EX-4.5




 Exhibit 4.5 

EXECUTION VERSION 
 SECOND AMENDED
AND RESTATED 
 GUARANTEE AND COLLATERAL AGREEMENT 

dated as of 
 July 25, 2007

 as amended and restated as of November 5, 2010, 

as further amended as of August 17, 2012 

and as amended and restated as of November 19, 2019 

among 
 CHS/COMMUNITY HEALTH
SYSTEMS, INC., 
 COMMUNITY HEALTH SYSTEMS, INC., 

the Subsidiaries of the Borrower 

from time to time party hereto 

and 
 CREDIT SUISSE AG, 

as Collateral Agent 
 Notwithstanding any other
provision contained herein, this Agreement, the Liens created hereby and the rights, remedies, duties and obligations provided for herein are expressly subject in all respects to the terms of any Pari Passu Intercreditor Agreement (as defined in,
and entered into in accordance with the provisions of, the Credit Agreement referred to herein). In the event of any conflict or inconsistency between the provisions of this Agreement and the terms of any Pari Passu Intercreditor Agreement, the
terms of such Pari Passu Intercreditor Agreement shall control. 
  
  











 TABLE OF CONTENTS 
  

							
	 	 	 	  	Page	 
	
	ARTICLE I	  

	
	Definitions	  

			
	 SECTION 1.01.
	 	Credit Agreement	  	 	2	 
	 SECTION 1.02.
	 	Other Defined Terms	  	 	2	 
	ARTICLE II	  

	
	Guarantee	  

	 SECTION 2.01.
	 	Guarantee	  	 	7	 
	 SECTION 2.02.
	 	Guarantee of Payment	  	 	8	 
	 SECTION 2.03.
	 	No Limitations, Etc.	  	 	8	 
	 SECTION 2.04.
	 	Reinstatement	  	 	9	 
	 SECTION 2.05.
	 	Agreement To Pay; Subrogation	  	 	9	 
	 SECTION 2.06.
	 	Information	  	 	9	 
	
	ARTICLE III	  

	
	Pledge of Securities	  

			
	 SECTION 3.01.
	 	Pledge	  	 	9	 
	 SECTION 3.02.
	 	Delivery of the Pledged Collateral	  	 	10	 
	 SECTION 3.03.
	 	Representations, Warranties and Covenants	  	 	11	 
	 SECTION 3.04.
	 	Certification of Limited Liability Company Interests and Limited Partnership Interests	  	 	12	 
	 SECTION 3.05.
	 	Registration in Nominee Name; Denominations	  	 	12	 
	 SECTION 3.06.
	 	Voting Rights; Dividends and Interest, Etc.	  	 	13	 
	
	ARTICLE IV	  

	
	Security Interests in Personal Property	  

			
	 SECTION 4.01.
	 	Security Interest	  	 	15	 
	 SECTION 4.02.
	 	Representations and Warranties	  	 	18	 
	 SECTION 4.03.
	 	Covenants	  	 	20	 
	 SECTION 4.04.
	 	Other Actions	  	 	24	 
	 SECTION 4.05.
	 	Covenants Regarding Patent, Trademark and Copyright Collateral	  	 	25	 













							
	ARTICLE V	  

	
	Remedies	  

			
	 SECTION 5.01.
	 	Remedies Upon Default	  	 	27	 
	 SECTION 5.02.
	 	Application of Proceeds	  	 	29	 
	 SECTION 5.03.
	 	Grant of License to Use Intellectual Property	  	 	30	 
	 SECTION 5.04.
	 	Securities Act, Etc.	  	 	30	 
	
	ARTICLE VI	  

	
	Indemnity, Subrogation and Subordination	  

			
	 SECTION 6.01.
	 	Indemnity and Subrogation	  	 	31	 
	 SECTION 6.02.
	 	Contribution and Subrogation	  	 	31	 
	 SECTION 6.03.
	 	Subordination	  	 	31	 
	
	ARTICLE VII	  

	
	Miscellaneous	  

			
	 SECTION 7.01.
	 	Notices	  	 	32	 
	 SECTION 7.02.
	 	Security Interest Absolute	  	 	32	 
	 SECTION 7.03.
	 	Survival of Agreement	  	 	33	 
	 SECTION 7.04.
	 	Binding Effect; Several Agreement	  	 	33	 
	 SECTION 7.05.
	 	Successors and Assigns	  	 	33	 
	 SECTION 7.06.
	 	Collateral Agent’s Fees and Expenses; Indemnification	  	 	34	 
	 SECTION 7.07.
	 	Collateral Agent Appointed Attorney-in-Fact	  	 	34	 
	 SECTION 7.08.
	 	Applicable Law	  	 	35	 
	 SECTION 7.09.
	 	Waivers; Amendment	  	 	35	 
	 SECTION 7.10.
	 	WAIVER OF JURY TRIAL	  	 	36	 
	 SECTION 7.11.
	 	Severability	  	 	37	 
	 SECTION 7.12.
	 	Counterparts	  	 	37	 
	 SECTION 7.13.
	 	Headings	  	 	37	 
	 SECTION 7.14.
	 	Jurisdiction; Consent to Service of Process	  	 	37	 
	 SECTION 7.15.
	 	Termination or Release	  	 	38	 
	 SECTION 7.16.
	 	Additional Subsidiaries	  	 	39	 
	 SECTION 7.17.
	 	Right of Setoff	  	 	39	 
	 SECTION 7.18.
	 	Reaffirmation	  	 	39	 


  
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	Schedules	  	
		
	Schedule I	  	Exact Legal Names of Each Grantor
	Schedule II	  	Subsidiary Guarantors
	Schedule III	  	Equity Interests; Stock Ownership; Pledged Debt Securities
	Schedule IV	  	Debt Instruments; Advances
	Schedule V	  	Mortgage Filings
	Schedule VI	  	Intellectual Property
	Schedule VII	  	Commercial Tort Claims

  

			
		
	 Exhibits
	  	
		
	 Exhibit A
	  	Form of Supplement


  
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 GUARANTEE AND COLLATERAL AGREEMENT dated as of July 25, 2007, as amended and restated
as of November 5, 2010, as further amended as of August 17, 2012 and as amended and restated as of November 19, 2019 (this “Agreement”), among CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (the
“Borrower”), COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“Parent”), the Subsidiaries from time to time party hereto and CREDIT SUISSE AG (“Credit Suisse”), as
collateral agent (in such capacity, the “Collateral Agent”). 
 PRELIMINARY STATEMENT 

Reference is made to (a) the Credit Agreement dated as of July 25, 2007 (as amended, restated, supplemented or otherwise modified
prior to the date hereof, the “Credit Agreement”), among the Borrower, Parent, the lenders from time to time party thereto (each, a “Lender” and collectively, the “Lenders”) and
Credit Suisse AG (formerly known as Credit Suisse), as administrative agent (in such capacity, the “Administrative Agent”) and Collateral Agent, (b) the Guarantee and Collateral Agreement dated as of July 25, 2007,
as amended and restated as of November 5, 2010 and further amended as of August 17, 2012 (as further amended, restated, supplemented or otherwise modified prior to the date hereof, the “Existing Guarantee and Collateral
Agreement”), among the Borrower, Parent, the Subsidiaries of the Borrower from time to time party thereto and the Collateral Agent, (c) any Pari Passu Agreements (such term and each other capitalized term used but not
defined in this preliminary statement having the meaning given or ascribed to it in Article I) and (d) any Pari Passu Intercreditor Agreements. 

Concurrent with the execution and delivery of this Agreement, Parent, Borrower and the Administrative Agent have entered into a payoff letter
providing for, among other things, (i) the termination of all Commitments and (ii) the payment in full of all amounts then payable under the Loan Documents, in each case pursuant to and in accordance with the terms of the Credit Agreement
(the “Credit Agreement Termination Event”). 
 The Grantors have entered into and, may from time to time
enter into additional, Pari Passu Agreements, and the Obligations owed to the holders of Pari Passu Debt is or may be secured hereunder on a pari passu basis with the Bank Loan Obligations. Following the incurrence by any Grantor of any Pari
Passu Debt, this Agreement shall be subject to any Pari Passu Intercreditor Agreement then in effect. 
 Parent, the Borrowers and the
Subsidiary Guarantors desire to amend and restate the Existing Guarantee and Collateral Agreement in the form hereof to, among other things, reaffirm their obligations under the Existing Guarantee and Collateral Agreement and to make certain
amendments thereto. Accordingly, the parties hereto agree as follows: 











 ARTICLE I 

Definitions 

SECTION 1.01. Credit Agreement. (a) Capitalized terms used in this Agreement and not otherwise defined herein have the
meanings set forth in the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event). All capitalized terms defined in the New York UCC (as such term is defined herein) and not defined in this Agreement have the
meanings specified therein. All references to the Uniform Commercial Code shall mean the New York UCC. 
 (b) The rules of construction
specified in Section 1.02 of the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event) also apply to this Agreement. 

(c) It is understood and agreed that immediately after giving effect to the Credit Agreement Termination Event, no Loan Document Obligations or
Unfunded Advances/Participations (each as defined in Section 1.02 of this Agreement) are outstanding under the Credit Agreement (other than contingent indemnification obligations for which no claim has been made). 

SECTION 1.02. Other Defined Terms. As used in this Agreement, the following terms have the meanings specified below: 

“Accounts Receivable” shall mean all Accounts and all right, title and interest in any returned goods, together with
all rights, titles, securities and guarantees with respect thereto, including any rights to stoppage in transit, replevin, reclamation and resales, and all related security interests, liens and pledges, whether voluntary or involuntary, in each case
whether now existing or owned or hereafter arising or acquired. 
 “Administrative Agent” shall have the meaning
assigned to such term in the preliminary statement. 
 “Article 9 Collateral” shall
have the meaning assigned to such term in Section 4.01. 
 “Bank Loan Obligations” shall mean (a) the Loan
Document Obligations and (b) the due and punctual payment and performance of all obligations of each Loan Party under each Hedging Agreement or Cash Management Arrangement that (i) is in effect on July 25, 2007 with a counterparty
that is the Administrative Agent or a Lender or an Affiliate of the Administrative Agent or a Lender as of July 25, 2007 or (ii) is entered into after July 25, 2007 with any counterparty that is (A) the Administrative Agent or a
Lender or an Affiliate of the Administrative Agent or a Lender at the time such Hedging Agreement or Cash Management Arrangement is entered into or (B) if entered into after November 19, 2019, any person; provided, however,
that the aggregate amount of obligations under Cash Management Arrangements that shall constitute “Bank Loan Obligations” hereunder shall not exceed $200,000,000 at any time; provided, further, that obligations under a
Hedging Agreement or Cash Management Arrangement described in 

  
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clause (b)(ii)(B) of this definition shall only constitute “Bank Loan Obligations” if the granting of a security interest on the Collateral by Parent or any of its Subsidiaries for the
benefit of the applicable counterparty is not prohibited by any Pari Passu Agreement then in effect. Notwithstanding anything to the contrary, when used in the definition of the term “Discharge of Bank Loan Obligations” in the First Lien
Intercreditor Agreement, the term “Bank Loan Obligations” shall have the meaning set forth solely in clause (a) of the immediately preceding sentence of this definition. 

“Bank Loan Secured Parties” shall mean (a) the Administrative Agent, (b) the Collateral Agent, (c) any
Issuing Bank, (d) the Lenders (e) each counterparty to any Hedging Agreement or Cash Management Arrangement with a Loan Party that either (i) is in effect on July 25, 2007 if such counterparty is the Administrative Agent, a
Lender or an Affiliate of the Administrative Agent or a Lender as of July 25, 2007 or (ii) is entered into after July 25, 2007 if such counterparty is (A) the Administrative Agent, a Lender or an Affiliate of the Administrative
Agent or a Lender at the time such Hedging Agreement or Cash Management Arrangement is entered into or (B) subject to the second proviso set forth in the definition of “Bank Loan Obligations”, if entered into after November 19,
2019, any person, (f) the beneficiaries of each indemnification obligation undertaken by any Loan Party under any Loan Document and (g) the successors and permitted assigns of each of the foregoing. 

“Borrower” shall have the meaning assigned to such term in the preamble. 

“Cash Management Arrangements” shall mean overdraft protections, netting services and similar arrangements arising
from treasury, depository and cash management services, any automated clearing house transfers of funds or any credit card or similar services, in each case in the ordinary course of business. 

“Collateral” shall mean the Article 9 Collateral and the Pledged Collateral. 

“Collateral Agent” shall have the meaning assigned to such term in the preamble. 

“Copyright License” shall mean any written agreement, now or hereafter in effect, granting any right to any third
person under any registered copyright now or hereafter owned by any Grantor or that such Grantor otherwise has the right to license, or granting any right to any Grantor under any registered copyright now or hereafter owned by any third person, and
all rights of such Grantor under any such agreement. 
 “Copyrights” shall mean all of the following now owned or
hereafter acquired by any Grantor: (a) all registered copyright rights in any work subject to the copyright laws of the United States or any other country, whether as author, assignee, transferee or otherwise, and (b) all registrations and
applications for registration of any such copyright in the United States or any other country, including registrations, recordings, supplemental registrations and pending applications for registration in the United States Copyright Office (or any
successor office or any similar office in any other country), including those registered and pending copyrights listed on Schedule VI. 

  
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 “Event of Default” shall mean any Event of Default under and as
defined in (a) the Credit Agreement or (b) any Pari Passu Agreement, as the context requires, provided that any notice, lapse of time or other condition precedent to the occurrence of such Event of Default in the relevant instrument
shall have been satisfied. 
 “Federal Securities Laws” shall have the meaning assigned to such term in
Section 5.04. 
 “First Lien Intercreditor Agreement” shall mean that certain First Lien Intercreditor
Agreement, dated as of August 17, 2012, as amended, restated, supplemented or otherwise modified from time to time, among Credit Suisse AG, as collateral agent and authorized representative, Regions Bank, as trustee and authorized
representative, and the additional authorized representatives from time to time party thereto. 
 “General
Intangibles” shall mean all choses in action and causes of action and all other intangible personal property of any Grantor of every kind and nature (other than Accounts) now owned or hereafter acquired by any Grantor, including all
rights and interests in partnerships, limited partnerships, limited liability companies and other unincorporated entities, corporate or other business records, indemnification claims, contract rights (including rights under leases, whether entered
into as lessor or lessee, Hedging Agreements and other agreements), Intellectual Property, goodwill, registrations, franchises, tax refund claims and any letter of credit, guarantee, claim, security interest or other security held by or granted to
any Grantor to secure payment by an Account Debtor of any of the Accounts. 
 “Grantors” shall mean the Borrower and
the Guarantors. 
 “Guarantors” shall mean Parent and the Subsidiary Guarantors. 

“Intellectual Property” shall mean all intellectual property of any Grantor of every kind and nature now owned or
hereafter acquired by any Grantor, including inventions, designs, Patents, Copyrights, Licenses, Trademarks, trade secrets, confidential or proprietary technical and business information, know-how, show-how or other data or information, software and databases and all embodiments or fixations thereof and related documentation and registrations, and all additions and improvements to any of the foregoing. 

“License” shall mean any Patent License, Trademark License, Copyright License or other license or sublicense agreement
relating to Intellectual Property to which any Grantor is a party, including those listed on Schedule VI. 
 “Loan Document
Obligations” shall mean (a) the due and punctual payment of (i) the principal of and interest (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless
of whether allowed or allowable in such proceeding) on the Loans, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise, (ii) each payment required to be made by the Borrower under the
Credit Agreement in respect of any Letter of Credit, when and as due, including payments in respect of reimbursement 

  
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of disbursements, interest thereon and obligations to provide cash collateral, and (iii) all other monetary obligations of the Borrower to any of the Secured Parties under the Credit
Agreement and each of the other Loan Documents, including fees, costs, expenses and indemnities, whether primary, secondary, direct, contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy,
insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), (b) the due and punctual performance of all other obligations of the Borrower under or pursuant to the Credit Agreement and each of
the other Loan Documents, and (c) the due and punctual payment and performance of all the obligations of each other Loan Party under or pursuant to this Agreement and each of the other Loan Documents. 

“Loan Parties” shall mean Parent, the Borrower and the Subsidiary Guarantors. 

“New York UCC” shall mean the Uniform Commercial Code as from time to time in effect in the State of New York. 

“Obligations” shall mean (a) the Bank Loan Obligations and (b) the Pari Passu Debt Obligations. 

“Parent” shall have the meaning assigned to such term in the preamble. 

“Pari Passu Agreement” shall mean any indenture, credit agreement or other agreement, document or instrument, if any,
pursuant to which any Grantor has or will incur, assume or otherwise become liable for, Pari Passu Debt Obligations; provided that, in each case, the Indebtedness and other obligations thereunder have been designated as Pari Passu Debt
Obligations pursuant to and in accordance with Section 7.09(c). 
 “Pari Passu Debt Obligations” shall mean all
advances to, and debts, liabilities, obligations, covenants and duties of, any Grantor arising under any Pari Passu Agreement, whether direct or indirect (including those acquired by assumption), absolute or contingent, due or to become due, now
existing or hereafter arising (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), in each case, that
have been designated as Pari Passu Debt Obligations pursuant to and in accordance with Section 7.09(c). 
 “Pari Passu
Representative” shall mean, for any Series of Pari Passu Debt, the Representative named for such Series in accordance with Section 7.09(c). 

“Pari Passu Secured Parties” shall mean (a) the holders of any Pari Passu Debt Obligations and (b) any Pari
Passu Representative with respect thereto. 
 “Patent License” shall mean any written agreement, now or hereafter in
effect, granting to any third person any right to make, use or sell any invention on which a Patent, now or hereafter owned by any Grantor or that any Grantor otherwise has the right to license, is in existence, or granting to any Grantor any right
to make, use or sell any invention on which a Patent, now or hereafter owned by any third person, is in existence, and all rights of any Grantor under any such agreement. 

  
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 “Patents” shall mean all of the following now owned or hereafter
acquired by any Grantor: (a) all letters patent of the United States or the equivalent thereof in any other country, all registrations and recordings thereof, and all applications for letters patent of the United States or the equivalent
thereof in any other country, including registrations, recordings and pending applications in the United States Patent and Trademark Office (or any successor or any similar offices in any other country), including those listed on Schedule VI,
and (b) all reissues, continuations, divisions, continuations-in-part, renewals or extensions thereof, and the inventions disclosed or claimed therein, including
the right to exclude others from making, using and/or selling the inventions disclosed or claimed therein. 
 “Pledged
Collateral” shall have the meaning assigned to such term in Section 3.01. 
 “Pledged Debt
Securities” shall have the meaning assigned to such term in Section 3.01. 
 “Pledged Securities”
shall mean any promissory notes, stock certificates or other securities now or hereafter included in the Pledged Collateral, including all certificates, instruments or other documents representing or evidencing any Pledged Collateral. 

“Pledged Stock” shall have the meaning assigned to such term in Section 3.01. 

“Representative” shall mean (a) in the case of the Bank Loan Obligations, the Administrative Agent or any other
agent designated by the applicable Secured Parties, and (b) in the case of any Series of Pari Passu Debt Obligations, the Representative named for such Series in accordance with Section 7.09(c). 

“Second Restatement Effective Date” means November 19, 2019. 

“Secured Parties” shall mean the Bank Loan Secured Parties and any Pari Passu Secured Parties. 

“Security Interest” shall have the meaning assigned to such term in Section 4.01. 

“Series” shall mean (a) the Bank Loan Obligations and (b) any Pari Passu Debt Obligations which are
represented by a common Representative. 
 “Subsidiary Guarantors” shall mean (a) the Subsidiaries identified
on Schedule II hereto as Subsidiary Guarantors and (b) each other Subsidiary that becomes a party to this Agreement after the Second Restatement Effective Date. 

  
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 “Trademark License” shall mean any written agreement, now or
hereafter in effect, granting to any third person any right to use any trademark now or hereafter owned by any Grantor or that any Grantor otherwise has the right to license, or granting to any Grantor any right to use any trademark now or hereafter
owned by any third person, and all rights of any Grantor under any such agreement. 
 “Trademarks” shall mean all of
the following now owned or hereafter acquired by any Grantor: (a) all registered trademarks, service marks, trade names, corporate names, company names, business names, fictitious business names, trade styles, trade dress, logos, other source
or business identifiers, designs and general intangibles of like nature, now existing or hereafter adopted or acquired, all registrations and recordings thereof, and all registration and recording applications filed in connection therewith,
including registrations and applications for registration (other than intent-to-use applications) in the United States Patent and Trademark Office (or any successor
office) or any similar offices in any State of the United States, and all extensions or renewals thereof, including those listed on Schedule VI, and (b) all goodwill associated therewith or symbolized thereby. 

