Third Supplemental Indenture



 Exhibit 4.16 

 
 THIRD SUPPLEMENTAL INDENTURE 

This Third Supplemental Indenture (this “Supplemental Indenture”), dated as of July 31, 2012,
among Brevard HMA ALF, LLC, a Florida limited liability company (“Brevard ALF”), Brevard HMA HME, LLC, a Florida limited liability company (“Brevard HME”), Brevard HMA Home Health, LLC, a Florida limited liability
company (“Brevard Home Health”), Brevard HMA Hospice, LLC, a Florida limited liability company (“Brevard Hospice”), Brevard HMA Investment Properties, LLC, a Florida limited liability company (“Brevard
Investment”), Brevard HMA Nursing Home, LLC, a Florida limited liability company (“Brevard Nursing Home”), Carlisle HMA, LLC, a Pennsylvania limited liability company (“Carlisle”) and Yakima HMA, LLC, a
Washington limited liability company (“Yakima” and together with Brevard ALF, Brevard HME, Brevard Home Health, Brevard Hospice, Brevard Investment, Brevard Nursing Home and Carlisle, each individually a “Guaranteeing
Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), each Guaranteeing Subsidiary being a subsidiary of Health Management Associates, Inc., a Delaware corporation (the “Company”), and U.S. Bank
National Association, as trustee (the “Trustee”). 

W I T N E S S E T H

 WHEREAS, the Company and the Guarantors (as defined in the Indenture referred to below) have heretofore
executed and delivered to the Trustee an indenture (the “Indenture”), dated as of November 18, 2011, providing for the issuance of 7.375% Senior Notes due 2020 of the Company (the “Notes”); 

WHEREAS, the Indenture provides that under certain circumstances each Guaranteeing Subsidiary shall execute and deliver
to the Trustee a supplemental indenture pursuant to which such Guaranteeing Subsidiary shall unconditionally Guarantee all of the Company’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the
Indenture; and 
 WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute
and deliver this Supplemental Indenture. 
 NOW THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows: 

1.          Capitalized
Terms.    Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture. 
 2.          Subsidiary Guarantor.    Each Guaranteeing Subsidiary hereby agrees to be a Subsidiary Guarantor under the
Indenture and to be bound by the terms of the Indenture applicable to Guarantors, including Article 10 thereof. 
 3.          Governing Law.        THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK (WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAWS). EACH OF THE PARTIES HERETO AGREES TO SUBMIT TO THE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF
OR RELATING TO THE INDENTURE, THE NOTES, THE NOTE GUARANTEES OR THE TRANSACTIONS CONTEMPLATED BY THE INDENTURE. 
 4.          Waiver of Jury Trial.    EACH OF THE GUARANTEEING SUBSIDIARIES AND THE TRUSTEE HEREBY IRREVOCABLY WAIVES, TO THE
FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY 







 
LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS SUPPLEMENTAL INDENTURE, THE INDENTURE, THE NOTES OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. 

5.          Counterparts.    The parties
may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. 
 6.          Headings.    The headings of the Sections of this Supplemental Indenture have been inserted for convenience of
reference only, are not to be considered a part of this Supplemental Indenture and shall in no way modify or restrict any of the terms or provisions hereof. 







 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental
Indenture to be duly executed, all as of the date first above written. 
  

									
	BREVARD HMA ALF, LLC	 	
	BREVARD HMA HME, LLC	 	
	BREVARD HMA HOME HEALTH, LLC	 	
	BREVARD HMA HOSPICE, LLC	 	
	BREVARD HMA INVESTMENT PROPERTIES,	 	
		 	LLC	 		 		 	
	BREVARD HMA NURSING HOME, LLC	 	
	CARLISLE HMA, LLC	 		 	
	YAKIMA HMA, LLC	 		 	
				
	By:	 	 /s/ Marlin K. Shaw
	 		 	
		 	Name: Marlin K. Shaw	 		 	
		 	Title: Assistant Treasurer	 		 	
		
	U.S. BANK NATIONAL ASSOCIATION,	 	
		 	as Trustee	 		 	
				
	By:	 	 /s/ Scott A. Schuhle
	 		 	
		 	Name: Scott A. Schuhle	 		 	
		 	Title: Vice President	 		 	


  
  
 [Signature Page of 2011 Third Supplemental Indenture]