NEW AMETHYST CORP. and the Subsidiary Guarantors from time to time parties hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF DECEMBER 1, 2016 PROVIDING FOR ISSUANCE OF NOTES IN SERIESIndenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
INDENTURE, dated as of December 1, 2016 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among New Amethyst Corp., a corporation organized under the laws of the State of Delaware, as issuer, the Subsidiary Guarantors from time to time parties hereto, and Wilmington Trust, National Association, a national banking association, as Trustee.
Supplemental Indenture Joining Successor Company December 1, 2016Supplemental Indenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
SEVENTH SUPPLEMENTAL INDENTURE, dated as of December 1, 2016 (this “Supplemental Indenture”), among Envision Healthcare Intermediate Corporation, a Delaware corporation (together with its successors and assigns, the “Company”), each of the existing Subsidiary Guarantors under the Indenture (as defined below) party hereto (each an “Existing Guarantor”) and Wilmington Trust, National Association, as Trustee under the Indenture referred to below.
SEVENTH AMENDMENTCredit Agreement • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT, dated as of December 1, 2016, as may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, among Envision Healthcare Corporation, a Delaware corporation (as further defined in Subsection 1.1, the “Borrower”), the several banks and other financial institutions from time to time party to this Agreement (as further defined in Subsection 1.1, the “Lenders”) and JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent and collateral agent for the Lenders hereunder (in such capacities, respectively, and as further defined in Subsection 1.1, the “Administrative Agent” and the “Collateral Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into this 1st day of December, 2016, by and between Envision Healthcare Holdings, Inc., a Delaware corporation with its principal place of business at 6200 S. Syracuse Way, Suite 200, Greenwood Village, Colorado 80111 (“Envision”), and William A. Sanger (the “Executive”).
ContractFirst Supplemental Indenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of December 1, 2016 (this “Supplemental Indenture”), among New Amethyst Corp. (the “Company”), as issuer, and Wilmington Trust, National Association, as Trustee under the Indenture referred to below.
THIRD AMENDMENTCredit Agreement • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 1, 2016, as may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, among Envision Healthcare Corporation (the “Parent Borrower”), a Delaware corporation, the Subsidiary Borrowers from time to time party hereto (together with the Parent Borrower, collectively, the “Borrowers” and each individually, a “Borrower”), the several banks and other financial institutions from time to time party hereto (as further defined in Subsection 1.1, the “Lenders”), DEUTSCHE BANK AG NEW YORK BRANCH, as swingline lender (in such capacity, the “Swingline Lender”), as an issuing lender, as administrative agent (in such capacity and as further defined in Subsection 1.1, the “Administrative Agent”) for the Lenders hereunder and as collateral agent (in such capacity and as further defined in Subsection 1.1, the “Collateral Agent”) for the Secured Parties (as defined below), JPMorgan Chase Bank, N.A., as an
SUPPLEMENTAL INDENTURESupplemental Indenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of December 1, 2016, among AmSurg Corp. (the “Issuer”), AllegiantMD, Inc., a Florida corporation, Arizona Perinatal Care Centers, LLC, an Arizona limited liability company, Broad Midwest Anesthesia, LLC, a Missouri limited liability company, Doctors Billing Service, Inc., a California corporation, Medi-Bill of North Florida, Inc., a Florida corporation, North Florida Anesthesia Consultants, Inc., a Florida corporation, Sheridan CADR Solutions, Inc., a Florida corporation, Sheridan Hospitalist Services of Florida, Inc., a Florida corporation, Sheridan Leadership Academy, Inc., a Florida corporation, Sheridan Scientific Intelligence, Inc., a Florida corporation, Valley Clinical Research, Inc., a Florida corporation, and St. Lucie Anesthesia Associates, LLC, a Florida limited liability company (each, a “Guaranteeing Subsidiary” and collectively the “Guaranteeing Subsidiaries”), and U.S. Bank National Association, a national
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • Delaware
Indemnification Agreement (this “Agreement”), dated as of December 1, 2016, by and between Envision Healthcare Corporation, a Delaware corporation (the “Corporation”), and the undersigned director of the Corporation (“Indemnitee”).
SUPPLEMENTAL INDENTURE (Merger #2)Supplemental Indenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 1, 2016, among NEW AMETHYST CORP., a Delaware corporation (the “Successor Issuer”), the subsidiaries listed on the signature pages hereto as “Existing Subsidiary Guarantors” (the “Existing Subsidiary Guarantors”), the subsidiaries listed on the signature pages hereto as the “New Envision Subsidiary Guarantors” (the “New Envision Subsidiary Guarantors” and, with the Existing Subsidiary Guarantors, the “Subsidiary Guarantors”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).
SUPPLEMENTAL INDENTURE (Merger #1)Supplemental Indenture • December 7th, 2016 • Envision Healthcare Corp • Services-offices & clinics of doctors of medicine • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 1, 2016, among NEW AMETHYST CORP., a Delaware corporation (the “Successor Issuer”), the subsidiaries listed on the signature pages hereto (each a “Subsidiary Guarantor”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).