“Unfunded Advances/Participations” shall mean (a) with respect to the Administrative Agent, the aggregate amount,
if any (i) made available to the Borrower on the assumption that each Lender has made its portion of the applicable Borrowing available to the Administrative Agent as contemplated by Section 2.02(d) of the Credit Agreement and
(ii) with respect to which a corresponding amount shall not in fact have been returned to the Administrative Agent by the Borrower or made available to the Administrative Agent by any such Lender, (b) with respect to the Swingline Lender,
the aggregate amount, if any, of participations in respect of any outstanding Swingline Loan that shall not have been funded by the Revolving Credit Lenders in accordance with Section 2.22(e) of the Credit Agreement and (c) with respect to
any Issuing Bank, the aggregate amount, if any, of participations in respect of any outstanding L/C Disbursement that shall not have been funded by the Revolving Credit Lenders in accordance with Sections 2.23(d) and 2.02(f) of the Credit
Agreement. 
 ARTICLE II 

Guarantee 
 SECTION
2.01. Guarantee. Each Guarantor unconditionally guarantees, jointly with the other Guarantors and severally, as a primary obligor and not merely as a surety, the due and punctual payment and performance of the Obligations. Each
Guarantor further agrees that the Obligations may be extended or renewed, in whole or in part, without notice to or further assent from it, and that it will remain bound upon its guarantee notwithstanding any extension or renewal of any Obligation,
and hereby waives any provision of applicable law to the contrary that may be waived by such Guarantor. Each Guarantor waives presentment to, demand of payment from and protest to the Borrower or any other Loan Party of any Obligation, and also
waives notice of acceptance of its guarantee and notice of protest for nonpayment. 

  
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 SECTION 2.02. Guarantee of Payment. Each Guarantor further agrees that its
guarantee hereunder constitutes a guarantee of payment when due and not of collection, and waives any right to require that any resort be had by the Collateral Agent or any other Secured Party to any security held for the payment of the Obligations
or credit on the books of the Collateral Agent or any other Secured Party in favor of the Borrower or any other person. 
 SECTION 2.03.
No Limitations, Etc. (a) Except for termination of a Guarantor’s obligations hereunder as expressly provided in Section 7.15, the obligations of each Guarantor hereunder shall not be subject to any reduction, limitation,
impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of the invalidity,
illegality or unenforceability of the Obligations or otherwise. Without limiting the generality of the foregoing, the obligations of each Guarantor hereunder shall not be discharged or impaired or otherwise affected by (i) the failure of the
Collateral Agent or any other Secured Party to assert any claim or demand or to enforce any right or remedy under the provisions of any Pari Passu Agreement, any Loan Document or otherwise, (ii) any rescission, waiver, amendment or modification
of, or any release from any of the terms or provisions of, any Pari Passu Agreement, any Loan Document or any other agreement, including with respect to any other Guarantor under this Agreement, (iii) the release of, or any impairment of or
failure to perfect any Lien on or security interest in, any security held by the Collateral Agent or any other Secured Party for the Obligations or any of them, (iv) any default, failure or delay, wilful or otherwise, in the performance of the
Obligations or (v) any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment
in full in cash of all the Obligations (other than unasserted contingent indemnity obligations)). To the fullest extent permitted by applicable law, each Guarantor expressly authorizes the Collateral Agent to take and hold security for the payment
and performance of the Obligations, to exchange, waive or release any or all such security (with or without consideration), to enforce or apply such security and direct the order and manner of any sale thereof in its sole discretion or to release or
substitute any one or more other guarantors or obligors upon or in respect of the Obligations, all without affecting the obligations of any Guarantor hereunder. 

(b) To the fullest extent permitted by applicable law, each Guarantor waives any defense based on or arising out of any defense of the Borrower
or any other Loan Party or the unenforceability of the Obligations or any part thereof from any cause, or the cessation from any cause of the liability of the Borrower or any other Loan Party, other than the payment in full in cash of all the
Obligations. To the fullest extent permitted by applicable law, upon the occurrence and during the continuance of an Event of Default, the Collateral Agent and the other Secured Parties may, at their election, foreclose on any security held by one
or more of them by one or more judicial or nonjudicial sales, accept an assignment of any such security in lieu of foreclosure, compromise or adjust any part of the Obligations, make any other accommodation with the Borrower or any other Loan Party
or exercise any other right or remedy available to them against the Borrower or any other Loan Party, without adversely affecting or impairing in any way the liability of any 

  
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Guarantor hereunder except to the extent the Obligations have been paid in full in cash. To the fullest extent permitted by applicable law, each Guarantor waives any defense arising out of any
such election even though such election operates, pursuant to applicable law, to impair or to extinguish any right of reimbursement or subrogation or other right or remedy of such Guarantor against the Borrower or any other Loan Party, as the case
may be, or any security. 
 SECTION 2.04. Reinstatement. Each Guarantor agrees that its guarantee hereunder shall continue to
be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by the Collateral Agent or any other Secured Party upon the bankruptcy or reorganization of
the Borrower, any other Loan Party or otherwise. 
 SECTION 2.05. Agreement To Pay; Subrogation. In furtherance of the
foregoing and not in limitation of any other right that the Collateral Agent or any other Secured Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of the Borrower or any other Loan Party to pay any Obligation
owed by such party when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby promises to and will, promptly upon written notice thereof from the Collateral Agent,
forthwith pay, or cause to be paid, to the Collateral Agent for distribution to the applicable Secured Parties in cash the amount of such unpaid Obligation. Upon payment by any Guarantor of any sums to the Collateral Agent as provided above, all
rights of such Guarantor against the Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article VI. 

SECTION 2.06. Information. Each Guarantor assumes all responsibility for being and keeping itself informed of the
Borrower’s and each other Loan Party’s financial condition and assets and of all other circumstances bearing upon the risk of nonpayment of the Obligations and the nature, scope and extent of the risks that such Guarantor assumes and
incurs hereunder, and agrees that neither the Collateral Agent nor any other Secured Party will have any duty to advise such Guarantor of information known to it or any of them regarding such circumstances or risks. 

ARTICLE III 
 Pledge of
Securities 
 SECTION 3.01. Pledge. (a) As security for the payment or performance, as the case may be, in full
of the Obligations, each Grantor hereby assigns and pledges to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and permitted
assigns, for the ratable benefit of the Secured Parties, a security interest in, all of such Grantor’s right, title and interest in, to and under (a)(i) the Equity Interests owned by such Grantor on the date hereof (including all such Equity
Interests listed on Schedule III), (ii) any other Equity Interests obtained in the future by such Grantor and (iii) the certificates 

  
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representing all such Equity Interests (all the foregoing collectively referred to herein as the “Pledged Stock”); (provided, however, that the Pledged Stock shall not
include (A) more than 65% of the outstanding voting Equity Interests in any Foreign Subsidiary, (B) any Equity Interest in any Non-Significant Subsidiary, (C) any Equity Interest in any
Permitted Syndication Subsidiary, any Securitization Subsidiary or any Permitted Joint Venture Subsidiary to the extent the pledge of the Equity Interest in such Subsidiary is prohibited by any applicable Contractual Obligation or requirement of
law), or (D) any minority Equity Interests, (b)(i) the debt securities held by such Grantor on the date hereof (including all such debt securities listed opposite the name of such Grantor on Schedule III), (ii) any debt
securities in the future issued to such Grantor and (iii) the promissory notes and any other instruments evidencing such debt securities (excluding any promissory notes issued by employees of any Grantor) (all the foregoing collectively
referred to herein as the “Pledged Debt Securities”), (c) all other property that may be delivered to and held by the Collateral Agent pursuant to the terms of this Section 3.01, (d) subject to
Section 3.06, all payments of principal or interest, dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of, in exchange for or upon the conversion of, and all other
Proceeds received in respect of, the securities referred to in clauses (a) and (b) above, (e) subject to Section 3.06, all rights and privileges of such Grantor with respect to the securities and other property referred to in
clauses (a), (b), (c) and (d) above, and (f) all Proceeds of any of the foregoing (the items referred to in clauses (a) through (f) above being collectively referred to as the “Pledged Collateral”). 

(b) Notwithstanding anything herein to the contrary, in the event that any Series of Pari Passu Debt Obligations is issued pursuant to a
registration statement that has been filed with the SEC (including pursuant to any exchange offer subsequent to the initial private issuance of such Series), the “Pledged Stock” securing any such Series shall automatically be
deemed not to include any Equity Interests or other securities of a subsidiary of Parent which, if pledged to secure such Series, would require the Borrower to file separate financial statements for any Subsidiary with the SEC or any other U.S.
federal government agency (in each case solely to the extent necessary to not be subject to such filing requirements). The limitation provided for in this paragraph (b) shall not be applied to the Bank Loan Obligations or to any Series of Pari
Passu Debt Obligations that is not issued pursuant to such a registration statement. 
 TO HAVE AND TO HOLD the Pledged Collateral, together
with all right, title, interest, powers, privileges and preferences pertaining or incidental thereto, unto the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties, forever; subject,
however, to the terms, covenants and conditions hereinafter set forth. 
 SECTION 3.02. Delivery of the Pledged
Collateral. (a) Each Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent any and all certificates, promissory notes, instruments or other documents representing or evidencing Pledged Securities (other
than Pledged Debt Securities with a face amount less than $1,000,000). 

  
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 (b) Each Grantor agrees promptly to deliver or cause to be delivered to the Collateral Agent
any and all Pledged Debt Securities with a face amount in excess of $1,000,000. 
 (c) Upon delivery to the Collateral Agent, (i) any
certificate, instrument or document representing or evidencing Pledged Securities shall be accompanied by undated stock powers duly executed in blank or other undated instruments of transfer satisfactory to the Collateral Agent and duly executed in
blank and by such other instruments and documents as the Collateral Agent may reasonably request and (ii) all other property comprising part of the Pledged Collateral shall be accompanied by proper instruments of assignment duly executed by the
applicable Grantor and such other instruments or documents as the Collateral Agent may reasonably request. Each delivery of Pledged Securities shall be accompanied by a schedule describing the applicable securities, which schedule shall be attached
hereto as Schedule III and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of the pledge of such Pledged Securities. Each schedule so delivered shall supplement any prior
schedules so delivered. 
 SECTION 3.03. Representations, Warranties and Covenants. The Grantors jointly and severally
represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that: 
 (a) As of the Second
Restatement Effective Date, Schedule III correctly sets forth the percentage of the issued and outstanding shares of each class of the Equity Interests of the issuer thereof represented by such Pledged Stock and includes all Equity Interests, debt
securities and promissory notes required to be pledged hereunder (to the extent not waived or extended in accordance with the terms of the Credit Agreement); 

(b) as of the Second Restatement Effective Date, Schedule IV correctly sets forth all promissory notes and other evidence of indebtedness
required to be pledged hereunder including all intercompany notes between Parent and any subsidiary of Parent and any subsidiary of Parent and any other such subsidiary; 

(c) the Pledged Stock and Pledged Debt Securities have been duly and validly authorized and issued by the issuers thereof and (i) in the
case of Pledged Stock, are fully paid and nonassessable and (ii) in the case of Pledged Debt Securities, are legal, valid and binding obligations of the issuers thereof; 

(d) except for the security interests granted hereunder (or otherwise permitted under the Credit Agreement or the other Loan Documents), each
Grantor (i) is and, subject to any transfers made in compliance with the Credit Agreement, will continue to be the direct owner, beneficially and of record, of the Pledged Securities indicated on Schedule III as owned by such Grantor,
(ii) holds the same free and clear of all Liens other than Liens permitted by Section 6.02 of the Credit Agreement, and (iii) will not create or permit to exist any security interest in or other Lien on, the Pledged Collateral, other
than transfers made in compliance with the Credit Agreement or the other Loan Documents; 

  
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 (e) except for restrictions and limitations imposed by any Pari Passu Agreement, the Loan
Documents or securities or other laws generally, the Pledged Collateral is and will continue to be freely transferable and assignable, and none of the Pledged Collateral is or will be subject to any option, right of first refusal, shareholders
agreement, charter or by-law provisions or contractual restriction of any nature that might prohibit, impair, delay or otherwise affect the pledge of such Pledged Collateral hereunder, the sale or disposition
thereof pursuant hereto or the exercise by the Collateral Agent of rights and remedies hereunder other than Liens permitted by Section 6.02 of the Credit Agreement; 

(f) each Grantor (i) has the power and authority to pledge the Pledged Collateral pledged by it hereunder in the manner hereby done or
contemplated and (ii) will defend its title or interest thereto or therein against any and all Liens (other than any Lien created or permitted by the Loan Documents or any Pari Passu Agreement), however arising, of all persons whomsoever; 

(g) no material consent or approval of any Governmental Authority or, any securities exchange was or is necessary to the validity of the pledge
effected hereby (other than such as have been obtained and are in full force and effect); 
 (h) by virtue of the execution and delivery by
each Grantor of this Agreement, when any Pledged Securities are delivered to the Collateral Agent in accordance with this Agreement, the Collateral Agent will obtain a legal, valid and perfected first priority lien upon and security interest in such
Pledged Securities as security for the payment and performance of the Obligations; and 
 (i) the pledge effected hereby is effective to vest
in the Collateral Agent, for the ratable benefit of the Secured Parties, the rights of the Collateral Agent in the Pledged Collateral as set forth herein. 

SECTION 3.04. Certification of Limited Liability Company Interests and Limited Partnership Interests. If any Pledged Collateral
is not a security pursuant to Section 8-103 of the UCC, no Grantor shall take any action that, under such Section, converts such Pledged Collateral into a security without causing the issuer thereof to
issue to it certificates or instruments evidencing such Pledged Collateral, which it shall promptly deliver to the Collateral Agent as provided in Section 3.02. 

SECTION 3.05. Registration in Nominee Name; Denominations. The Collateral Agent, on behalf of the Secured Parties, shall have
the right (in its sole and absolute discretion), upon the occurrence and during the continuance of an Event of Default, to hold the Pledged Securities in its own name as pledgee, the name of its nominee (as pledgee or as sub-agent) or the name of the applicable Grantor, endorsed or assigned in blank or in favor of the Collateral Agent. Each Grantor will promptly give to the Collateral Agent copies of any material written notices or
other material written communications received by it with respect to Pledged Securities in its capacity as the registered owner thereof. After the occurrence and during the continuance of an Event of Default, the Collateral Agent shall at all times
have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement. 

  
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 SECTION 3.06. Voting Rights; Dividends and Interest, Etc. (a) Unless and
until an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given the Grantors notice of its intent to exercise its rights under this Agreement (which notice shall be deemed to have been given immediately upon
the occurrence of an Event of Default of a type described under paragraph (g) or (h) of Article VII of the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event)): 

(i) Each Grantor shall be entitled to exercise any and all voting and/or other consensual rights and powers inuring to an owner
of Pledged Securities or any part thereof for any purpose consistent with the terms of this Agreement, the Credit Agreement and the other Loan Documents; provided, however, that such rights and powers shall not be exercised in any
manner that could reasonably be expected to materially and adversely affect the rights inuring to a holder of any Pledged Securities or the rights and remedies of any of the Collateral Agent or the other Secured Parties under this Agreement, any
Pari Passu Agreement, the Credit Agreement or any other Loan Document or the ability of the Secured Parties to exercise the same. 

(ii) The Collateral Agent shall execute and deliver to each Grantor, or cause to be executed and delivered to each Grantor, all
such proxies, powers of attorney and other instruments as such Grantor may reasonably request for the purpose of enabling such Grantor to exercise the voting and/or consensual rights and powers it is entitled to exercise pursuant to paragraph
(i) above. 
 (iii) Each Grantor shall be entitled to receive and retain any and all dividends, interest, principal and
other distributions paid on or distributed in respect of the Pledged Securities to the extent and only to the extent that such dividends, interest, principal and other distributions are permitted by, and otherwise paid or distributed in accordance
with, the terms and conditions of the Credit Agreement, the other Loan Documents, and any Pari Passu Agreement, and applicable law; provided, however, that any noncash dividends, interest, principal or other distributions that would
constitute Pledged Stock or Pledged Debt Securities, whether resulting from a subdivision, combination or reclassification of the outstanding Equity Interests of the issuer of any Pledged Securities or received in exchange for Pledged Securities or
any part thereof, or in redemption thereof, or as a result of any merger, consolidation, acquisition or other exchange of assets to which such issuer may be a party or otherwise, shall be and become part of the Pledged Collateral, and, if received
by any Grantor, shall not be commingled by such Grantor with any of its other funds or property but shall be held separate and apart therefrom, shall be held in trust for the 

  
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ratable benefit of the Secured Parties and shall be forthwith delivered to the Collateral Agent in the same form as so received (with any necessary endorsement or instrument of assignment). This
paragraph (iii) shall not apply to dividends between or among the Borrower, the Guarantors and any Subsidiaries only of property subject to a perfected security interest under this Agreement. 

(b) To the fullest extent permitted by applicable law, upon the occurrence and during the continuance of an Event of Default, after the
Collateral Agent shall have notified (or shall be deemed to have notified pursuant to Section 3.06(a)) the Grantors of the suspension of their rights under paragraph (a)(iii) of this Section 3.06, then all rights of any Grantor to
dividends, interest, principal or other distributions that such Grantor is authorized to receive pursuant to paragraph (a)(iii) of this Section 3.06 shall cease, and all such rights shall thereupon become vested in the Collateral Agent,
which shall have the sole and exclusive right and authority to receive and retain such dividends, interest, principal or other distributions. All dividends, interest, principal or other distributions received by any Grantor contrary to the
provisions of this Section 3.06 shall be held in trust for the benefit of the Collateral Agent, shall be segregated from other property or funds of such Grantor and shall be forthwith delivered to the Collateral Agent upon demand in the same
form as so received (with any necessary endorsement or instrument of assignment). Any and all money and other property paid over to or received by the Collateral Agent pursuant to the provisions of this paragraph (b) shall be retained by the
Collateral Agent in an account to be established by the Collateral Agent upon receipt of such money or other property and shall be applied in accordance with the provisions of Section 5.02. After all Events of Default have been cured or waived
and each applicable Grantor has delivered to the Administrative Agent certificates to that effect, the Collateral Agent shall, promptly after all such Events of Default have been cured or waived, repay to each applicable Grantor (without interest)
all dividends, interest, principal or other distributions that such Grantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.06 and that remain in such account. 

(c) Upon the occurrence and during the continuance of an Event of Default, after the Collateral Agent shall have notified (or shall be deemed
to have notified pursuant to Section 3.06(a)) the Grantors of the suspension of their rights under paragraph (a)(i) of this Section 3.06, then all rights of any Grantor to exercise the voting and consensual rights and powers it is entitled
to exercise pursuant to paragraph (a)(i) of this Section 3.06, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.06, shall cease, and, subject to compliance with any applicable healthcare laws, all
such rights shall thereupon become vested in the Collateral Agent, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers; provided that, unless otherwise directed by the Required
Lenders, the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default to permit the Grantors to exercise such rights. After all Events of Default have been cured or waived and each
applicable Grantor has delivered to the Administrative Agent a certificate to that effect, such voting and consensual rights shall automatically vest in the applicable Grantor, and the Collateral Agent shall (1) take such steps reasonably
requested by the applicable Grantor, at such Grantor’s expense, to allow all Pledged Securities registered under its 

  
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name to be registered under the name of the applicable Grantor and (2) promptly repay to each applicable Grantor (without interest) all dividends, interest, principal or other distributions
that such Grantor would otherwise have been permitted to retain pursuant to the terms of paragraph (a) of this Section 3.06 that were not applied to repay the Obligations. 

