affiliates, LLC continuing as the surviving company, Surgical Holdings, Inc., a Delaware corporation, as the Co-Issuer, the Guarantors listed on the signature pages hereto and Wells Fargo Bank, National Association, a national banking association, as Trustee.
AMENDMENT AND RESTATEMENT AGREEMENT dated as of June 30, 2011, among SURGICAL CARE AFFILIATES, LLC (the “Borrower”), ASC ACQUISITION LLC, ( “Holdings”) the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Line Lender...Credit Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • New York
This CREDIT AGREEMENT (this “Agreement”) dated as of June 29, 2007, as amended and restated as of June 30, 2011, among SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (the “Borrower”), ASC ACQUISITION LLC, a Delaware limited liability company (“Holdings”), JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), J.P. MORGAN SECURITIES LLC, BARCLAYS CAPITAL, the investment banking division of Barclays Bank PLC, and GOLDMAN SACHS BANK USA, joint bookrunners, BARCLAYS CAPITAL, the investment banking division of Barclays Bank PLC, as syndication agent, and GENERAL ELECTRIC CAPITAL CORPORATION, GOLDMAN SACHS BANK USA, NATIXIS and THE ROYAL BANK OF SCOTLAND PLC, as documentation agents.
FORM OF OPTION AWARD TO DIRECTORS UNDER THE DIRECTOR AND CONSULTANT EQUITY INCENTIVE PLANConsultant Equity Incentive Plan • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec • Delaware
WHEREAS, the Company has adopted and maintains the ASC Acquisition LLC Directors and Consultants Equity Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), to promote the interests of the Company and its Affiliates and Unit Holders by providing the Company’s key directors and others with an appropriate incentive to encourage them to continue to provide services for the Company or its Affiliates and to improve the growth and profitability of the Company;
PLEDGE AND SECURITY AGREEMENT dated as of June 29, 2007 among SURGERY CENTERS MERGER SUB LLC, (to be merged with and into Surgical Care Affiliates, LLC) as the Borrower ASC ACQUISITION LLC as Holdings CERTAIN SUBSIDIARIES OF SURGICAL CARE AFFILIATES,...Security Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
PLEDGE AND SECURITY AGREEMENT dated as of June 29, 2007 among ASC ACQUISITION LLC, a Delaware limited liability company (“Holdings”), SURGERY CENTERS MERGER SUB LLC , a Delaware limited liability company (“Merger Sub”) to be merged with and into SURGICAL CARE AFFILIATES, LLC, a Delaware limited liability company (“SCA”), certain Subsidiaries of the Borrower (as defined below) from time to time party hereto (collectively, “Subsidiaries” and, individually, “Subsidiary”) and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
LEASE AMENDMENT AGREEMENT NO. 1Lease Amendment Agreement • September 5th, 2013 • ASC Acquisition LLC • Services-specialty outpatient facilities, nec
This Lease Amendment Agreement No. 1, hereinafter sometimes referred to as “Agreement”, is made and entered into this 20th day of June, 2012, by and between SURGICAL CARE AFFILIATES, LLC, hereinafter referred to as “Tenant”, and RIVERCHASE OFFICE, LLC, hereinafter referred to as “Landlord”.
