FIRST SUPPLEMENTAL INDENTURE Dated as of February 16, 2016 Among Molina Healthcare, Inc., the Guarantors Party Hereto and as Trustee 5.375% Senior Secured Notes Due 2022 (February 18th, 2016)
THIS FIRST SUPPLEMENTAL INDENTURE (this "First Supplemental Indenture"), entered into as of February 16, 2016, among (i) Molina Healthcare, Inc., a Delaware corporation (the "Issuer"), (ii) Molina Pathways, LLC, Pathways Health and Community Support LLC, The RedCo Group, Inc., Family Preservation Services, Inc., Camelot Care Centers, Inc., AmericanWork, Inc., Pathways of Massachusetts LLC, Pathways of Maine, Inc., Pathways Community Services LLC, a Delaware limited liability company, Children's Behavioral Health, Inc., College Community Services, Pathways of Idaho LLC, Family Preservation Services of North Carolina, Inc., Pathways of Arizona, Inc., Pathways Community Services LLC, a Pennsylvania limited liability company, and Family Preservation Services of Florida, Inc. (each, a "New Guarantor"), and (iii) U.S. Bank National Association, as trustee (in such capacity, the "Trustee").
Guarantor Joinder Agreement (February 18th, 2016)
THIS GUARANTOR JOINDER AGREEMENT (this "Agreement") dated as of February 16, 2016, is by and between each of the parties listed on the signature pages hereto (each a "New Subsidiary") and SunTrust Bank, in its capacity as Administrative Agent, under the Credit Agreement dated as of June 12, 2015 (as amended, modified, supplemented, increased and extended from time to time, the "Credit Agreement") by and among MOLINA HEALTHCARE, INC., a Delaware corporation (the "Borrower"), the Guarantors identified therein, the Lenders identified therein and SunTrust Bank, as Administrative Agent, Swingline Lender and Issuing Bank. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
Employment Agreement (June 14th, 2013)
This Employment Agreement (this Agreement) is made as of June 14, 2013 (the Effective Date), between Terry Bayer (the Executive) and Molina Healthcare, Inc. (the Employer).
Amended and Restated Change in Control Agreement (January 7th, 2010)
THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (the Agreement) is entered into as of December 31, 2009, (the Effective Date), by and between Terry Bayer (the Executive) and Molina Healthcare, Inc., a Delaware corporation (the Company).
Change in Control Agreement (June 16th, 2006)
THIS CHANGE IN CONTROL AGREEMENT (the "Agreement") is entered into as of June 15, 2006, (the "Effective Date"), by and between Terry Bayer (the "Executive") and Molina Healthcare, Inc., a Delaware corporation (the "Company").