(d) Any notice given by the Collateral Agent to the Grantors exercising its rights under paragraph (a) of this Section 3.06 (i) may
be given by telephone if promptly confirmed in writing, (ii) may be given to one or more of the Grantors at the same or different times and (iii) may suspend the rights of the Grantors under paragraph (a)(i) or paragraph (a)(iii) in part
without suspending all such rights (as specified by the Collateral Agent in its sole and absolute discretion) and without waiving or otherwise affecting the Collateral Agent’s rights to give additional notices from time to time suspending other
rights so long as an Event of Default has occurred and is continuing. 
 ARTICLE IV 

Security Interests in Personal Property 

SECTION 4.01. Security Interest. (a) As security for the payment or performance, as the case may be, in full of the
Obligations, each Grantor hereby assigns and pledges to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and permitted assigns, for
the ratable benefit of the Secured Parties, a security interest (the “Security Interest”), in all right, title or interest in or to any and all of the following assets and properties now owned or at any time hereafter
acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the “Article 9 Collateral”): 

(i) all Accounts; 

(ii) all Chattel Paper; 

(iii) all Documents; 

(iv) all Equipment; 

(v) all General Intangibles; 

(vi) all Instruments; 

(vii) all Inventory; 

(viii) all Investment Property; 

(ix) all Letter-of-Credit Rights; 

  
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 (x) all Commercial Tort Claims; 

(xi) all books and records pertaining to the Article 9 Collateral; and 

(xii) to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral
security and guarantees given by any person with respect to any of the foregoing. 
 Notwithstanding anything herein to the contrary, in no
event shall the Collateral include, and no Grantor shall be deemed to have granted a security interest in any: 
 (I) General Intangible,
Instrument, license, property right, permit or any other contract or agreement to which a Grantor is a party or any of its rights or interests thereunder if and for so long as the grant of such security interest shall constitute or result in
(x) the abandonment, invalidation or unenforceability of any right, title or interest of the Grantor therein, (y) a violation of a valid and enforceable restriction in respect of such General Intangible, Instrument, license, property
right, permit or any other contract or agreement or other such rights (1) in favor of a third party or (2) under any law, regulation, permit, order or decree of any Governmental Authority or (z) a breach or termination (or result in
any party thereto having the right to terminate) pursuant to the terms of, or a default under, such General Intangible, Instrument, license, property right, permit or any other contract or agreement (other than to the extent that any such term would
be rendered ineffective pursuant to Section 9-406, 9-407, 9-408 or 9-409 of the New
York UCC or any other applicable law or principles of equity); provided, however, that such security interest shall attach immediately at such time as the condition causing such abandonment, invalidation, unenforceability or breach or
termination, as the case may be, shall be remedied and, to the extent severable, shall attach immediately to any portion of such General Intangible, Instrument, license, property right, permit or any other contract or agreement that does not result
in any of the consequences specified in the immediately preceding clause (x), (y) or (z) including, any proceeds of such General Intangible, Instrument, license, property rights, permit or any other contract or agreement; 

(II) more than 65% of the outstanding voting Equity Interests in any Foreign Subsidiary; 

(III) any Equity Interest in any Non-Significant Subsidiary; 

(IV) any Equity Interest in any Permitted Syndication Subsidiary, any Securitization Subsidiary or any Permitted Joint Venture Subsidiary to
the extent the pledge of the Equity Interest in such Subsidiary is prohibited by any applicable Contractual Obligation or requirement of law; 

(V) any vehicle or other asset subject to certificate of title; 

(VI) any asset that requires perfection through control agreements (including, to the extent required in the relevant jurisdiction for deposit
accounts and investment property); 

  
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 (VII) any minority Equity Interests; 

(VIII) any assets with respect to which the Collateral Agent shall reasonably determine that the cost of creating and/or perfecting a security
interest therein is excessive in relation to the benefit to the Secured Parties or that the granting or perfection of a security interest therein would violate applicable law or regulation; 

(IX) any assets (other than any General Intangible, Instrument, license, property right, permit or any other contract or agreement) owned by
any Grantor that are subject to: 
 (x) any Lien existing on any property or asset prior to the acquisition thereof by the Borrower or any
Subsidiary or existing on any property or assets of any person that becomes a Subsidiary after July 25, 2007 prior to the time such person becomes a Subsidiary, as the case may be; provided that (i) such Lien is not created in
contemplation of or in connection with such acquisition or such person becoming a Subsidiary, (ii) such Lien does not apply to any other property or assets of Parent, the Borrower or any Subsidiary (other than affixed or incorporated into the
property covered by such Lien) and (iii) such Lien secures only those obligations which it secures on the date of such acquisition or the date such person becomes a Subsidiary, as the case may be, and any extensions, renewals, refinancings or
replacements of such obligations; or 
 (y) Liens securing Indebtedness to finance the acquisition, construction or improvement of fixed or
capital assets; provided that (i) such security interests are incurred, and the Indebtedness secured thereby is created, within 270 days after such acquisition, construction or improvement, and (iii) such security interests do
not apply to any other property or assets of the Borrower or any Subsidiary, except for accessions to the property financed with the proceeds of such Indebtedness and the proceeds and the products thereof; provided that individual financings
of equipment provided by one lender may be cross-collateralized to other financings of equipment provided by such lender secured by a Lien incurred pursuant to this clause (y); 

in the case of each of clause (x) and (y), to the extent and for so long as such Lien exists and the terms of the Indebtedness or other obligations
secured thereby prevent the grant of a security interest in such assets hereunder; and 
 (X) in the event that any Series of Pari Passu Debt
Obligations is issued pursuant to a registration statement that has been filed with the SEC (including pursuant to any exchange offer subsequent to the initial private issuance of such Series), solely with respect to such Series, any Equity
Interests which, if part of the Collateral securing the Series, would require the Borrower to file separate financial statements for any Subsidiary with the SEC or any other U.S. federal government agency (in each case solely to the extent necessary
to not be subject to such filing requirements) (but, for the avoidance of doubt, such Equity Interests shall at all times continue to secure the Bank Loan Obligations and all other Series of Pari Passu Debt Obligations to the extent provided for in
this Agreement). 

  
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 (b) Each Grantor hereby irrevocably authorizes the Collateral Agent at any time and from
time to time to file in any relevant jurisdiction any initial financing statements (including fixture filings) with respect to the Article 9 Collateral or any part thereof and amendments thereto that (i) indicate the Article 9
Collateral as “all assets” of such Grantor or words of similar effect, and (ii) contain the information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the filing of any financing
statement or amendment, including (A) whether such Grantor is an organization, the type of organization and any organizational identification number issued to such Grantor and (B) in the case of a financing statement filed as a fixture
filing, a sufficient description of the real property to which such Article 9 Collateral relates. Each Grantor agrees to provide such information to the Collateral Agent promptly upon request. 

(c) Each Grantor also ratifies its authorization for the Collateral Agent to file in any relevant jurisdiction any initial financing statements
or amendments thereto if filed prior to the Second Restatement Effective Date. 
 The Collateral Agent is further authorized to file with the
United States Patent and Trademark Office or United States Copyright Office (or any successor office) such documents as may be necessary or advisable for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security
Interest granted by each Grantor, without the signature of any Grantor, and naming any Grantor or the Grantors as debtors and the Collateral Agent as secured party. 

(d) The Security Interest is granted as security only and shall not subject the Collateral Agent or any other Secured Party to, or in any way
alter or modify, any obligation or liability of any Grantor with respect to or arising out of the Article 9 Collateral. 
 SECTION
4.02. Representations and Warranties. The Grantors jointly and severally represent and warrant to the Collateral Agent and the Secured Parties that: 

(a) Each Grantor has good and valid rights in and marketable title to the Article 9 Collateral with respect to which it has purported to
grant a Security Interest hereunder and has full power and authority to grant to the Collateral Agent, for the ratable benefit of the Secured Parties, the Security Interest in such Article 9 Collateral pursuant hereto and to execute, deliver
and perform its obligations in accordance with the terms of this Agreement, without the consent or approval of any other person other than any consent or approval that has been obtained or any other consent where the failure to obtain such consent
could not reasonably be expected to have a Material Adverse Effect. 
 (b) The Schedules attached hereto have been duly prepared and
completed and the information set forth therein (including (x) the exact legal name of each Grantor in Schedule I and (y) the jurisdiction of organization of each Grantor in Schedule I) is true and correct in all material respects as of
the Second Restatement Effective Date. Uniform Commercial Code financing statements (including fixture filings, as applicable) or other appropriate filings, recordings or registrations containing a description of the Article 9 Collateral have
been prepared by the Collateral Agent based upon the information provided 

  
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to the Administrative Agent and the Secured Parties in the applicable Schedules attached hereto for filing in each governmental, municipal or other office specified in Schedule I (or specified by
notice from the Borrower to the Collateral Agent after the Second Restatement Effective Date in the case of filings, recordings or registrations required by Sections 5.06 or 5.12 of the Credit Agreement (as in effect immediately prior to the
Credit Agreement Termination Event) or any analogous provisions under any Pari Passu Agreement), which are all the filings, recordings and registrations (other than filings required to be made in the United States Patent and Trademark Office and the
United States Copyright Office in order to perfect the Security Interest in the Article 9 Collateral consisting of United States Patents, Trademarks and Copyrights (to the extent that perfection can be achieved by such filings)) that are
necessary to publish notice of and protect the validity of and to establish a legal, valid and perfected security interest in favor of the Collateral Agent (for the ratable benefit of the Secured Parties) in respect of all Article 9 Collateral
in which the Security Interest may be perfected by filing, recording or registration in the United States (or any political subdivision thereof) and its territories and possessions, and no further or subsequent filing, refiling, recording,
rerecording, registration or reregistration is necessary in any such jurisdiction, except as provided under applicable law with respect to the filing of continuation statements. Each Grantor represents and warrants that a fully executed short form
agreement in form and substance reasonably satisfactory to the Collateral Agent, and containing a description of all Article 9 Collateral consisting of pending and issued United States Patents and United States Trademarks and United States
Copyrights will be delivered to the Collateral Agent as of or prior to the Second Restatement Effective Date for timely recording with the United States Patent and Trademark Office and the United States Copyright Office pursuant to
35 U.S.C. §261, 15 U.S.C. §1060 or 17 U.S.C. §205 and the regulations thereunder. 
 (c) As of the
Second Restatement Effective Date, Schedule I correctly sets forth (i) the exact legal name of each Grantor, as such name appears in its respective certificate of formation; (ii) the jurisdiction of formation of each Grantor that is a
registered organization; (iii) the Organizational Identification Number, if any, issued by the jurisdiction of formation of each Grantor that is a registered organization; (iv) the chief executive office of each Grantor; and (v) all
locations where Grantor maintains any material books or records relating to any Accounts Receivables. 
 (d) As of the Second Restatement
Effective Date, Schedule V correctly sets forth, with respect to each Mortgaged Property, (i) the exact name of the person that owns such property as such name appears in its certificate of formation or other organizational document;
(ii) if different from the name identified pursuant to clause (i), the exact name of the current record owner of such property reflected in the records of the filing office for such property identified pursuant to the following clause (iii);
and (iii) the filing office in which a mortgage with respect to such property must be filed or recorded in order for the Collateral Agent to obtain a perfected security interest therein. 

(e) As of the Second Restatement Effective Date, Schedule VI correctly sets forth, in proper form for filing with (a) the United States
Patent and Trademark Office a list of each issued and pending Patents and Trademarks, including, as applicable, the name of the registered owner and the registration number of each Patent and Trademark owned by any Grantor and (b) the United
States Copyright Office a list of each Copyright, including the name of the registered owner and the registration number of each Copyright owned by any Grantor. 

  
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 (f) The Security Interest constitutes (i) a legal and valid security interest in all
Article 9 Collateral securing the payment and performance of the Obligations, (ii) subject to the qualifications and filings described in Section 4.02(b) (including payment of applicable fees in connection therewith), a perfected
security interest in all Article 9 Collateral in which and to the extent a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision
thereof) and its territories and possessions pursuant to the Uniform Commercial Code or other applicable law in such jurisdictions and (iii) a security interest that shall be perfected in all Article 9 Collateral in which a security
interest may be perfected upon the receipt and recording of this Agreement with the United States Patent and Trademark Office and the United States Copyright Office, as applicable. The Security Interest is and shall be prior to any other Lien on any
of the Article 9 Collateral, other than Liens expressly permitted pursuant to Section 6.02 of the Credit Agreement or the other Loan Documents (or the analogous provisions under any Pari Passu Agreement) that have priority as a matter of
law. 
 (g) The Article 9 Collateral is owned by the Grantors free and clear of any Lien, except for Liens expressly permitted pursuant
to Section 6.02 of the Credit Agreement or the other Loan Documents (or the analogous provisions under any Pari Passu Agreement). No Grantor has filed or consented to the filing of (i) any financing statement or analogous document under
the Uniform Commercial Code or any other applicable laws covering any Article 9 Collateral, (ii) any assignment in which any Grantor assigns any Collateral or any security agreement or similar instrument covering any Article 9
Collateral with the United States Patent and Trademark Office or the United States Copyright Office, (iii) any notice under the Assignment of Claims Act, or (iv) any assignment in which any Grantor assigns any Article 9 Collateral or
any security agreement or similar instrument covering any Article 9 Collateral with any foreign governmental, municipal or other office, which financing statement or analogous document, assignment, security agreement or similar instrument is
still in effect, except, in each case, for Liens expressly permitted pursuant to Section 6.02 of the Credit Agreement or the other Loan Documents (or the analogous provisions under any Pari Passu Agreement). As of the Second Restatement
Effective Date, no Grantor holds any Commercial Tort Claims in an amount in excess of $5,000,000 except as indicated on Schedule VII. 

SECTION 4.03. Covenants. (a) Each Grantor agrees promptly to notify the Collateral Agent in writing of any change in
(i) its legal name and/or address, (ii) its identity or type of organization or corporate structure, (iii) its Federal Taxpayer Identification Number or organizational identification number or (iv) its jurisdiction of
organization. Each Grantor agrees promptly to provide the Collateral Agent with certified organizational documents reflecting any of the changes described in the first sentence of this paragraph. Each Grantor agrees not to effect or permit any
change referred to in the preceding sentence unless all filings have been made under the Uniform Commercial Code or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal
and perfected first priority security interest in all the Article 9 Collateral. Each Grantor agrees promptly to notify the Collateral Agent if any material portion of the Article 9 Collateral owned or held by such Grantor is damaged or
destroyed. 

  
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 (b) Each Grantor agrees to maintain, at its own cost and expense, such complete and accurate
records (in all material respects) with respect to the Article 9 Collateral owned by it as is consistent with its current practices and in accordance with such prudent and standard practices used in industries that are the same as or similar to
those in which such Grantor is engaged, but in any event to include complete accounting records (in all material respects) indicating all material payments and proceeds received with respect to any part of the Article 9 Collateral. 

(c) Each year, at the time of filing of annual financial statements with the SEC (or if earlier, the time any such annual financial statements
are required to be delivered under any Pari Passu Agreement), the Borrower shall deliver to the Collateral Agent a certificate executed by a Responsible Officer of the Borrower setting forth in the format of Schedule VI all Intellectual
Property of any Grantor in existence on the date thereof that, if it had existed on the Second Restatement Effective Date, would have been required to be listed in such Schedule, and not then listed on such Schedules or previously so identified to
the Collateral Agent. 
 (d) Each Grantor shall, at its own expense, take any and all commercially reasonable actions necessary to defend
title to the Article 9 Collateral against all persons and to defend the Security Interest of the Collateral Agent in the Article 9 Collateral and the priority thereof against any Lien not expressly permitted pursuant to Section 6.02
of the Credit Agreement (or the analogous provisions under any Pari Passu Agreement). 
 (e) Each Grantor agrees, at its own expense,
promptly to execute, acknowledge, deliver and cause to be duly filed all such further instruments and documents and take all such actions as the Collateral Agent may from time to time reasonably request to obtain, preserve, protect and perfect (to
the extent that perfection can be achieved under any applicable law by such filings and actions) the Security Interest and the rights and remedies created hereby, including the payment of any fees and Taxes required in connection with the execution
and delivery of this Agreement, the granting of the Security Interest and the filing of any financing or continuation statements (including fixture filings) or other documents in connection herewith or therewith. If any amount payable to any Grantor
under or in connection with any of the Article 9 Collateral shall be or become evidenced by any promissory note or other instrument with a face amount in excess of $1,000,000, such note or instrument shall be promptly pledged and delivered to
the Collateral Agent, duly endorsed in a manner reasonably satisfactory to the Collateral Agent. 
 Without limiting the generality of the
foregoing, each Grantor hereby authorizes the Collateral Agent, with prompt notice thereof to the Grantors, to supplement this Agreement by supplementing Schedule VI or adding additional schedules hereto to identify specifically any asset or
item of a Grantor that may, in the Collateral Agent’s 

  
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reasonable judgment, constitute Copyrights, Licenses, Patents or Trademarks; provided that any Grantor shall have the right, exercisable within 30 days after it has been notified by
the Collateral Agent of the specific identification of such Collateral, to advise the Collateral Agent in writing of any inaccuracy of the representations and warranties made by such Grantor hereunder with respect to such Collateral. Each Grantor
agrees that it will use its commercially reasonable efforts to take such action as shall be necessary, and which the Collateral Agent may from time to time reasonably request, in order that all representations and warranties hereunder shall be true
and correct in all material respects with respect to such Collateral within 45 days after the date it has been notified by the Collateral Agent of the specific identification of such Collateral and any such request. 

(f) The Collateral Agent and such persons as the Collateral Agent may designate shall have the right to inspect, subject to a reasonable prior
notice to each Grantor, the Article 9 Collateral, all records related thereto (and to make extracts and copies from such records) and the premises upon which any of the Article 9 Collateral is located, to discuss the applicable
Grantor’s affairs with the officers of such Grantor and its independent accountants and to verify the existence, validity, amount, quality, quantity, value, condition and status of, or any other matter relating to, the Article 9 Collateral,
including, in the case of Accounts or other Article 9 Collateral in the possession of any third person, after the occurrence and during the continuance of an Event of Default, by contacting Account Debtors or the third person possessing such
Article 9 Collateral for the purpose of making such a verification, subject in each case to the requirements of applicable law, including healthcare laws, data privacy and third party confidentiality obligations all at the expense of the
Borrower; provided that, excluding any such visits and inspections during the continuation of an Event of Default, only one such visit during any fiscal year shall be at the Borrower’s expense. The Collateral Agent shall have the
absolute right to share any information it gains from such inspection or verification with any Secured Party, subject in each case to the requirements of applicable law, including healthcare laws, data privacy and third party confidentiality
obligations. 
 (g) At its option, upon the occurrence and during the continuation of a Default or an Event of Default, the Collateral Agent
may with five Business Days’, prior written notice to the relevant Grantor discharge past due Taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Article 9 Collateral and
not expressly permitted pursuant to Section 5.03 or Section 6.02 of the Credit Agreement (or the analogous provisions under any Pari Passu Agreement), and may pay for the maintenance and preservation of the Article 9 Collateral to the
extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Collateral Agent within five Business Days after written demand for any reasonable payment made
or any reasonable expense incurred by the Collateral Agent pursuant to the foregoing authorization; provided, however, that nothing in this paragraph shall be interpreted as excusing any Grantor from the performance of, or imposing any
obligation on the Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to Taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set
forth herein or in the other Loan Documents. 

  
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 (h) If at any time any Grantor shall take a security interest in any property of an Account
Debtor or any other person valued in excess of $1,000,000 to secure payment and performance of an Account, such Grantor shall promptly assign such security interest to the Collateral Agent for the ratable benefit of the Secured Parties. Such
assignment need not be filed of public record unless necessary to continue the perfected status of the security interest against creditors of and transferees from the Account Debtor or other person granting the security interest. 

(i) Except to the extent otherwise expressly agreed by the Collateral Agent, each Grantor shall remain liable to observe and perform all the
conditions and obligations to be observed and performed by it under each contract, agreement or instrument relating to the Article 9 Collateral, all in accordance with the terms and conditions thereof, and each Grantor jointly and severally
agrees to indemnify and hold harmless the Collateral Agent and the Secured Parties from and against any and all liability for such performance in accordance with Section 7.06 of this Agreement. 

(j) No Grantor shall make or permit to be made an assignment, pledge or hypothecation of the Article 9 Collateral or shall grant any other Lien
in respect of the Article 9 Collateral or permit any notice to be filed under the Assignment of Claims Act, except, in each case, as expressly permitted by Section 6.02 of the Credit Agreement (or the analogous provisions under any Pari Passu
Agreement). No Grantor shall make or permit to be made any transfer of the Article 9 Collateral, except as permitted by the Credit Agreement. 

(k) No Grantor will, without the Collateral Agent’s prior written consent, grant any extension of the time of payment of any Accounts
included in the Article 9 Collateral, compromise, compound or settle the same for less than the full amount thereof (unless the aggregate amount of such compromised or settled Accounts in any fiscal year is not in excess of $5,000,000),
release, wholly or partly, any person liable for the payment thereof (unless the aggregate amount of such compromised or settled Accounts in any fiscal year is not in excess of $5,000,000) or allow any credit or discount whatsoever thereon (unless
the aggregate amount of such compromised or settled Accounts in any fiscal year is not in excess of $5,000,000), other than extensions, credits, discounts, compromises, compoundings or settlements in each case granted or made in the ordinary course
of business. 
 (l) Each Grantor, at its own expense, shall maintain or cause to be maintained insurance covering physical loss or damage to
the Inventory and Equipment in accordance with the requirements set forth in Section 5.02 of the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event). In addition, each Grantor shall cause all casualty and
property policies covering any Collateral to name the Collateral Agent as loss payee or mortgagee, and/or additional insured, and each provider of any such insurance shall agree, by endorsement upon such policies issued by it, that it will give the
Collateral Agent 30 days prior written notice before any such policy or policies shall be altered or canceled. Each Grantor irrevocably makes, constitutes and appoints the Collateral Agent (and all officers, employees or agents designated by the
Collateral Agent) as such Grantor’s true and lawful agent (and attorney-in-fact) for the 

  
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purpose, upon the occurrence and during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Article 9 Collateral under policies of insurance,
endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto (provided that the Collateral
Agent shall give five Business Days’ prior written notice to such Grantor prior to exercising its rights in such capacity). If at any time the area in which the Premises (as defined in the Mortgages) are located is designated a “flood
hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), obtain flood insurance in such total amount as the Collateral Agent may from time to time require, and otherwise comply
with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of 1973, as it may be amended from time to time. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of
insurance required hereby or under the Credit Agreement or to pay any premium in whole or part relating thereto, the Collateral Agent may, without waiving or releasing any obligation or liability of any Grantor hereunder or any Default or Event of
Default, in its sole reasonable discretion, upon notice to the Grantors, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Collateral Agent reasonably deems advisable. All sums
disbursed by the Collateral Agent in connection with this paragraph, including reasonable attorneys’ fees, court costs, out-of-pocket expenses and other charges
relating thereto, shall be payable, within five Business Days of written demand (accompanied by supporting documentation therefor in reasonable detail) by the Grantors to the Collateral Agent and shall be additional Obligations secured hereby. 

SECTION 4.04. Other Actions. In order to further insure the attachment, perfection and priority of, and the ability of the
Collateral Agent to enforce, the Security Interest in the Article 9 Collateral, each Grantor agrees, in each case at such Grantor’s own expense, to take the following actions with respect to the following Article 9 Collateral: 

(a) Instruments. If any Grantor shall at any time hold or acquire any Instruments (other than (x) any Instruments in an
amount no greater than $1,000,000 and (y) any Instruments representing loans or advances permitted under Section 6.04(c) of the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event) (or the analogous
provision of any Pari Passu Agreement), to the extent such Instruments represent Indebtedness excluded from the requirements of subclause (ii) of such Section, that have not been pledged hereunder), such Grantor shall forthwith endorse, assign
and deliver the same to the Collateral Agent, accompanied by such undated instruments of endorsement, transfer or assignment duly executed in blank as the Collateral Agent may from time to time reasonably request. 

(b) Electronic Chattel Paper and Transferable Records. If any Grantor at any time holds or acquires an interest in any material
Electronic Chattel Paper or any material “transferable record”, as that term is defined in Section 201 of the Federal Electronic Signatures in Global and National Commerce Act, or in Section 16 of the Uniform Electronic
Transactions Act as in effect in any relevant jurisdiction, such Grantor shall promptly notify the Collateral Agent thereof and, at the reasonable request of the Collateral 

  
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Agent, shall take such action as the Collateral Agent may reasonably request to vest in the Collateral Agent control under New York UCC
Section 9-105 of such Electronic Chattel Paper or control under Section 201 of the Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the
Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Collateral Agent agrees with such Grantor that the Collateral Agent will arrange, pursuant to procedures reasonably satisfactory to the
Collateral Agent and so long as such procedures will not result in the Collateral Agent’s loss of control, for the Grantor to make alterations to the Electronic Chattel Paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in
control to allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by such Grantor with respect to such Electronic Chattel Paper or transferable record.
Notwithstanding the foregoing, no Grantor shall be obligated to deliver to the Collateral Agent any Electronic Chattel Paper held by such Grantor with a face amount less than $1,000,000, provided that the aggregate face amount of the
Electronic Chattel Paper so excluded pursuant to this sentence shall not exceed $10,000,000 at any time. 
 (c) Letter-of-Credit Rights. If any Grantor is at any time a beneficiary under a letter of credit with a face amount exceeding $2,000,000 now or hereafter issued in favor
of such Grantor, such Grantor shall promptly notify the Collateral Agent thereof and, at the request and option of the Collateral Agent, such Grantor shall, pursuant to an agreement in form and substance reasonably satisfactory to the Collateral
Agent, either (i) arrange for the issuer and any confirmer of such letter of credit to consent to an assignment to the Collateral Agent of the proceeds of any drawing under the letter of credit or (ii) arrange for the Collateral Agent to
become the transferee beneficiary of the letter of credit, with the Collateral Agent agreeing, in each case, that the proceeds of any drawing under the letter of credit are to be paid to the applicable Grantor unless an Event of Default has occurred
or is continuing. 
 (d) Commercial Tort Claims. If any Grantor shall at any time hold or acquire a Commercial Tort Claim in an
amount reasonably estimated to exceed $5,000,000, the Grantor shall promptly notify the Collateral Agent thereof in a writing signed by such Grantor including a summary description of such claim and grant to the Collateral Agent, for the ratable
benefit of the Secured Parties, in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Collateral Agent. 

SECTION 4.05. Covenants Regarding Patent, Trademark and Copyright Collateral. In each case unless otherwise decided by such
Grantor in its reasonable business judgment or such Collateral is not material to the business of such Grantor: (a) Each Grantor agrees that it will not, and will not permit any of its licensees to, do any act, or omit to do any act, whereby
any Patent that is material to the conduct of such Grantor’s business may become invalidated or dedicated to the public, and agrees that it shall continue to mark any products covered by a Patent with the relevant patent number to the extent
necessary and sufficient to establish and preserve its maximum rights under applicable patent laws, to the extent required by applicable law. 

  
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 (b) Each Grantor (either itself or through its licensees or its sublicensees) will, for each
Trademark material to the conduct of such Grantor’s business, (i) maintain such Trademark in full force free from any claim of abandonment or invalidity for non-use, (ii) maintain the quality of
products and services offered under such Trademark, (iii) display such Trademark with notice of Federal or foreign registration to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law, to the
extent required by applicable law and (iv) not knowingly use or knowingly permit the use of such Trademark in violation of any third party rights. 

(c) Each Grantor (either itself or through its licensees or sublicensees) will, for each work covered by a material Copyright, continue to
publish, reproduce, display, adopt and distribute the work with appropriate copyright notice to the extent necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws, to the extent required by applicable
law. 
 (d) Each Grantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the
conduct of its business has or is likely to become abandoned, lost or dedicated to the public, or of any materially adverse determination or development (including the institution of, or any such determination or development in, any proceeding in
the United States Patent and Trademark Office, United States Copyright Office or any court or similar office of any country) regarding such Grantor’s ownership of any such Patent, Trademark or Copyright, its right to register the same, or its
right to keep and maintain the same. 
 (e) If any Grantor, either itself or through any agent, employee, licensee or designee, files an
application for any Patent, Trademark or Copyright (or for the registration of any Trademark or Copyright) with the United States Patent and Trademark Office, United States Copyright Office or any office or agency in any political subdivision of the
United States, the Grantor shall so notify the Collateral Agent, and, upon request of the Collateral Agent, shall execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to
evidence the Security Interest in such Patent, Trademark or Copyright, and each Grantor hereby appoints the Collateral Agent as its attorney-in-fact to execute and file
such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed. 
 (f) Each Grantor will take all
necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, United States Copyright Office or any office or agency in any political subdivision of the United States, to maintain and
pursue each material application relating to the Patents, Trademarks and/or Copyrights (and to obtain the relevant grant or registration) and to maintain each issued Patent and each registration of the Trademarks and Copyrights that is material to
the conduct of any Grantor’s business, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if consistent with good business judgment, to initiate
opposition, interference and cancellation proceedings against third parties. 

  
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 (g) In the event that any Grantor knows or has reason to believe that any Article 9
Collateral consisting of a Patent, Trademark or Copyright material to the conduct of any Grantor’s business has been or is about to be infringed, misappropriated or diluted by a third person, such Grantor promptly shall notify the Collateral
Agent and shall, if consistent with good business judgment, promptly sue for infringement, misappropriation or dilution and to recover any and all damages for such infringement, misappropriation or dilution, and take such other actions, if
consistent with good business judgment, as are reasonably appropriate under the circumstances to protect such Article 9 Collateral. 

(h) Upon the occurrence and during the continuance of an Event of Default, upon the reasonable request of the Collateral Agent, each Grantor
shall use its best efforts to obtain all requisite consents or approvals by the licensor of each Copyright License, Patent License or Trademark License, and each other material License, to effect the assignment of all such Grantor’s right,
title and interest thereunder to the Collateral Agent, for the ratable benefit of the Secured Parties, or its designee. 
 ARTICLE V 

Remedies 
 SECTION
5.01. Remedies Upon Default. Upon the occurrence and during the continuance of an Event of Default, each Grantor agrees to deliver each item of Collateral to the Collateral Agent on demand, and it is agreed that the Collateral Agent
shall have the right to take any of or all the following actions at the same or different times: (a) with respect to any Article 9 Collateral consisting of Intellectual Property, on demand, to cause the Security Interest to become an
assignment, transfer and conveyance of any of or all such Article 9 Collateral by the applicable Grantor to the Collateral Agent, or to license or sublicense, whether general, special or otherwise, and whether on an exclusive or nonexclusive basis,
any such Article 9 Collateral throughout the world on such terms and conditions and in such manner as the Collateral Agent shall determine (other than in violation of any then-existing licensing arrangements to the extent that waivers cannot be
obtained), and (b) with or without legal process and with or without prior notice or demand for performance, to take possession of the Article 9 Collateral and without liability for trespass to enter any premises where the Article 9 Collateral
may be located for the purpose of taking possession of or removing the Article 9 Collateral and, generally, to exercise any and all rights afforded to a secured party under the Uniform Commercial Code or other applicable law. Without limiting the
generality of the foregoing, each Grantor agrees that the Collateral Agent shall have the right, subject to the requirements of applicable law, including any applicable healthcare laws, to sell or otherwise dispose of all or any part of the
Collateral at a public or private sale or at any broker’s board or on any securities exchange, for cash, upon credit or for future delivery as the Collateral Agent shall deem appropriate. The Collateral Agent shall be authorized at any such
sale (if it deems it advisable to do so) to restrict the prospective bidders or purchasers to persons who will 

  
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represent and agree that they are purchasing the Collateral for their own account for investment and not with a view to the distribution or sale thereof, and upon consummation of any such sale
the Collateral Agent shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Each such purchaser at any such sale shall hold the property sold absolutely, free from any claim or right on
the part of any Grantor, and each Grantor hereby waives (to the extent permitted by law) all rights of redemption, stay and appraisal which such Grantor now has or may at any time in the future have under any rule of law or statute now existing or
hereafter enacted. 
 The Collateral Agent shall give each applicable Grantor 10 days’ written notice (which each Grantor agrees
is reasonable notice within the meaning of Section 9-611 of the New York UCC or its equivalent in other jurisdictions) of the Collateral Agent’s intention to make any sale of Collateral. Such
notice, in the case of a public sale, shall state the time and place for such sale and, in the case of a sale at a broker’s board or on a securities exchange, shall state the board or exchange at which such sale is to be made and the day on
which the Collateral, or portion thereof, will first be offered for sale at such board or exchange. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as the Collateral Agent may fix
and state in the notice (if any) of such sale. At any such sale, the Collateral, or portion thereof, to be sold may be sold in one lot as an entirety or in separate parcels, as the Collateral Agent may (in its sole and absolute discretion)
determine. The Collateral Agent shall not be obligated to make any sale of any Collateral if it shall determine not to do so, regardless of the fact that notice of sale of such Collateral shall have been given. The Collateral Agent may, without
notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the
same was so adjourned. In case any sale of all or any part of the Collateral is made on credit or for future delivery, the Collateral so sold may be retained by the Collateral Agent until the sale price is paid by the purchaser or purchasers
thereof, but the Collateral Agent shall not incur any liability in case any such purchaser or purchasers shall fail to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may be sold again upon like notice.
At any public (or, to the extent permitted by law, private) sale made pursuant to this Agreement, any Secured Party may bid for or purchase, free (to the extent permitted by applicable law) from any right of redemption, stay, valuation or appraisal
on the part of any Grantor (all said rights being also hereby waived and released to the extent permitted by applicable law), the Collateral or any part thereof offered for sale and may make payment on account thereof by using any claim then due and
payable to such Secured Party from any Grantor as a credit against the purchase price, and such Secured Party may, upon compliance with the terms of sale, hold, retain and dispose of such property without further accountability to any Grantor
therefor. For purposes hereof, a written agreement to purchase the Collateral or any portion thereof shall be treated as a sale thereof; the Collateral Agent shall be free to carry out such sale pursuant to such agreement and no Grantor shall be
entitled to the return of the Collateral or any portion thereof subject thereto, notwithstanding the fact that after the Collateral Agent shall have entered into such an agreement all Events of Default shall have been remedied and the Obligations
paid in full. As an alternative to exercising the power of sale herein conferred upon it, the Collateral Agent may proceed by a suit or suits at law or in equity to foreclose this Agreement and to 

  
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sell the Collateral or any portion thereof pursuant to a judgment or decree of a court or courts having competent jurisdiction or pursuant to a proceeding by a court-appointed receiver. To the
fullest extent permitted under applicable law, any sale pursuant to the provisions of this Section 5.01 shall be deemed to conform to the commercially reasonable standards as provided in
Section 9-610(b) of the New York UCC or its equivalent in other jurisdictions. 
 SECTION
5.02. Application of Proceeds. Subject to the terms of any Pari Passu Intercreditor Agreement, if an Event of Default shall have occurred and is continuing, the Collateral Agent shall apply the proceeds of any collection, sale,
foreclosure or other realization upon any Collateral, including any Collateral consisting of cash, as follows: 
 FIRST, to the payment of
all reasonable out-of-pocket costs and expenses incurred by the Administrative Agent, the Collateral Agent or any other Representative (in their respective capacities as
such hereunder or under any other Loan Document or any Pari Passu Agreement, as applicable) in connection with such collection, sale, foreclosure or realization or otherwise in connection with this Agreement, any other Loan Document, any Pari Passu
Agreement or any of the Obligations, including all court costs and the fees and expenses of its agents and legal counsel, the repayment of all advances made by the Administrative Agent and/or the Collateral Agent hereunder or under any other Loan
Document on behalf of any Grantor and any other reasonable out-of-pocket costs or expenses incurred in connection with the exercise of any right or remedy hereunder or
under any other Loan Document or any Pari Passu Agreement, as applicable; 
 SECOND, to the payment in full of Unfunded
Advances/Participations (the amounts so applied to be distributed between or among the Administrative Agent, the Swingline Lender and any Issuing Bank pro rata in accordance with the amounts of Unfunded Advances/Participations owed to them on the
date of any such distribution); 
 THIRD, to the payment in full of all other Obligations (the amounts so applied to be distributed among
the Secured Parties pro rata in accordance with the amounts of the Obligations owed to them on the date of any such distribution); 

FOURTH, to the Grantors, their successors or assigns, or as a court of competent jurisdiction may otherwise direct. 

The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement.
Upon any sale of Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the Collateral Agent or of the officer making the sale shall be a sufficient discharge to
the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way
for the misapplication thereof. 

  
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 SECTION 5.03. Grant of License to Use Intellectual Property. For the purpose
of enabling the Collateral Agent to exercise rights and remedies under this Agreement at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent an
irrevocable, nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors), to use, license or sublicense any of the Article 9 Collateral consisting of Intellectual Property now owned or hereafter acquired
by such Grantor, and wherever the same may be located, and including in such license access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout
thereof. The use of such license by the Collateral Agent may be exercised, at the option of the Collateral Agent, and shall be effective only upon the occurrence and during the continuation of an Event of Default; provided, however, that any
license, sublicense or other transaction entered into by the Collateral Agent in accordance herewith shall be binding upon each Grantor notwithstanding any subsequent cure of an Event of Default. 

SECTION 5.04. Securities Act, Etc. In view of the position of the Grantors in relation to the Pledged Collateral, or because of
other current or future circumstances, a question may arise under the U.S. Securities Act of 1933, as now or hereafter in effect, or any similar statute hereafter enacted analogous in purpose or effect (such Act and any such similar statute as from
time to time in effect being called the “Federal Securities Laws”) with respect to any disposition of the Pledged Collateral permitted hereunder. Each Grantor understands that compliance with the Federal Securities Laws might
very strictly limit the course of conduct of the Collateral Agent if the Collateral Agent were to attempt to dispose of all or any part of the Pledged Collateral, and might also limit the extent to which or the manner in which any subsequent
transferee of any Pledged Collateral could dispose of the same. Similarly, there may be other legal restrictions or limitations affecting the Collateral Agent in any attempt to dispose of all or part of the Pledged Collateral under applicable
“blue sky” or other state securities laws or similar laws analogous in purpose or effect. Each Grantor recognizes that in light of such restrictions and limitations the Collateral Agent may, with respect to any sale of the Pledged
Collateral, limit the purchasers to those who will agree, among other things, to acquire such Pledged Collateral for their own account, for investment, and not with a view to the distribution or resale thereof. Each Grantor acknowledges and agrees
that in light of such restrictions and limitations, the Collateral Agent, in its sole and absolute discretion (a) to the fullest extent permitted by applicable Federal Securities Laws, may proceed to make such a sale whether or not a
registration statement for the purpose of registering such Pledged Collateral or part thereof shall have been filed under the Federal Securities Laws and (b) may approach and negotiate with a limited number of potential purchasers (including a
single potential purchaser) to effect such sale. Each Grantor acknowledges and agrees that any such sale might result in prices and other terms less favorable to the seller than if such sale were a public sale without such restrictions. In the event
of any such sale, the Collateral Agent shall incur no responsibility or liability for selling all or any part of the Pledged Collateral at a price that the Collateral Agent, in its sole and absolute discretion, may in good faith deem reasonable
under the circumstances, notwithstanding the possibility that a substantially higher price might have been realized if the sale were deferred until after registration as aforesaid or if more than a limited number of purchasers (or a single
purchaser) were approached. The provisions of this Section 5.04 will apply notwithstanding the existence of a public or private market upon which the quotations or sales prices may exceed substantially the price at which the Collateral Agent
sells. 

  
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 ARTICLE VI 

Indemnity, Subrogation and Subordination 

SECTION 6.01. Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have
under applicable law (but subject to Section 6.03), the Borrower agrees that (a) in the event a payment shall be made by any Guarantor under this Agreement, the Borrower shall indemnify such Guarantor for the full amount of such payment
and such Guarantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Guarantor shall be sold pursuant to this Agreement or any other
Security Document to satisfy in whole or in part a claim of any Secured Party, the Borrower shall indemnify such Guarantor in an amount equal to the greater of the book value or the fair market value of the assets so sold. 

SECTION 6.02. Contribution and Subrogation. Each Guarantor (a “Contributing Guarantor”) agrees (subject
to Section 6.03) that, in the event a payment shall be made by any other Guarantor hereunder in respect of any Obligation, or assets of any other Guarantor shall be sold pursuant to any Security Document to satisfy any Obligation owed to any
Secured Party, and such other Guarantor (the “Claiming Guarantor”) shall not have been fully indemnified by the Borrower as provided in Section 6.01, the Contributing Guarantor shall indemnify the Claiming Guarantor in
an amount equal to (i) the amount of such payment or (ii) the greater of the book value or the fair market value of such assets, as the case may be, in each case multiplied by a fraction of which the numerator shall be the net worth of the
Contributing Guarantor on July 25, 2007 and the denominator shall be the aggregate net worth of all the Guarantors on July 25, 2007 (or, in the case of any Guarantor becoming a party hereto after July 25, 2007, the date on which such
party became a Guarantor hereunder). Any Contributing Guarantor making any payment to a Claiming Guarantor pursuant to this Section 6.02 shall be subrogated to the rights of such Claiming Guarantor under Section 6.01 to the extent of such
payment. 
 SECTION 6.03. Subordination. (a) Notwithstanding any provision of this Agreement to the contrary, all rights
of the Guarantors under Sections 6.01 and 6.02 and all other rights of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the payment in full in cash of the Obligations (other than contingent
indemnification obligations for which no claim has been made). No failure on the part of the Borrower or any Guarantor to make the payments required by Sections 6.01 and 6.02 (or any other payments required under applicable law or otherwise)
shall in any respect limit the obligations and liabilities of any Guarantor with respect to its obligations hereunder, and each Guarantor shall remain liable for the full amount of its obligations hereunder. 

  
 31 












 (b) The Borrower and each Guarantor hereby agree that all Indebtedness and other monetary
obligations owed by it to the Borrower or any Subsidiary shall be fully subordinated to the payment in full in cash of the Obligations; provided that, as long as no Event of Default shall have occurred and be continuing, nothing in this
Section 6.03(b) shall prohibit any payments or distributions permitted by the Credit Agreement. 
 ARTICLE VII 

Miscellaneous 

SECTION 7.01. Notices. All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in
writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail, sent by telecopy or electronically mailed, as follows: 

(a) if to the Collateral Agent, to Credit Suisse AG, Cayman Islands Branch, Eleven Madison Avenue, New York, NY 10010,
Attention of Agency Group (Fax No. (212) 325-8304); 
 (b) if to any Grantor, to such
Grantor at CHS/Community Health Systems, Inc. 4000 Meridian Boulevard, Franklin, TN 37067-6325, Attention: General Counsel, Facsimile No.: (615) 373-9704. All communications and notices hereunder to any
Grantor (other than the Borrower) shall be given to it in care of the Borrower; or 
 Any party hereto may change its address or telecopy
number for communications and notices hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given on the date
of receipt (if a Business Day) and on the next Business Day thereafter (in all other cases) if delivered by hand or overnight courier service or sent by telecopy or electronically mailed or on the date five Business Days after dispatch by certified
or registered mail if mailed, in each case delivered, sent or mailed (properly addressed) to such party as provided in this Section 7.01 or in accordance with the latest unrevoked direction from such party given in accordance with this
Section 7.01. 
 SECTION 7.02. Security Interest Absolute. All rights of the Collateral Agent hereunder, the Security
Interest, the grant of a security interest in the Pledged Collateral and all obligations of each Grantor hereunder shall be absolute and unconditional irrespective of (a) any lack of validity or enforceability of the Credit Agreement, any other
Loan Document, any Pari Passu Agreement, any agreement with respect to any of the Obligations or any other agreement or instrument relating to any of the foregoing, (b) any change in the time, manner or place of payment of, or in any other term
of, all or any of the Obligations, or any other amendment or waiver of or any consent to any departure from the Credit Agreement, any other Loan Document or any other agreement or instrument relating to the foregoing, (c) any exchange, release
or non-perfection of any Lien on other 

  
 32 












 
collateral, or any release or amendment or waiver of or consent under or departure from any guarantee, securing or guaranteeing all or any of the Obligations, or (d) any other circumstance
that might otherwise constitute a defense available to, or a discharge of, any Grantor in respect of the Obligations or this Agreement. 

SECTION 7.03. Survival of Agreement. All covenants, agreements, representations and warranties made by the Loan Parties in the
Loan Documents and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the Lenders, the Issuing Bank and the other
Secured Parties and shall survive the execution and delivery of the Loan Documents and of any Pari Passu Agreement in connection with any Series of Pari Passu Debt and the making of any Loans and issuance of any Letters of Credit, regardless of any
investigation made by any Lender, any Issuing Bank or any other Secured Party or on their behalf and notwithstanding that the Collateral Agent, any Issuing Bank, any Lender or any other Secured Party may have had notice or knowledge of any Default
or incorrect representation or warranty at the time any credit is extended under the Credit Agreement or any Pari Passu Agreement, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any
Pari Passu Debt, or any fee or any other amount payable under any Loan Document or any Pari Passu Agreement is outstanding and unpaid or the aggregate L/C Exposure does not equal zero (except for outstanding Letters of Credit subject to arrangements
satisfactory to the Administrative Agent and the Issuing Bank) and so long as the Commitments have not expired or terminated. 
 SECTION
7.04. Binding Effect; Several Agreement. This Agreement shall become effective as to any Loan Party when a counterpart hereof executed on behalf of such Loan Party shall have been delivered to the Collateral Agent and a counterpart
hereof shall have been executed on behalf of the Collateral Agent, and thereafter shall be binding upon such Loan Party and the Collateral Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Loan
Party, the Collateral Agent and the other Secured Parties and their respective successors and permitted assigns, except that no Loan Party shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in
the Collateral (and any such assignment or transfer shall be void) except as expressly contemplated or permitted by (i) this Agreement or (ii) the Credit Agreement and each Pari Passu Agreement (in each case to the extent then in effect).
This Agreement shall be construed as a separate agreement with respect to each Loan Party and may be amended, modified, supplemented, waived or released with respect to any Loan Party without the approval of any other Loan Party and without
affecting the obligations of any other Loan Party hereunder. 
 SECTION 7.05. Successors and Assigns. Whenever in this
Agreement any of the parties hereto is referred to, such reference shall be deemed to include the permitted successors and permitted assigns of such party; and all covenants, promises and agreements by or on behalf of any Grantor or the Collateral
Agent that are contained in this Agreement shall bind and inure to the benefit of their respective successors and permitted assigns. 

  
 33 












 SECTION 7.06. Collateral Agent’s Fees and Expenses;
Indemnification. (a) The parties hereto agree that the Collateral Agent shall be entitled to reimbursement of its expenses incurred hereunder as provided in Section 9.05 of the Credit Agreement. 

(b) Without limitation or duplication of its indemnification obligations under the other Loan Documents or any Pari Passu Agreement, each
Grantor jointly and severally agrees to indemnify the Collateral Agent and the other Indemnitees against, and hold each Indemnitee harmless from, any and all actual losses, claims, damages, liabilities, penalties and related reasonable out of pocket
expenses, including the reasonable fees, charges and disbursements of one counsel in each relevant jurisdiction (and any such additional counsel, if necessary, as a result of actual or potential conflicts of interest) for all Indemnitees, incurred
by or asserted against any Indemnitee arising out of, in any way connected with, or as a result of, the execution, delivery or performance of this Agreement or any agreement or instrument contemplated hereby or any claim, litigation, investigation
or proceeding relating to any of the foregoing or to the Collateral, regardless of whether any Indemnitee is a party thereto or whether initiated by a third party or by a Loan Party or any Affiliate thereof; provided, however, that
such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities, penalties or related expenses are determined by a court of competent jurisdiction by final judgment to have resulted from the
gross negligence or wilful misconduct of such Indemnitee. To the extent permitted by applicable law, neither any Grantor nor the Collateral Agent nor any Indemnitee shall assert, and each hereby waives any claim against any Indemnitee, any Grantor
and the Collateral Agent, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement or any agreement or
instrument contemplated hereby, the Transactions, any Loan or Letter of Credit or the use of proceeds thereof. 
 (c) Any such amounts
payable as provided hereunder or under any Pari Passu Agreement shall be additional Obligations secured hereby and by the other Security Documents. The provisions of this Section 7.06 shall remain operative and in full force and effect
regardless of the termination of this Agreement, any other Loan Document or any Pari Passu Agreement, the consummation of the transactions contemplated hereby, the repayment of any of the Obligations, the invalidity or unenforceability of any term
or provision of this Agreement, any other Loan Document or any Pari Passu Agreement, or any investigation made by or on behalf of the Collateral Agent or any other Secured Party. All amounts due under this Section 7.06 shall be payable within
30 days after written demand therefor and shall bear interest, on and from the date of demand, at the rate applicable under Section 2.06(a) of the Credit Agreement (immediately prior to the Credit Agreement Termination Event). 

SECTION 7.07. Collateral Agent Appointed
Attorney-in-Fact. Each Grantor hereby appoints the Collateral Agent as the
attorney-in-fact of such Grantor for the purpose of carrying out the provisions of this Agreement and taking any action and executing any instrument that the Collateral
Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest. Without limiting the generality of the foregoing, the Collateral Agent shall have


  
 34 












 
the right, upon the occurrence and during the continuance of an Event of Default, with full power of substitution either in the Collateral Agent’s name or in the name of such Grantor
(provided, that to the extent written notice is not required hereunder, the Collateral Agent shall use commercially reasonable efforts to provide notice to such Grantor, though its rights hereunder are not conditioned thereon) (a) to receive,
endorse, assign and/or deliver any and all notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Collateral or any part thereof, (b) upon three Business Days’ prior written notice to such Grantor,
to demand, collect, receive payment of, give receipt for and give discharges and releases of all or any of the Collateral, (c) to sign the name of any Grantor on any invoice or bill of lading relating to any of the Collateral, (d) upon
three Business Days’ prior written notice to such Grantor, to send verifications of Accounts Receivable to any Account Debtor, (e) to commence and prosecute any and all suits, actions or proceedings at law or in equity in any court of
competent jurisdiction to collect or otherwise realize on all or any of the Collateral or to enforce any rights in respect of any Collateral, (f) to settle, compromise, compound, adjust or defend any actions, suits or proceedings relating to
all or any of the Collateral, (g) upon three Business Days’ prior written notice to such Grantor, to notify, or to require any Grantor to notify, Account Debtors to make payment directly to the Collateral Agent, and (h) to use, sell,
assign, transfer, pledge, make any agreement with respect to or otherwise deal with all or any of the Collateral, and to do all other acts and things necessary to carry out the purposes of this Agreement in accordance with its terms, as fully and
completely as though the Collateral Agent were the absolute owner of the Collateral for all purposes; provided, however, that nothing herein contained shall be construed as requiring or obligating the Collateral Agent to make any commitment or to
make any inquiry as to the nature or sufficiency of any payment received by the Collateral Agent, or to present or file any claim or notice, or to take any action with respect to the Collateral or any part thereof or the moneys due or to become due
in respect thereof or any property covered thereby. The Collateral Agent and the other Secured Parties shall be accountable only for amounts actually received as a result of the exercise of the powers granted to them herein, and neither they nor
their officers, directors, employees or agents shall be responsible to any Grantor for any act or failure to act hereunder, except for their own gross negligence, wilful misconduct or bad faith. 

SECTION 7.08. Applicable Law. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF
NEW YORK. 
 SECTION 7.09. Waivers; Amendment. (a) No failure or delay by the Collateral Agent, the Administrative
Agent, any Issuing Bank, any Lender or any other Secured Party in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver hereof or thereof, nor shall any single or partial exercise of any such right or
power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Collateral Agent, the Administrative
Agent, the Issuing Banks, the Lenders and the other Secured Parties hereunder and under the other Loan Documents and any Pari Passu Agreements are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver
of any provision of any Loan Document or any Pari Passu Agreement or consent to any departure by any Loan 

  
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Party therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section 7.09, and then such waiver or consent shall be effective only in the
specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the making of a Loan or issuance of a Letter of Credit shall not be construed as a waiver of any Default, regardless of whether the Collateral
Agent, any Lender or any Issuing Bank may have had notice or knowledge of such Default at the time. No notice or demand on any Loan Party in any case shall entitle any Loan Party to any other or further notice or demand in similar or other
circumstances. 
 (b) Subject to the terms of any Pari Passu Intercreditor Agreement, neither this Agreement nor any provision hereof may be
waived, amended or modified except pursuant to an agreement or agreements in writing entered into by the Collateral Agent and the Loan Party or Loan Parties with respect to which such waiver, amendment or modification is to apply, subject to any
consents required under the Pari Passu Agreements then in effect. 
 (c) So long as permitted by the Loan Documents and the Pari Passu
Agreements then in effect, the Borrower may from time to time designate Indebtedness and other obligations at the time of the assumption or incurrence thereof to be secured on a pari passu basis with the then outstanding Obligations as Pari
Passu Debt Obligations hereunder by delivering to the Collateral Agent and each Representative a certificate signed by a Financial Officer of the Borrower (i) identifying the Indebtedness and other obligations so designated and the aggregate
principal amount or face amount thereof, (ii) stating that such Indebtedness and other obligations are designated as Pari Passu Debt Obligations for purposes hereof, (iii) representing that such designation of such Indebtedness and other
obligations as Pari Passu Debt Obligations complies with the terms of the Loan Documents and the Pari Passu Agreements then in effect and (iv) specifying the name and address of the Representative for such Indebtedness and other obligations.
Upon such delivery, the Collateral Agent shall act hereunder for the benefit of all Secured Parties, including any Secured Parties that hold any Pari Passu Debt Obligations so designated. 

SECTION 7.10. WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE
LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS. EACH PARTY HERETO HEREBY (A) CERTIFIES THAT NO
REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES
HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, AS APPLICABLE, BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 7.10. 

  
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 SECTION 7.11. Severability. In the event any one or more of the provisions
contained in this Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be
affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in
good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. 

SECTION 7.12. Counterparts. This Agreement may be executed in counterparts (and by different parties hereto on different
counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract, and shall become effective as provided in Section 7.04. Delivery of an executed signature page to this Agreement
by facsimile transmission or electronic transmission shall be as effective as delivery of a manually signed counterpart of this Agreement. 

SECTION 7.13. Headings. Article and Section headings and the Table of Contents used herein are for convenience of reference
only, are not part of this Agreement and are not to affect the construction of, or to be taken into consideration in interpreting, this Agreement. 

SECTION 7.14. Jurisdiction; Consent to Service of Process. (a) Each of the parties hereto hereby irrevocably and
unconditionally submits, for itself and its property, to the exclusive jurisdiction of any New York State court or Federal court of the United States of America, sitting in New York City, and any appellate court from any thereof, in any action or
proceeding arising out of or relating to this Agreement or any other Loan Document, or for recognition or enforcement of any judgment, and each of the parties hereto hereby irrevocably and unconditionally agrees that all claims in respect of any
such action or proceeding may be heard and determined in such New York State or, to the extent permitted by law, in such Federal court. Each of the parties hereto agrees that a final judgment in any such action or proceeding shall be conclusive
and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement or any other Loan Document shall affect any right that the Collateral Agent, the Administrative Agent, any Issuing
Bank or any Lender may otherwise have to bring any action or proceeding relating to this Agreement or any other Loan Document against any Grantor or its properties in the courts of any jurisdiction. 

(b) Each of the parties hereto hereby irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any
objection which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court referred to in paragraph (a) of this Section 7.14.
Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court. 

  
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 (c) Each of the parties hereto hereby irrevocably consents to service of process in the
manner provided for notices in Section 7.01. Nothing in this Agreement or any other Loan Document will affect the right of any party hereto to serve process in any other manner permitted by law. 

SECTION 7.15. Termination or Release. (a) This Agreement, the guarantees made herein, the Security Interest, the pledge of
the Pledged Collateral and all other security interests granted hereby shall automatically terminate and be released when all the Obligations (other than contingent indemnification obligations for which no claim has been made) have been paid in full
in cash and the Lenders and Pari Passu Secured Parties have no further commitment to lend under the Credit Agreement or the Pari Passu Agreements, respectively, the aggregate L/C Exposure has been reduced to zero (or the only outstanding Letters of
Credit have become subject to arrangements reasonably satisfactory to the Administrative Agent and the Issuing Bank) and the Issuing Banks have no further obligations to issue Letters of Credit under the Credit Agreement. 

(b) A Subsidiary Guarantor shall automatically be released from its obligations hereunder and the Security Interests created hereunder in the
Collateral of such Subsidiary Guarantor shall be automatically released upon the consummation of any transaction permitted by the Credit Agreement and the other Pari Passu Agreements (or consented to in writing pursuant to Section 9.08 of the
Credit Agreement and the analogous provision of any Pari Passu Agreement in each case to the extent then in effect) as a result of which such Subsidiary Guarantor ceases to be a Subsidiary, or in accordance with Section 9.09(c) of the Credit
Agreement and the analogous provision of any Pari Passu Agreement in each case to the extent then in effect. 
 (c) Upon any sale or other
transfer by any Grantor of any Collateral that is permitted under the Credit Agreement and the other Pari Passu Agreements to any person that is not the Borrower or a Guarantor (including any Permitted Receivables Transaction or Permitted
Securitization Transaction), or, upon the effectiveness of any written consent to the release of the Security Interest granted hereby in any Collateral pursuant to Section 9.08 of the Credit Agreement and the analogous provision of the Pari
Passu Agreements in each case to the extent then in effect, the Security Interest in such Collateral shall be automatically released. 
 (d)
Upon notification by the Borrower to the Collateral Agent that a Subsidiary Guarantor is a Non-Significant Subsidiary, and would not be required to become a Guarantor in accordance with the Credit Agreement or
any Pari Passu Agreement, the Collateral Agent shall release the obligations of such Subsidiary hereunder and the Security Interests created hereunder in the Collateral of such Subsidiary Guarantor. 

(e) In connection with any termination or release pursuant to paragraph (a), (b) or (c) above, the Collateral Agent shall promptly
execute and deliver to any Grantor, at such Grantor’s expense, all Uniform Commercial Code termination statements and similar documents that such Grantor shall reasonably request to evidence such termination or release, and all assignments or
other instruments of transfer as may be necessary to reassign to such Grantor all rights, titles and interests in any relevant Intellectual Property as may 

  
 38 












 
have been assigned to the Collateral Agent and/or its designees, subject to any disposition thereof that may have been made by the Collateral Agent and/or its designees in accordance with the
terms of this Agreement, and all rights and license granted to the Collateral Agent and/or its designees in or to any such Intellectual Property pursuant to this Agreement shall automatically and immediately terminate and all rights shall
automatically and immediately revert to such Grantor. Any execution and delivery of documents pursuant to this Section 7.15 shall be without recourse to or representation or warranty by the Collateral Agent or any Secured Party. Without
limiting the provisions of Section 7.06, the Borrower shall reimburse the Collateral Agent upon demand for all costs and out of pocket expenses, including the reasonable fees, charges and expenses of counsel, incurred by it in connection with
any action contemplated by this Section 7.15. 
 SECTION 7.16. Additional Subsidiaries. Any Subsidiary that is required
to become a party hereto pursuant to Section 5.12 of the Credit Agreement or the analogous provision of any Pari Passu Agreement shall enter into this Agreement as a Subsidiary Guarantor and a Grantor upon becoming such a Subsidiary. Upon
execution and delivery by the Collateral Agent and such Subsidiary of a supplement in the form of Exhibit A hereto, such Subsidiary shall become a Subsidiary Guarantor and a Grantor hereunder with the same force and effect as if originally
named as a Subsidiary Guarantor and a Grantor herein. The execution and delivery of any such instrument shall not require the consent of any other Loan Party hereunder. The rights and obligations of each Loan Party hereunder shall remain in full
force and effect notwithstanding the addition of any new Loan Party as a party to this Agreement. 
 SECTION 7.17. Right of
Setoff. If an Event of Default shall have occurred and is continuing, each Secured Party and its Affiliates hereby are authorized at any time and from time to time, to the fullest extent permitted by law, to set off and apply any and all
Collateral (including any deposits (general or special, time or demand, provisional or final (other than tax accounts, trust accounts or payroll accounts))) at any time held and other obligations at any time owing by such Secured Party or any of its
Affiliates to or for the credit or the account of any Grantor against any and all of the obligations of such Grantor now or hereafter existing under this Agreement, the other Loan Documents and any Pari Passu Agreements held by such Secured Party,
provided that at such time such obligations are due or payable. The rights of each Secured Party and its Affiliates under this Section 7.17 are in addition to other rights and remedies (including other rights of setoff) which such Secured Party
or its Affiliates may have. The applicable Secured Party shall notify such Grantor and the Collateral Agent of any such setoff and application made by such Secured Party, provided that any failure to give or any delay in giving such notice shall not
affect the validity of any such setoff and application under this Section. 
 SECTION 7.18. Reaffirmation. Without limiting
any of the foregoing, each Grantor hereby (a) affirms and confirms its guarantees, pledges, grants of security and other commitments and obligations under the Existing Guarantee and Collateral Agreement (as amended hereby), (b) affirms and
confirms its indemnification obligations and other commitments and obligations under the Existing Guarantee and Collateral Agreement (as amended hereby) and (c) agrees that, after giving effect to the amendments contemplated hereby, all
guarantees, pledges, grants of security and other commitments under the Existing Guarantee and Collateral Agreement shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties. 

[Remainder of page intentionally left blank] 

  
 39 












 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by
their respective authorized officers as of the day and year first above written. 
  

					
	CHS/COMMUNITY HEALTH SYSTEMS, INC.
		
	By:	 	 /s/ Kevin J. Hammons

		 	Name:	 	Kevin J. Hammons
		 	Title:	 	Senior Vice President, Assistant Chief Financial Officer, Chief Accounting Officer and Treasurer
	
	COMMUNITY HEALTH SYSTEMS, INC.
		
	By:	 	 /s/ Kevin J. Hammons

		 	Name:	 	Kevin J. Hammons
		 	Title:	 	Senior Vice President, Assistant Chief Financial Officer, Chief Accounting Officer and Treasurer


 [Signature Page to Second Amended and Restated Guarantee & Collateral Agreement] 












			
	FOLEY HOSPITAL CORPORATION	  	CHS TENNESSEE HOLDINGS, LLC
		
	QHG OF ENTERPRISE, INC.	  	CHS VIRGINIA HOLDINGS, LLC
		
	MCSA, L.L.C.	  	CHSPSC, LLC
		
	QHG OF SPRINGDALE, INC.	  	CLARKSVILLE HOLDINGS II, LLC 
		
	TRIAD-EL DORADO, INC.	  	CLARKSVILLE HOLDINGS, LLC
		
	BULLHEAD CITY HOSPITAL CORPORATION	  	CLEVELAND TENNESSEE HOSPITAL COMPANY, LLC
		
	ABILENE HOSPITAL, LLC	  	COLLEGE STATION HOSPITAL, L.P.
		
	ABILENE MERGER, LLC	  	COLLEGE STATION MEDICAL CENTER, LLC
		
	AFFINITY HEALTH SYSTEMS, LLC	  	COLLEGE STATION MERGER, LLC
		
	AFFINITY HOSPITAL, LLC	  	COMMUNITY HEALTH INVESTMENT COMPANY, LLC
		
	BERWICK HOSPITAL COMPANY, LLC	  	CP HOSPITAL GP, LLC
		
	BIRMINGHAM HOLDINGS II, LLC	  	CPLP, LLC
		
	BIRMINGHAM HOLDINGS, LLC	  	CRESTWOOD HEALTHCARE, L.P.
		
	BLUEFIELD HOLDINGS, LLC	  	CRESTWOOD HOSPITAL LP, LLC
		
	BLUFFTON HEALTH SYSTEM LLC	  	CRESTWOOD HOSPITAL, LLC
		
	BROWNWOOD HOSPITAL, L.P.	  	CSMC, LLC 
		
	BROWNWOOD MEDICAL CENTER, LLC	  	DESERT HOSPITAL HOLDINGS, LLC
		
	BULLHEAD CITY HOSPITAL INVESTMENT CORPORATION	  	DETAR HOSPITAL, LLC 
		
	CARLSBAD MEDICAL CENTER, LLC	  	DHFW HOLDINGS, LLC 
		
	CAROLINAS HOLDINGS, LLC	  	DUKES HEALTH SYSTEM, LLC
		
	CAROLINAS JV HOLDINGS GENERAL, LLC	  	FLORIDA HMA HOLDINGS, LLC 
		
	CAROLINAS JV HOLDINGS II, LLC	  	GADSDEN REGIONAL MEDICAL CENTER, LLC













			
	 CAROLINAS JV HOLDINGS, L.P.
	  	 GRMC HOLDINGS, LLC

		
	 CENTRAL FLORIDA HMA HOLDINGS, LLC
	  	 HALLMARK HEALTHCARE COMPANY, LLC 

		
	 CENTRAL STATES HMA HOLDINGS, LLC
	  	 HEALTH MANAGEMENT ASSOCIATES, LLC 

		
	 CHS RECEIVABLES FUNDING, LLC
	  	 HEALTH MANAGEMENT ASSOCIATES, LP 


  

					
	            	 	By:	 	 /s/ Kevin J. Hammons

		 		 	Name: Kevin J. Hammons
		 		 	Title: Senior Vice President

 Acting on behalf of each of the Grantors set forth above 












			
	HEALTH MANAGEMENT GENERAL PARTNER I, LLC	  	ORO VALLEY HOSPITAL, LLC 
		
	HEALTH MANAGEMENT GENERAL PARTNER, LLC	  	PALMER-WASILLA HEALTH SYSTEM, LLC 
		
	HMA HOSPITALS HOLDINGS, LP 	  	QHG OF BLUFFTON COMPANY, LLC
		
	HMA SERVICES GP, LLC 	  	QHG OF FORT WAYNE COMPANY, LLC 
		
	HMA-TRI HOLDINGS, LLC 	  	REGIONAL HOSPITAL OF LONGVIEW, LLC
		
	HOBBS MEDCO, LLC	  	RUSTON HOSPITAL CORPORATION 
		
	KIRKSVILLE HOSPITAL COMPANY, LLC 	  	RUSTON LOUISIANA HOSPITAL COMPANY, LLC
		
	KNOX HOSPITAL COMPANY, LLC	  	SACMC, LLC 
		
	LA PORTE HEALTH SYSTEM, LLC	  	SAN ANGELO COMMUNITY MEDICAL CENTER, LLC 
		
	LA PORTE HOSPITAL COMPANY, LLC	  	SAN ANGELO HOSPITAL, L.P.
		
	LAS CRUCES MEDICAL CENTER, LLC 	  	SAN ANGELO MEDICAL, LLC 
		
	LEA REGIONAL HOSPITAL, LLC 	  	SCRANTON HOLDINGS, LLC
		
	LONGVIEW CLINIC OPERATIONS COMPANY, LLC 	  	SCRANTON HOSPITAL COMPANY, LLC
		
	LONGVIEW MEDICAL CENTER, L.P. 	  	SCRANTON QUINCY HOLDINGS, LLC
		
	LONGVIEW MERGER, LLC 	  	SCRANTON QUINCY HOSPITAL COMPANY, LLC 
		
	LRH, LLC	  	SILOAM SPRINGS ARKANSAS HOSPITAL COMPANY, LLC
		
	LUTHERAN HEALTH NETWORK OF INDIANA, LLC	  	SILOAM SPRINGS HOLDINGS, LLC 
		
	MEDICAL CENTER OF BROWNWOOD, LLC	  	SOUTHEAST HMA HOLDINGS, LLC
		
	MISSISSIPPI HMA HOLDINGS I, LLC	  	SOUTHERN TEXAS MEDICAL CENTER, LLC
		
	MISSISSIPPI HMA HOLDINGS II, LLC 	  	SOUTHWEST FLORIDA HMA HOLDINGS, LLC













			
	MOBERLY HOSPITAL COMPANY, LLC	  	TENNESSEE HMA HOLDINGS, LP 
		
	NATCHEZ HOSPITAL COMPANY, LLC 	  	TENNYSON HOLDINGS, LLC
		
	NAVARRO HOSPITAL, L.P.	  	TRIAD HEALTHCARE, LLC
		
	NAVARRO REGIONAL, LLC 	  	TRIAD HOLDINGS III, LLC 
		
	NORTHWEST ARKANSAS HOSPITALS, LLC	  	TRIAD HOLDINGS IV, LLC
		
	NORTHWEST HOSPITAL, LLC 	  	TRIAD HOLDINGS V, LLC 
		
	NOV HOLDINGS, LLC	  	TRIAD NEVADA HOLDINGS, LLC
		
	NRH, LLC 	  	TRIAD OF ALABAMA, LLC

  

					
	            	 	By:	 	 /s/ Kevin J. Hammons

		 		 	Name: Kevin J. Hammons
		 		 	Title: Senior Vice President

 Acting on behalf of each of the Grantors set forth above 












			
	TRIAD-ARMC, LLC	  	QHG OF CLINTON COUNTY, INC.
		
	TRIAD-NAVARRO REGIONAL HOSPITAL SUBSIDIARY, LLC	  	POPLAR BLUFF REGIONAL MEDICAL CENTER, LLC 
		
	TUNKHANNOCK HOSPITAL COMPANY, LLC 	  	BILOXI H.M.A., LLC
		
	VHC MEDICAL, LLC	  	BRANDON HMA, LLC 
		
	VICKSBURG HEALTHCARE, LLC	  	CLARKSDALE HMA, LLC
		
	VICTORIA HOSPITAL, LLC 	  	JACKSON HMA, LLC
		
	VICTORIA OF TEXAS, L.P.	  	QHG OF FORREST COUNTY, INC.
		
	WARSAW HEALTH SYSTEM, LLC	  	QHG OF HATTIESBURG, INC. 
		
	WEBB HOSPITAL CORPORATION	  	RIVER OAKS HOSPITAL, LLC 
		
	WEBB HOSPITAL HOLDINGS, LLC	  	RIVER REGION MEDICAL CORPORATION 
		
	WESLEY HEALTH SYSTEM LLC 	  	ROH, LLC 
		
	WHMC, LLC	  	STATESVILLE HMA, LLC
		
	WILKES-BARRE BEHAVIORAL HOSPITAL COMPANY, LLC	  	ROSWELL HOSPITAL CORPORATION
		
	WILKES-BARRE HOLDINGS, LLC 	  	NC-DSH, LLC 
		
	WILKES-BARRE HOSPITAL COMPANY, LLC	  	CLINTON HMA, LLC
		
	WOODLAND HEIGHTS MEDICAL CENTER, LLC	  	KAY COUNTY HOSPITAL CORPORATION 
		
	WOODWARD HEALTH SYSTEM, LLC	  	KAY COUNTY OKLAHOMA HOSPITAL COMPANY, LLC 
		
	QHG GEORGIA HOLDINGS, INC.	  	MARSHALL COUNTY HMA, LLC 
		
	CITRUS HMA, LLC	  	SEMINOLE HMA, LLC 
		
	HMA SANTA ROSA MEDICAL CENTER, LLC	  	CAMPBELL COUNTY HMA, LLC 
		
	HERNANDO HMA, LLC	  	CLEVELAND HOSPITAL COMPANY, LLC
		
	HOSPITAL MANAGEMENT ASSOCIATES, LLC 	  	COCKE COUNTY HMA, LLC













			
	HOSPITAL MANAGEMENT SERVICES OF FLORIDA, LP 	  	JEFFERSON COUNTY HMA, LLC 
		
	KEY WEST HMA, LLC	  	KNOXVILLE HMA HOLDINGS, LLC 
		
	NAPLES HMA, LLC 	  	LEBANON HMA, LLC 
		
	PORT CHARLOTTE HMA, LLC 	  	METRO KNOXVILLE HMA, LLC 
		
	PUNTA GORDA HMA, LLC 	  	SHELBYVILLE HOSPITAL COMPANY, LLC 
		
	VENICE HMA, LLC 	  	TULLAHOMA HMA, LLC 
		
	FRANKFORT HEALTH PARTNER, INC. 	  	GRANBURY HOSPITAL CORPORATION 

  

					
	            	 	By:	 	 /s/ Kevin J. Hammons

		 		 	Name: Kevin J. Hammons
		 		 	Title: Senior Vice President

 Acting on behalf of each of the Grantors set forth above 












	
	LAREDO TEXAS HOSPITAL COMPANY, L.P. 
	
	 EMPORIA HOSPITAL CORPORATION 

	
	 FRANKLIN HOSPITAL CORPORATION 

	
	 VIRGINIA HOSPITAL COMPANY, LLC

	
	 OAK HILL HOSPITAL
CORPORATION


  

					
	            	 	By:	 	 /s/ Kevin J. Hammons

		 		 	Name: Kevin J. Hammons
		 		 	Title: Senior Vice President

 Acting on behalf of each of the Grantors set forth above 











 
					
	 CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent,

		
	By	 	
		 	 /s/ John D. Toronto

		 	Name:	 	John D. Toronto
		 	Title:	 	Authorized Signatory
		
	By	 	
		 	 /s/ Lingzi Huang

		 	Name:	 	Lingzi Huang
		 	Title:	 	Authorized Signatory













 Schedule I to the Guarantee and 

Collateral Agreement 
 EXACT LEGAL
NAMES AND OTHER INFORMATION 
  

											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	1.	  	Community Health Systems, Inc.	  	Delaware	  	2631063	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	2.	  	CHS/Community Health Systems, Inc.	  	Delaware	  	2057824	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	3.	  	Abilene Hospital, LLC	  	Delaware	  	3561884	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	4.	  	Abilene Merger, LLC	  	Delaware	  	3561879	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	5.	  	Affinity Health Systems, LLC	  	Delaware	  	4023256	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	6.	  	Affinity Hospital, LLC	  	Delaware	  	4023245	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Grandview Medical Center 
3690 Grandview Parkway
Birmingham, AL 35243

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	7.	  	Berwick Hospital Company, LLC	  	Delaware	  	4447833	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Berwick Hospital Center 
701 East 16th Street 
Berwick, PA 18603

 
 Professional Account Services, Inc. 
7000 Commerce Way, 
Suite 100 
Brentwood,
TN 37027

						
	8.	  	Biloxi H.M.A., LLC	  	Mississippi	  	938583	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health Biloxi 
150 Reynoir Street 
Biloxi, MS 39530
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	9.	  	Birmingham Holdings II, LLC	  	Delaware	  	4559514	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 2 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	10.	  	Birmingham Holdings, LLC	  	Delaware	  	4014204	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	11.	  	Bluefield Holdings, LLC	  	Delaware	  	4812809	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	12.	  	Bluffton Health System LLC	  	Delaware	  	3089523	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Bluffton Regional Medical Center 
303 S. Main Street 
Bluffton, IN 46714

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	13.	  	Brandon HMA, LLC	  	Mississippi	  	938712	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health Rankin 
350 Crossgates Boulevard 
Brandon, MS 39042

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	14.	  	Brownwood Hospital, L.P.	  	Delaware	  	2967928	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Brownwood Regional Medical Center 
1501 Burnet Drive 
Brownwood, TX 76801

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	15.	  	Brownwood Medical Center, LLC	  	Delaware	  	2964283	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	16.	  	Bullhead City Hospital Corporation	  	Arizona	  	09397220	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Western Arizona Regional Medical Center 
2735 Silver Creek Road 
Bullhead City, AZ 86442

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	17.	  	Bullhead City Hospital Investment Corporation	  	Delaware	  	3844912	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 3 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	18.	  	Campbell County HMA, LLC	  	Tennessee	  	660519	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 LaFollette Medical Center 
923 East Central Ave. 
LaFollette, TN 37766

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	19.	  	Carlsbad Medical Center, LLC	  	Delaware	  	2964276	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Carlsbad Medical Center 
2430 W. Pierce 
Carlsbad, NM 
88220

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	20.	  	Carolinas Holdings, LLC	  	Delaware	  	4521156	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	21.	  	Carolinas JV Holdings General, LLC	  	Delaware	  	4521157	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	22.	  	Carolinas JV Holdings II, LLC	  	Delaware	  	5593763	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	23.C	  	Carolinas JV Holdings, L.P.	  	Delaware	  	4521161	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	24.	  	Central Florida HMA Holdings, LLC	  	Delaware	  	4634571	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	25.	  	Central States HMA Holdings, LLC	  	Delaware	  	4634573	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	26.	  	CHS Receivables Funding, LLC	  	Delaware	  	5099211	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	27.	  	CHS Tennessee Holdings, LLC	  	Delaware	  	5736132	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 4 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	28.	  	CHS Virginia Holdings, LLC	  	Delaware	  	4474750	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	29.	  	CHSPSC, LLC	  	Delaware	  	2273362	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	30.	  	Citrus HMA, LLC	  	Florida	  	L08000108791	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Seven Rivers Regional Medical Center 
6201 N. Suncoast Blvd. 
Crystal River, FL 34428-6712

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	31.	  	Clarksdale HMA, LLC	  	Mississippi	  	938727	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Northwest Mississippi Medical Center

1970 Hospital Drive

Clarksdale, MS 38614
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	32.	  	Clarksville Holdings II, LLC	  	Delaware	  	5169339	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	33.	  	Clarksville Holdings, LLC	  	Delaware	  	4014187	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	34.	  	Cleveland Hospital Company, LLC	  	Tennessee	  	289046	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	35.	  	Cleveland Tennessee Hospital Company, LLC	  	Delaware	  	4589625	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Tennova Healthcare – Cleveland 
2305 Chambliss Avenue 
Cleveland, TN 37311

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027














  
 Schedule I - 5 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	36.	  	Clinton HMA, LLC	  	Oklahoma	  	3512339859	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Alliance Health Clinton 
100 North 30th Street 
Clinton, OK 73601

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	37.	  	Cocke County HMA, LLC	  	Tennessee	  	660506	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Tennova Healthcare - Newport Medical Center 
435 Second Street 
Newport, TN 37821

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	38.	  	College Station Hospital, L.P.	  	Delaware	  	2967943	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027
						
	39.	  	College Station Medical Center, LLC	  	Delaware	  	2964215	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	40.	  	College Station Merger, LLC	  	Delaware	  	3000998	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	41.	  	Community Health Investment Company, LLC	  	Delaware	  	2066922	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	42.	  	CP Hospital GP, LLC	  	Delaware	  	4072307	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	43.	  	CPLP, LLC	  	Delaware	  	4072308	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	44.	  	Crestwood Healthcare, L.P.	  	Delaware	  	2616459	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Crestwood Medical Center
 One Hospital Drive
SW
 Huntsville, AL 35801-6455
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027














  
 Schedule I - 6 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	45.	  	Crestwood Hospital LP, LLC	  	Delaware	  	2964362	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	46.	  	Crestwood Hospital, LLC	  	Delaware	  	3000931	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	47.	  	CSMC, LLC	  	Delaware	  	2964231	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	48.	  	Desert Hospital Holdings, LLC	  	Delaware	  	4272332	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	49.	  	Detar Hospital, LLC	  	Delaware	  	2947802	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	50.	  	DHFW Holdings, LLC	  	Delaware	  	4562267	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	51.	  	Dukes Health System, LLC	  	Delaware	  	3575662	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Dukes Memorial Hospital 
275 West 12th Street 
Peru, IN 46970-1698

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	52.	  	Emporia Hospital Corporation	  	Virginia	  	0514489-4	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Southern Virginia Regional Medical Center 
727 North Main 
Street Emporia, VA 23847

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	53.	  	Florida HMA Holdings, LLC	  	Delaware	  	4634568	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 7 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	54.	  	Foley Hospital Corporation	  	Alabama	  	208-366	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 South Baldwin Regional Medical Center 
1613 North McKenzie Street 
Foley, AL 36535

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	55.	  	Frankfort Health Partner, Inc.	  	Indiana	  	1997030055	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	56.	  	Franklin Hospital Corporation	  	Virginia	  	0529059-8	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Southampton Memorial Hospital 
100 Fairview Drive 
Franklin, VA 23851

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	57.	  	Gadsden Regional Medical Center, LLC	  	Delaware	  	4275573	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Gadsden Regional Medical Center 
1007 Goodyear Avenue 
Gadsden, AL 35903

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	58.	  	Granbury Hospital Corporation	  	Texas	  	142527600	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Lake Granbury Medical Center 
1310 Paluxy Road 
Granbury, TX 76048

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	59.	  	GRMC Holdings, LLC	  	Delaware	  	4272335	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	5800 Tennyson Parkway 
Plano, TX 75024
						
	60.	  	Hallmark Healthcare Company, LLC	  	Delaware	  	924764	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	61.	  	Health Management Associates, LLC	  	Delaware	  	879607	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 8 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	62.	  	Health Management Associates, LP	  	Delaware	  	4769167	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	63.	  	Health Management General Partner I, LLC	  	Delaware	  	5267241	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	64.	  	Health Management General Partner, LLC	  	Delaware	  	5266667	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	65.	  	Hernando HMA, LLC	  	Florida	  	L08000108810	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Bayfront Health Brooksville
 17240 Cortez
Blvd.
 Brooksville, FL 34601
  

Bayfront Health Spring Hill
 10461 Quality Drive

Spring Hill, FL 34609
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	66.	  	HMA Hospitals Holdings, LP	  	Delaware	  	4634558	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	67.	  	HMA Santa Rosa Medical Center, LLC	  	Florida	  	L08000118053	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Santa Rosa Medical Center 
6002 Berryhill Road 
Milton, FL 32570

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	68.	  	HMA Services GP, LLC	  	Delaware	  	5266665	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	69.	  	HMA-TRI Holdings, LLC	  	Delaware	  	5835808	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	70.	  	Hobbs Medco, LLC	  	Delaware	  	3000933	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	71.	  	Hospital Management Associates, LLC	  	Florida	  	L13000001937	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 9 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	72.	  	Hospital Management Services of Florida, LP	  	Florida	  	A13000000018	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	73.	  	Jackson HMA, LLC	  	Mississippi	  	938738	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health Central 
1850 Chadwick Drive 
Jackson, MS 39204
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	74.	  	Jefferson County HMA, LLC	  	Tennessee	  	660508	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Jefferson Memorial Hospital 
110 Hospital Drive 
Jefferson City, TN

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	75.	  	Kay County Hospital Corporation	  	Oklahoma	  	1912092200	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	76.	  	Kay County Oklahoma Hospital Company, LLC	  	Oklahoma	  	3512092198	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 AllianceHealth 
Ponca City 
1900 North 14th 
Street 
Ponca City, OK 
74601

 
 Professional Account Services, Inc. 
7000 Commerce 
Way 
Suite 100

Brentwood, TN 
37027

						
	77.	  	Key West HMA, LLC	  	Florida	  	L08000108767	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Lower Keys Medical Center 
5900 College Road 
Key West, Florida 33040

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	78.	  	Kirksville Hospital Company, LLC	  	Delaware	  	4447853	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 10 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	79.	  	Knox Hospital Company, LLC	  	Delaware	  	5877946	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Starke Hospital
 102 E. Culver Road

Knox, IN 46534
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	80.	  	Knoxville HMA Holdings, LLC	  	Tennessee	  	660504	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	81.	  	La Porte Health System, LLC	  	Delaware	  	5877942	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	82.	  	La Porte Hospital Company, LLC	  	Delaware	  	5877944	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 La Porte Hospital
 1007 Lincolnway

La Porte, IN 46350
  

Professional Account Services, Inc. 
7000 Commerce Way, 
Suite 100 
Brentwood, TN 
37027

						
	83.	  	Laredo Texas Hospital Company, L.P.	  	Texas	  	800237874	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Laredo Medical 
Center 
1700 East Saunders 
Laredo, TX 78041

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	84.	  	Las Cruces Medical Center, LLC	  	Delaware	  	3306969	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Mountain View Regional Medical Center 
4311 East Lohman Avenue 
Las Cruces, NM 88011

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	85.	  	Lea Regional Hospital, LLC	  	Delaware	  	2964402	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Lea Regional Medical Center 
5419 N. Lovington Hwy 
Hobbs, NM 88240

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027














  
 Schedule I - 11 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	86.	  	Lebanon HMA, LLC	  	Tennessee	  	453277	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027
						
	87.	  	Longview Clinic Operations Company, LLC	  	Delaware	  	5118886	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	88.	  	Longview Medical Center, L.P.	  	Delaware	  	2964553	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Longview Regional Medical Center 
2901 N. Fourth Street 
(P.O. Box 14000 / zip 75607) 
Longview, TX 75605

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	89.	  	Longview Merger, LLC	  	Delaware	  	3000918	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	90.	  	LRH, LLC	  	Delaware	  	2964430	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	91.	  	Lutheran Health Network of Indiana, LLC	  	Delaware	  	2964221	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	92.	  	Marshall County HMA, LLC	  	Oklahoma	  	3512339852	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 AllianceHealth 
Madill 
901 S. 5th Ave. 
Madill, OK 73446
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	93.	  	MCSA, L.L.C.	  	Arkansas	  	100129761	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Medical Center of South Arkansas 
700 W. Grove Street 
El Dorado, AR 71730

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	94.	  	Medical Center of Brownwood, LLC	  	Delaware	  	2964442	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 12 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	95.	  	Metro Knoxville HMA, LLC	  	Tennessee	  	660505	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 North Knoxville Medical Center 
7565 Dannaher Drive 
Powell, TN 37849

 
 Turkey Creek Medical Center

10820 Parkside Drive
 Knoxville, TN 37934

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	96.	  	Mississippi HMA Holdings I, LLC	  	Delaware	  	4634574	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	97.	  	Mississippi HMA Holdings II, LLC	  	Delaware	  	4634575	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	98.	  	Moberly Hospital Company, LLC	  	Delaware	  	4447851	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Moberly Regional Medical Center 
1515 Union Avenue 
Moberly, MO 65270

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	99.	  	Naples HMA, LLC	  	Florida	  	L08000107925	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Physicians Regional Medical Center - Collier 
8300 Collier Blvd. 
Naples, FL 34114

 
 Physicians Regional Medical Center - Pine Ridge 
6101 Pine Ridge Road 
Naples, FL
34119
  
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100

Brentwood, TN 37027

						
	100.	  	Natchez Hospital Company, LLC	  	Delaware	  	5526452	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health Natchez 
54 Seargent Pretiss Drive 
Natchez, MS 39120

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027














  
 Schedule I - 13 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	101.	  	Navarro Hospital, L.P.	  	Delaware	  	2964396	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Navarro Regional Hospital 
3201 W. Highway 22 
Corsicana, TX 75110

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	102.	  	Navarro Regional, LLC	  	Delaware	  	2964393	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	103.	  	NC-DSH, LLC	  	Delaware	  	7015721	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	104.	  	Northwest Arkansas Hospitals, LLC	  	Delaware	  	4251378	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Northwest Medical Center – Bentonville 
3000 Medical Center Pkwy. 
Bentonville, AR 72712

 
 Northwest Medical Center – Springdale 
609 W. Maple 
Springdale, AR 72764

 
 Willow Creek Women’s Hospital

4301 Greathouse Springs Rd.
 Johnson, AR 72741

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	105.	  	Northwest Hospital, LLC	  	Delaware	  	2964436	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Northwest Medical Center 
6200 N. LaCholla Boulevard 
Tucson, AZ 85741

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	106.	  	NOV Holdings, LLC	  	Delaware	  	4272333	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 14 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	107.	  	NRH, LLC	  	Delaware	  	2964428	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	108.	  	Oak Hill Hospital Corporation	  	West Virginia	  	46241	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Plateau Medical Center 
430 Main Street 
Oak Hill, WV 25901
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	109.	  	Oro Valley Hospital, LLC	  	Delaware	  	3575660	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Oro Valley Hospital 
1551 E. Tangerine Road 
Oro Valley, AZ 85755

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	110.	  	Palmer-Wasilla Health System, LLC	  	Delaware	  	2964382	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	111.	  	Poplar Bluff Regional Medical Center, LLC	  	Missouri	  	LC0961963	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Poplar Bluff Regional Medical Center
 3100 Oak
Grove Road
 Poplar Bluff, MO 63901
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	112.	  	Port Charlotte HMA, LLC	  	Florida	  	L08000111185	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Bayfront Health Port Charlotte 
2500 Harbor Boulevard 
Port Charlotte, FL 33952

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027














  
 Schedule I - 15 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	113.	  	Punta Gorda HMA, LLC	  	Florida	  	L08000107920	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Bayfront Health Punta Gorda 
809 East Marion Avenue 
Punta Gorda, FL 33950-3898

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	114.	  	QHG Georgia Holdings, Inc.	  	Delaware	  	7015325	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	115.	  	QHG of Bluffton Company, LLC	  	Delaware	  	4474767	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	116.	  	QHG of Clinton County, Inc.	  	Indiana	  	1997020547	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	117.	  	QHG of Enterprise, Inc.	  	Alabama	  	176-166	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Medical Center Enterprise 
400 North Edwards Street 
Enterprise, AL 
36330

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	118.	  	QHG of Forrest County, Inc.	  	Mississippi	  	644555	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	119.	  	QHG of Fort Wayne Company, LLC	  	Delaware	  	4474773	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	120.	  	QHG of Hattiesburg, Inc.	  	Mississippi	  	644553	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 16 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	121.	  	QHG of Springdale, Inc.	  	Arkansas	  	100163444	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	122.	  	Regional Hospital of Longview, LLC	  	Delaware	  	2964549	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	123.	  	River Oaks Hospital, LLC	  	Mississippi	  	939308	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health River Oaks 
1030 River Oaks Drive 
Flowood, MS 39232

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	124.	  	River Region Medical Corporation	  	Mississippi	  	631781	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	125.	  	ROH, LLC	  	Mississippi	  	938734	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health Woman’s Hospital 
1026 N. Flowood Drive 
PO Box 4546 (Jackson,
MS 39296-4546) 
Flowood, MS 39232

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	126.	  	Roswell Hospital Corporation	  	New Mexico	  	1913540	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Eastern New Mexico Medical Center 
405 West Country 
Club Road 
Roswell, NM 88201

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	127.	  	Ruston Hospital Corporation	  	Delaware	  	4270743	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 17 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	128.	  	Ruston Louisiana Hospital Company, LLC	  	Delaware	  	4270657	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Northern Louisiana Medical Center 
401 East Vaughn Avenue
Ruston, LA 71270

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	129.	  	SACMC, LLC	  	Delaware	  	2964570	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	130.	  	San Angelo Community Medical Center, LLC	  	Delaware	  	2964587	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	131.	  	San Angelo Hospital, L.P.	  	Delaware	  	2964591	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 San Angelo Community Hospital
 3501
Knickerbocker Road
 San Angelo, TX 76904
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	132.	  	San Angelo Medical, LLC	  	Delaware	  	3001078	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	133.	  	Scranton Holdings, LLC	  	Delaware	  	4927795	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	134.	  	Scranton Hospital Company, LLC	  	Delaware	  	4927796	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Regional Hospital of Scranton 
746 Jefferson Ave. 
Scranton, PA 18510

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	135.	  	Scranton Quincy Holdings, LLC	  	Delaware	  	5005526	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 18 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	136.	  	Scranton Quincy Hospital Company, LLC	  	Delaware	  	5005530	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Moses Taylor 
Hospital 
700 Quincy Ave. 
Scranton, PA 18510

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	137.	  	Seminole HMA, LLC	  	Oklahoma	  	3512339861	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 AllianceHealth Seminole 
2401 Wrangler Boulevard 
Seminole, OK 74868

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	138.	  	Shelbyville Hospital Company, LLC	  	Tennessee	  	494640	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Tennova Healthcare - Shelbyville 
2835 Hwy 231 
N Shelbyville, TN 37160

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	139.	  	Siloam Springs Arkansas Hospital Company, LLC	  	Delaware	  	4617628	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Siloam Springs Regional Hospital 
205 E. Jefferson Street 
Siloam Springs, AR 72761

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	140.	  	Siloam Springs Holdings, LLC	  	Delaware	  	4617627	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	141.	  	Southeast HMA Holdings, LLC	  	Delaware	  	4634565	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	142.	  	Southern Texas Medical Center, LLC	  	Delaware	  	3001009	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 19 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	143.	  	Southwest Florida HMA Holdings, LLC	  	Delaware	  	4634561	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	144.	  	Statesville HMA, LLC	  	North Carolina	  	C200808000880	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Davis Regional Medical Center 
218 Old Mocksville Road 
Statesville, NC 
28625

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	145.	  	Tennessee HMA Holdings, LP	  	Delaware	  	5267250	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	146.	  	Tennyson Holdings, LLC	  	Delaware	  	4075793	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	147.	  	Triad Healthcare, LLC	  	Delaware	  	3035153	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	148.	  	Triad Holdings III, LLC	  	Delaware	  	3037153	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	149.	  	Triad Holdings IV, LLC	  	Delaware	  	2984727	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	150.	  	Triad Holdings V, LLC	  	Delaware	  	2226797	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	151.	  	Triad Nevada Holdings, LLC	  	Delaware	  	4474764	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 20 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	152.	  	Triad of Alabama, LLC	  	Delaware	  	2964867	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Flowers Hospital 
4370 West Main Street 
Dothan, AL 36305
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	153.	  	Triad-ARMC, LLC	  	Delaware	  	3561894	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	154.	  	Triad-El Dorado, Inc.	  	Arkansas	  	100129067	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	155.	  	Triad-Navarro Regional Hospital Subsidiary, LLC	  	Delaware	  	3036964	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	156.	  	Tullahoma HMA, LLC	  	Tennessee	  	453279	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Tennova Healthcare - Harton 
1801 N. Jackson Street 
Tullahoma, TN 373888-2201

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	157.	  	Tunkhannock Hospital Company, LLC	  	Delaware	  	4927797	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Tyler Memorial Hospital 
5950 SR 6 West 
West Tunkhannock,
PA 18657-9110

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	158.	  	Venice HMA, LLC	  	Florida	  	L08000108774	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Venice Regional Bayfront Health 
540 The Rialto 
Venice, FL 34285

 
 Professional Account Services, Inc. 
7000 Commerce 
Way 
Suite 100

Brentwood, TN 
37027














  
 Schedule I - 21 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	159.	  	VHC Medical, LLC	  	Delaware	  	3001003	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	160.	  	Vicksburg Healthcare, LLC	  	Delaware	  	2939229	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Merit Health River Region 
2100 Highway 61 
North Vicksburg, MS 39183

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	161.	  	Victoria Hospital, LLC	  	Delaware	  	2948658	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	162.	  	Victoria of Texas, L.P.	  	Delaware	  	2949026	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 DeTar Hospital 
North 
101 Medical Drive 
Victoria, TX 77904

 
 DeTar Hospital 
Navarro 
506 E. San Antonio Street

Victoria, TX 77901
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	163.	  	Virginia Hospital Company, LLC	  	Virginia	  	S097163-2	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	164.	  	Warsaw Health System, LLC	  	Delaware	  	2987604	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Kosciusko Community Hospital
 2101 E. DuBois
Drive
 Warsaw, IN 46580
  

Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood, TN 37027

						
	165.	  	Webb Hospital Corporation	  	Delaware	  	3695172	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 22 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	166.	  	Webb Hospital Holdings, LLC	  	Delaware	  	3695131	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	167.	  	Wesley Health System LLC	  	Delaware	  	2770969	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Wesley Medical Center 
5001 Hardy Street 
Hattiesburg, MS 39402

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	168.	  	WHMC, LLC	  	Delaware	  	2964658	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	169.	  	Wilkes-Barre Behavioral Hospital Company, LLC	  	Delaware	  	4617621	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 First Hospital
 562 Wyoming 
Avenue

Kingston, PA 
18704
  
 Professional Account Services, Inc. 
7000 Commerce Way

Suite 100 
Brentwood, TN 37027

						
	170.	  	Wilkes-Barre Holdings, LLC	  	Delaware	  	4617617	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A
						
	171.	  	Wilkes-Barre Hospital Company, LLC	  	Delaware	  	4617619	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 Wilkes-Barre General Hospital 
575 North River Street 
Wilkes-Barre, PA 18764

 
 Professional Account Services, Inc. 
7000 Commerce Way 
Suite 100 
Brentwood,
TN 37027

						
	172.	  	Woodland Heights Medical Center, LLC	  	Delaware	  	2964611	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	N/A













  
 Schedule I - 23 


											
	 	  	Entity Name	  	 Jurisdiction

of
 Formation
	  	Organizational
IDs	  	Chief
Executive
Office	  	Accounts
Receivable
						
	173.	  	Woodward Health System, LLC	  	Delaware	  	2964411	  	Community Health Systems 
4000 Meridian Blvd. 
Franklin, TN 37067	  	 AllianceHealth Woodward 
900 17th Street 
Woodward, OK 
73801

 
 Professional Account Services, Inc. 
7000 Commerce 
Way 
Suite 100

Brentwood, TN 
37027













 Schedule II to the Guarantee and 

Collateral Agreement 
 SUBSIDIARY
GUARANTORS 
  

	1.	 Abilene Hospital, LLC 



	2.	 Abilene Merger, LLC 



	3.	 Affinity Health Systems, LLC 



	4.	 Affinity Hospital, LLC 



	5.	 Berwick Hospital Company, LLC 



	6.	 Biloxi H.M.A., LLC 



	7.	 Birmingham Holdings II, LLC 



	8.	 Birmingham Holdings, LLC 



	9.	 Bluefield Holdings, LLC 



	10.	 Bluffton Health System LLC 



	11.	 Brandon HMA, LLC 



	12.	 Brownwood Hospital, L.P. 



	13.	 Brownwood Medical Center, LLC 



	14.	 Bullhead City Hospital Corporation 



	15.	 Bullhead City Hospital Investment Corporation 



	16.	 Campbell County HMA, LLC 



	17.	 Carlsbad Medical Center, LLC 



	18.	 Carolinas Holdings, LLC 



	19.	 Carolinas JV Holdings General, LLC 



	20.	 Carolinas JV Holdings II, LLC 



	21.	 Carolinas JV Holdings, L.P. 



	22.	 Central Florida HMA Holdings, LLC 



	23.	 Central States HMA Holdings, LLC 



	24.	 CHS Receivables Funding, LLC 



	25.	 CHS Tennessee Holdings, LLC 



	26.	 CHS Virginia Holdings, LLC 



	27.	 CHSPSC, LLC 



	28.	 Citrus HMA, LLC 



	29.	 Clarksdale HMA, LLC 



	30.	 Clarksville Holdings II, LLC 



	31.	 Clarksville Holdings, LLC 



	32.	 Cleveland Hospital Company, LLC 



	33.	 Cleveland Tennessee Hospital Company, LLC 



	34.	 Clinton HMA, LLC 



	35.	 Cocke County HMA, LLC 



	36.	 College Station Hospital, L.P. 



	37.	 College Station Medical Center, LLC 



	38.	 College Station Merger, LLC 



	39.	 Community Health Investment Company, LLC 



	40.	 CP Hospital GP, LLC 



	41.	 CPLP, LLC 



	42.	 Crestwood Healthcare, L.P. 



	43.	 Crestwood Hospital LP, LLC 



	44.	 Crestwood Hospital, LLC 














  
 Schedule II - 2 

 


	45.	 CSMC, LLC 



	46.	 Desert Hospital Holdings, LLC 



	47.	 Detar Hospital, LLC 



	48.	 DHFW Holdings, LLC 



	49.	 Dukes Health System, LLC 



	50.	 Emporia Hospital Corporation 



	51.	 Florida HMA Holdings, LLC 



	52.	 Foley Hospital Corporation 



	53.	 Frankfort Health Partner, Inc. 



	54.	 Franklin Hospital Corporation 



	55.	 Gadsden Regional Medical Center, LLC 



	56.	 Granbury Hospital Corporation 



	57.	 GRMC Holdings, LLC 



	58.	 Hallmark Healthcare Company, LLC 



	59.	 Health Management Associates, LLC 



	60.	 Health Management Associates, LP 



	61.	 Health Management General Partner I, LLC 



	62.	 Health Management General Partner, LLC 



	63.	 Hernando HMA, LLC 



	64.	 HMA Hospitals Holdings, LP 



	65.	 HMA Santa Rosa Medical Center, LLC 



	66.	 HMA Services GP, LLC 



	67.	 HMA-TRI Holdings, LLC 



	68.	 Hobbs Medco, LLC 



	69.	 Hospital Management Associates, LLC 



	70.	 Hospital Management Services of Florida, LP 



	71.	 Jackson HMA, LLC 



	72.	 Jefferson County HMA, LLC 



	73.	 Kay County Hospital Corporation 



	74.	 Kay County Oklahoma Hospital Company, LLC 



	75.	 Key West HMA, LLC 



	76.	 Kirksville Hospital Company, LLC 



	77.	 Knox Hospital Company, LLC 



	78.	 Knoxville HMA Holdings, LLC 



	79.	 La Porte Health System, LLC 



	80.	 La Porte Hospital Company, LLC 



	81.	 Laredo Texas Hospital Company, L.P. 



	82.	 Las Cruces Medical Center, LLC 



	83.	 Lea Regional Hospital, LLC 



	84.	 Lebanon HMA, LLC 



	85.	 Longview Clinic Operations Company, LLC 



	86.	 Longview Medical Center, L.P. 



	87.	 Longview Merger, LLC 



	88.	 LRH, LLC 



	89.	 Lutheran Health Network of Indiana, LLC 



	90.	 Marshall County HMA, LLC 














  
 Schedule II - 3 

 


	91.	 MCSA, L.L.C. 



	92.	 Medical Center of Brownwood, LLC 



	93.	 Metro Knoxville HMA, LLC 



	94.	 Mississippi HMA Holdings I, LLC 



	95.	 Mississippi HMA Holdings II, LLC 



	96.	 Moberly Hospital Company, LLC 



	97.	 Naples HMA, LLC 



	98.	 Natchez Hospital Company, LLC 



	99.	 Navarro Hospital, L.P. 



	100.	 Navarro Regional, LLC 



	101.	 NC-DSH, LLC 



	102.	 Northwest Arkansas Hospitals, LLC 



	103.	 Northwest Hospital, LLC 



	104.	 NOV Holdings, LLC 



	105.	 NRH, LLC 



	106.	 Oak Hill Hospital Corporation 



	107.	 Oro Valley Hospital, LLC 



	108.	 Palmer-Wasilla Health System, LLC 



	109.	 Poplar Bluff Regional Medical Center, LLC 



	110.	 Port Charlotte HMA, LLC 



	111.	 Punta Gorda HMA, LLC 



	112.	 QHG Georgia Holdings, Inc. 



	113.	 QHG of Bluffton Company, LLC 



	114.	 QHG of Clinton County, Inc. 



	115.	 QHG of Enterprise, Inc. 



	116.	 QHG of Forrest County, Inc. 



	117.	 QHG of Fort Wayne Company, LLC 



	118.	 QHG of Hattiesburg, Inc. 



	119.	 QHG of Springdale, Inc. 



	120.	 Regional Hospital of Longview, LLC 



	121.	 River Oaks Hospital, LLC 



	122.	 River Region Medical Corporation 



	123.	 ROH, LLC 



	124.	 Roswell Hospital Corporation 



	125.	 Ruston Hospital Corporation 



	126.	 Ruston Louisiana Hospital Company, LLC 



	127.	 SACMC, LLC 



	128.	 San Angelo Community Medical Center, LLC 



	129.	 San Angelo Hospital, L.P. 



	130.	 San Angelo Medical, LLC 



	131.	 Scranton Holdings, LLC 



	132.	 Scranton Hospital Company, LLC 



	133.	 Scranton Quincy Holdings, LLC 



	134.	 Scranton Quincy Hospital Company, LLC 



	135.	 Seminole HMA, LLC 



	136.	 Shelbyville Hospital Company, LLC 














  
 Schedule II - 4 

 


	137.	 Siloam Springs Arkansas Hospital Company, LLC 



	138.	 Siloam Springs Holdings, LLC 



	139.	 Southeast HMA Holdings, LLC 



	140.	 Southern Texas Medical Center, LLC 



	141.	 Southwest Florida HMA Holdings, LLC 



	142.	 Statesville HMA, LLC 



	143.	 Tennessee HMA Holdings, LP 



	144.	 Tennyson Holdings, LLC 



	145.	 Triad Healthcare, LLC 



	146.	 Triad Holdings III, LLC 



	147.	 Triad Holdings IV, LLC 



	148.	 Triad Holdings V, LLC 



	149.	 Triad Nevada Holdings, LLC 



	150.	 Triad of Alabama, LLC 



	151.	 Triad-ARMC, LLC 



	152.	 Triad-El Dorado, Inc. 



	153.	 Triad-Navarro Regional Hospital Subsidiary, LLC 



	154.	 Tullahoma HMA, LLC 



	155.	 Tunkhannock Hospital Company, LLC 



	156.	 Venice HMA, LLC 



	157.	 VHC Medical, LLC 



	158.	 Vicksburg Healthcare, LLC 



	159.	 Victoria Hospital, LLC 



	160.	 Victoria of Texas, L.P. 



	161.	 Virginia Hospital Company, LLC 



	162.	 Warsaw Health System, LLC 



	163.	 Webb Hospital Corporation 



	164.	 Webb Hospital Holdings, LLC 



	165.	 Wesley Health System LLC 



	166.	 WHMC, LLC 



	167.	 Wilkes-Barre Behavioral Hospital Company, LLC 



	168.	 Wilkes-Barre Holdings, LLC 



	169.	 Wilkes-Barre Hospital Company, LLC 



	170.	 Woodland Heights Medical Center, LLC 



	171.	 Woodward Health System, LLC 













 Schedule III(a) to the Guarantee and 

Collateral Agreement 
 EQUITY
INTERESTS 
 On file with collateral agent 











 Schedule III(b) to the Guarantee and 

Collateral Agreement 
 EQUITY
INTERESTS 
 On file with collateral agent 











 Schedule IV to the Guarantee and 

Collateral Agreement 
 PLEDGED DEBT
SECURITIES, DEBT INSTRUMENTS; ADVANCES 
 On file with collateral agent 











 Schedule V to the Guarantee and 

Collateral Agreement 
 MORTGAGE
FILINGS 
  

							
	 	    	Property Name/Address	  	Record Owner	  	Filing Office
				
	1.	    	Flowers Hospital 
4370 West Main Street 
Dothan, AL 36305	  	Triad of Alabama, LLC	  	Houston County, AL
				
	2.	    	Gadsden Regional Medical Center 
1007 Goodyear Avenue 
Gadsden, AL 35903	  	Gadsden Regional Medical Center, LLC	  	Etowah County, AL
				
	3.	    	Medical Center Enterprise 
400 North Edwards St. 
Enterprise, AL 36330	  	QHG of Enterprise, Inc.	  	Coffee County, AL
				
	4.	    	Northwest Medical Center 
6200 N. LaCholla Blvd. 
Tucson, AZ 85741	  	Northwest Hospital, LLC	  	Pima County, AZ
				
	5.	    	Oro Valley Hospital 
1551 E. Tangerine Road 
Oro Valley, AZ 85755	  	Oro Valley Hospital, LLC	  	Pima County, AZ
				
	6.	    	Bluffton Regional Medical Center 
303 South Main Street 
Bluffton, IN 46714	  	Bluffton Health System LLC	  	Wells County, IN
				
	7.	    	 La Porte Hospital
 1007 Lincoln Way

La Porte, IN 46350
	  	La Porte Hospital Company, LLC	  	LaPorte County, IN
				
	8.	    	Dukes Memorial Hospital 
275 W. 12th Street 
Peru, IN 46970	  	Dukes Health System, LLC	  	Miami County, IN
				
	9.	    	Merit Health River Region 
2100 Highway 61 North/1111
N. Frontage Road 
Vicksburg, MS 39183	  	Vicksburg Healthcare, LLC	  	Warren County, MS
				
	10.	    	Merit Health Wesley 
5001 Hardy Street 
Hattiesburg, MS 39402	  	Wesley Health System LLC	  	Lamar and Forrest Counties, MS
				
	11.	    	 Moberly Regional Medical Center
 1515 Union
Avenue
 Moberly, MO 65270
	  	Moberly Hospital Company, LLC	  	Shelby and Randolph Counties, MO
				
	12.	    	Carlsbad Medical Center 
2430 West Pierce St 
Carlsbad, NM 88220	  	Carlsbad Medical Center, LLC	  	Eddy County, NM
				
	13.	    	Eastern New Mexico Medical Center 
405 West Country Club Road 
Roswell, NM 88201	  	Roswell Hospital Corporation	  	Chaves County, NM
				
	14.	    	Lea Regional Medical Center 
5419 N. Lovington Highway 
Hobbs, NM 88240	  	Lea Regional Hospital, LLC	  	Lea County, NM
				
	15.	    	Mountain View Regional Medical Center 
4311 East Lohman Avenue 
Las Cruces, NM 88011	  	Las Cruces Medical Center, LLC	  	Dona Ana County, NM













  
 Schedule V - 2 

 


							
	16.	    	AllianceHealth Ponca City
(f/k/a Ponca City Medical Center) 
1900 North 14th Street 
Ponca City, OK 74601	  	Kay County Oklahoma Hospital Company, LLC	  	Kay County, OK
				
	17.	    	Berwick Hospital Center 
701 East 16th Street 
Berwick, PA 18603	  	Berwick Hospital Company, LLC	  	Columbia & Luzerne Counties, PA
				
	18.	    	Moses Taylor Hospital 
700 Quincy Avenue 
Scranton, PA 18510	  	Scranton Quincy Hospital Company, LLC	  	Lackawanna County, PA
				
	19.	    	Regional Hospital of Scranton 
746 Jefferson Ave 
Scranton, PA 18510	  	Scranton Hospital Company, LLC	  	Lackawanna County, PA
				
	20.	    	Tyler Memorial Hospital 
5950 SR6 
Tunkhannock, PA 18657	  	Tunkhannock Hospital Company, LLC	  	Wyoming County, PA
				
	21.	    	 Wilkes-Barre General Hospital
 575 North River
Street
 Wilkes-Barre, PA 18702
  

Thomas P. Saxton Medical Pavilion
 468 Northampton Street

Edwardsville, PA 18704
  

Wyoming Valley Imaging Center
 345 N. Pennsylvania Avenue

Wilkes-Barre, PA 18702
	  	Wilkes-Barre Hospital Company, LLC	  	Luzerne County, PA
				
	22.	    	 First Hospital
 562 and 534 Wyoming Avenue

Kingston, PA 18704
  
 Community Counseling Services

110-130 S. Pennsylvania Avenue
(a/k/a 101 E. Northampton)

Wilkes-Barre, PA 18701
 92 S. Franklin Street

Wilkes-Barre, PA 18701
 320 S. Franklin Street

Wilkes-Barre, PA 18702
	  	Wilkes-Barre Behavioral Hospital Company, LLC	  	Luzerne County, PA
				
	23.	    	 Tennova Healthcare-Cleveland
 2305 Chambliss
Avenue NW
 Cleveland, TN 37311
	  	Cleveland Tennessee Hospital Company, LLC	  	Bradley County, TN
				
	24.	    	 DeTar Healthcare System (f/k/a
 DeTar Hospital
Navarro) 
506 E. San Antonio Street 
Victoria, TX 77901
	  	Victoria of Texas, L.P.	  	Victoria County, TX
				
	25.	    	 DeTar Healthcare System (f/k/a
 DeTar Hospital
North) 
101 Medical Drive 
Victoria, TX 77904
	  	Victoria of Texas, L.P.	  	Victoria County, TX













  
 Schedule V - 3 

 


							
	26.	    	Southern Virginia Regional Medical Center 
727 North Main Street 
Emporia, VA 23847	  	Emporia Hospital Corporation	  	Greensville County, VA
				
	27.	    	Southampton Memorial Hospital 
100 Fairview Drive 
Franklin, VA 23851	  	Franklin Hospital Corporation	  	Southampton County, VA
				
	28.	    	 Trinity Medical Center
 800 Montclair
Road
 Birmingham, AL 35213 (Jefferson)
 (No longer an operating
hospital)
  
 and

 
 Grandview Medical Center

3690 Grandview Parkway
 Birmingham, AL 35243
	  	Affinity Hospital, LLC	  	Jefferson County, AL
				
	29.	    	Medical Center of South Arkansas 
700 W. Grove Street 
El Dorado, AR 71730	  	MCSA, L.L.C.	  	Union County, AR
				
	30.	    	Western Arizona Regional Medical Center 
2735 Silver Creek Road 
Bullhead City, AZ 86442	  	 Bullhead City Hospital
 Corporation
	  	Mohave County, AZ
				
	31.	    	 Longview Regional Medical Center
 2901 N.
Fourth Street
 Longview, TX 75605
	  	Longview Medical Center, L.P.	  	Gregg County, TX
				
	32.	    	 Northwest Medical Center - Springdale 
609 W. Maple Ave 
Springdale, AR 72764

515 South Thompson Street
 Springdale, AR 72764
	  	Northwest Arkansas Hospitals, LLC & QHG of Springdale, Inc.	  	Washington County, AR
				
	33.	    	 Willow Creek Women’s Hospital
 4301
Greathouse Springs Rd.
 Johnson, AR 72741
	  	Northwest Arkansas Hospitals, LLC	  	Washington County, AR
				
	34.	    	 Northwest Medical Center – Bentonville

3000 Medical Center Pkwy. 
Bentonville, AR 72712
	  	QHG of Springdale, Inc.	  	Benton County, AR
				
	35.	    	Newport Medical Center 
435 Second Street 
Newport, TN 37821	  	Cocke County HMA, LLC	  	Cocke County, TN
				
	36.	    	Seven Rivers Regional Medical Center 
6201 N. Suncoast Blvd. 
Crystal River, FL 34428	  	Citrus HMA, LLC	  	Citrus County, FL













  
 Schedule V - 4 

 


							
	37.	    	 Physicians Regional Medical Center
 900 East Oak
Hill Ave.
 Knoxville, TN 37917
	  	Metro Knoxville HMA, LLC	  	Knox County, TN
				
	38.	    	 Turkey Creek Medical Center
 10820 Parkside
Drive
 Knoxville, TN 37934
	  	Metro Knoxville HMA, LLC	  	Knox County, TN
				
	39.	    	North Knoxville Medical Center 
7565 Dannaher Drive 
Knoxville, TN 37849	  	Metro Knoxville HMA, LLC	  	Knox County, TN
				
	40.	    	Physicians Regional Medical Center
(Pine Ridge) 
6101 Pine Ridge Road 
Naples, FL 34119	  	Naples HMA, LLC	  	Collier County, FL
				
	41.	    	Physicians Regional Medical Center 
(Collier Blvd. and MOB) 
8300 Collier Blvd.1
Naples, FL 34114	  	Naples HMA, LLC	  	Collier County, FL
				
	42.	    	 Poplar Bluff Regional Medical Center
 3100 Oak
Grove Road
 Poplar Bluff, MO 63901
	  	Poplar Bluff Regional Medical Center, LLC	  	Butler County, MO
				
	43.	    	Bayfront Health Port Charlotte
(f/k/a Peace River Regional Medical Center) 
2500 Harbor Boulevard 
Port Charlotte, FL 339522	  	Port Charlotte HMA, LLC	  	Charlotte County, FL
				
	44.	    	Bayfront Health Punta Gorda
(f/k/a Charlotte Regional Medical Center) 
809 E. Marion Avenue 
Punta Gorda, FL 33950	  	Punta Gorda HMA, LLC	  	Charlotte County, FL
				
	45.	    	Riverside Behavioral Center 
733 E. Olympia Ave. 
Punta Gorda, FL 33950	  	Punta Gorda HMA, LLC	  	Charlotte County, FL
				
	46.	    	Merit Health River Oaks
(f/k/a River Oaks Hospital) 
1030 River Oaks Drive 
Flowood, MS 39232	  	River Oaks Hospital, LLC	  	Rankin County, MS
				
	47.	    	 Merit Health Woman’s Hospital
(f/k/a Women’s Hospital)

1026 N. Flowood Drive3 
Flowood, MS 39232
	  	ROH, LLC	  	Rankin County, MS

  
  

	1 	 Including the property at 8320 Collier Boulevard, Naples, FL 34114. 



	2 	 Site also includes the following building numbers: 2370, 2380, and 2450. 



	3 	 Mortgage includes the following address: 1030 N. Flowood Drive, Flowood, MS 39232. 














  
 Schedule V - 5 

 


							
	48.	  	 Davis Regional Medical Center
 218 Old
Mocksville Road
 Statesville, NC 28625
	  	Statesville HMA, LLC	  	Iredell County, NC
				
	49.	  	Venice Regional Medical Center 
540 The Rialto 
Venice, FL 34285	  	Venice HMA, LLC	  	Sarasota County, FL
				
	50.	  	Merit Health Natchez 
54 Seargent S Prentiss Drive 
Natchez, MS 39120	  	Natchez Hospital Company, LLC	  	Adams County, MS
				
	51.	  	Crestwood Medical Center 
One Hospital Drive SW 
Huntsville, AL 35801	  	Crestwood Healthcare, L.P.	  	Madison County, AL
				
	52.	  	Laredo Medical Center 
1700 East Saunders Street 
Laredo, TX 78041	  	Laredo Texas Hospital Company, L.P.	  	Webb County, TX
				
	53.	  	 Northern Louisiana Medical Center & Clinic

1118 South Farmville Street
 and 401 East Vaughn Avenue

Ruston, LA 71270
	  	Ruston Louisiana Hospital Company, LLC	  	Lincoln Parish, LA












 Schedule VI to the Guarantee and 

Collateral Agreement 
 INTELLECTUAL
PROPERTY 
 On file with collateral agent 











 Schedule VII to the Guarantee and 

Collateral Agreement 
 COMMERCIAL
TORT CLAIMS 
 On file with collateral agent 











 Exhibit A to the Guarantee and 

Collateral Agreement 
 SUPPLEMENT
NO. [•] (this “Supplement”) dated as of [•], 20[•] to the Guarantee and Collateral Agreement dated as of July 25, 2007, as amended and restated as of November 5, 2010, as further amended as of
August 17, 2012 and as amended and restated as of November [•], 2019 (the “Guarantee and Collateral Agreement”), among CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (the
“Borrower”), COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“Parent”), each Subsidiary from time to time party thereto (each such Subsidiary individually a “Subsidiary
Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, the Borrower and Parent are referred to collectively herein as the “Grantors”) and CREDIT SUISSE AG
(together with its affiliates “Credit Suisse”), as administrative agent and as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined therein). 

A. Reference is made to the Credit Agreement dated as of July 25, 2007, as amended and restated as of November 5, 2010 (as further
amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, Parent, the lenders from time to time party thereto (the “Lenders”) and Credit
Suisse AG (formerly known as Credit Suisse), as administrative agent for the Lenders and as Collateral Agent. 
 B. Capitalized terms used
herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement (as in effect immediately prior to the Credit Agreement Termination Event) or the Guarantee and Collateral Agreement referred to therein,
as applicable. 
 C. The Grantors have entered into the Guarantee and Collateral Agreement in order to induce the Lenders to make Loans and
the Issuing Banks to issue Letters of Credit. Section 7.16 of the Guarantee and Collateral Agreement provides that additional Subsidiaries may become Subsidiary Guarantors and Grantors under the Guarantee and Collateral Agreement by execution
and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the “New Subsidiary”) is executing this Supplement to become a Subsidiary Guarantor and a Grantor under the Guarantee and Collateral
Agreement. 
 Accordingly, the Collateral Agent and the New Subsidiary agree as follows: 

SECTION 1. In accordance with Section 7.16 of the Guarantee and Collateral Agreement, the New Subsidiary by its signature below becomes a
Grantor and Subsidiary Guarantor under the Guarantee and Collateral Agreement with the same force and effect as if originally named therein as a Grantor and Subsidiary Guarantor and the New Subsidiary hereby (a) agrees to all the terms and
provisions of the Guarantee and Collateral Agreement applicable to it as a Grantor and Subsidiary Guarantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Grantor and Subsidiary Guarantor
thereunder are true and correct in all material respects on and as of the date hereof. In furtherance of the foregoing, the New Subsidiary, as 











 
security for the payment and performance in full of the Obligations (as defined in the Guarantee and Collateral Agreement), does hereby create and grant to the Collateral Agent, its successors
and assigns, for the ratable benefit of the Secured Parties, their successors and assigns, a security interest in and lien on all of the New Subsidiary’s right, title and interest in and to the Collateral (as defined in the Guarantee and
Collateral Agreement) of the New Subsidiary. Each reference to a “Grantor” or a “Subsidiary Guarantor” in the Guarantee and Collateral Agreement shall be deemed to include the New Subsidiary. The Guarantee and Collateral
Agreement is hereby incorporated herein by reference. 
 SECTION 2. The New Subsidiary represents and warrants to the Collateral Agent and
the other Secured Parties that this Supplement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms. 

SECTION 3. This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall
constitute an original, but all of which when taken together shall constitute a single contract. This Supplement shall become effective when the Collateral Agent shall have received counterparts of this Supplement that, when taken together, bear the
signatures of the New Subsidiary and the Collateral Agent. Delivery of an executed signature page to this Supplement by facsimile transmission shall be as effective as delivery of a manually signed counterpart of this Supplement. 

SECTION 4. The New Subsidiary hereby represents and warrants that as of the date hereof (a) set forth on Schedule I attached hereto
is a true and correct schedule of (i) any and all Equity Interests and Pledged Debt Securities now owned by the New Subsidiary and required to be pledged under the Guarantee and Collateral Agreement and (ii) any and all Intellectual
Property now owned by the New Subsidiary and that would have been required to be listed on Schedule V to the Guarantee and Collateral Agreement on the Second Restatement Effective Date and (b) set forth under its signature hereto, is the true
and correct legal name of the New Subsidiary and its jurisdiction of organization. 
 SECTION 5. Except as expressly supplemented hereby,
the Guarantee and Collateral Agreement shall remain in full force and effect. 
 SECTION 6. THIS SUPPLEMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 
 SECTION 7. In case any one or more of the provisions contained
in this Supplement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and in the Guarantee and Collateral Agreement shall not in any way be affected
or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties hereto shall endeavor in
good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions. 

  
 A-2 












 SECTION 8. All communications and notices hereunder shall (except as otherwise expressly
permitted by the Guarantee and Collateral Agreement) be in writing and given as provided in Section 7.01 of the Guarantee and Collateral Agreement. All communications and notices hereunder to the New Subsidiary shall be given to it in care of
the Borrower as provided in Section 7.01 of the Guarantee and Collateral Agreement. 
 SECTION 9. The New Subsidiary agrees to
reimburse the Collateral Agent for its reasonable out-of-pocket expenses in connection with this Supplement, including the reasonable fees, other charges and
disbursements of one counsel for the Collateral Agent in each relevant jurisdiction. 

  
 A-3 












 IN WITNESS WHEREOF, the New Subsidiary and the Collateral Agent have duly executed this
Supplement to the Guarantee and Collateral Agreement as of the day and year first above written. 
  

			
	
	[NAME OF NEW SUBSIDIARY], 
		
	    by	 	
		 	  

		 	Name:
		
		 	Title:
		
		 	Address:
		
		 	Legal Name:
		
		 	Jurisdiction of Formation:
	
	CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent, 
		
	    by	 	
		 	  

		
		 	Name:
		
		 	Title:
		
	    by	 	
		 	  

		 	Name:
		
		 	Title:



  
 A-4 












 Collateral of the New Subsidiary 

EQUITY INTERESTS 
  

									
	 Issuer
	  	 Number of

Certificate
	  	 Registered

Owner
	  	 Number and

Class of
 Equity
Interest
	  	 Percentage

of Equity Interests



PLEDGED DEBT SECURITIES 
  

							
	 Issuer
	  	 Principal

Amount
	  	 Date of Note
	  	 Maturity Date













 INTELLECTUAL PROPERTY 

[Follow format of Schedule VI to the 

Guarantee and Collateral Agreement.]