Exhibit 10.83


 


AMENDMENT TO COLLATERAL SUBSTITUTION AGREEMENT


 


This Amendment to Collateral
Substitution Agreement (“Amendment”) is effective as of the 30th  day of May, 2003 (the “Effective Date”) by
and between PROSPECT MEDICAL GROUP, INC., a California professional corporation
(“PMG”), PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation (“PMH”), and
JACOB Y. TERNER, M.D.


 


a.                                       PMH, PMG and Foothill City Center, Ltd., a
California limited partnership (“Former Guarantor) previously entered into a
Collateral Substitution Agreement dated as of January 25, 2002 (the “Collateral
Substitution Agreement”).


 


b.                                      Simultaneously herewith Former Guarantor is
being released as guarantor under a continuing guaranty in favor of PMG and
replaced with Jacob Y. Terner, M.D. (“New Guarantor”).


 


c.                                       The parties desire to provide for certain
agreements made by PMG to benefit PMH and Former Guarantor to continue to apply
to PMH and New Guarantor given the change in guarantors effective May 30, 2003.


 


FOR GOOD AND VALUABLE CONSIDERATION,
the receipt of which is hereby acknowledged, PMH, PMG and New Guarantor agree
to and hereby amend the Collateral Substitution Agreement in the following
respects.


 


1.                                      References to Continuing
Guaranty and Deed of Trust.  References to the  Continuing Guaranty and the Deed of Trust in the Collateral
Substitution Agreement shall be modified to mean references to that Continuing
Guaranty and that Pledge Agreement executed by New Guarantor effective May 30,
2003.


 


2.                                      References to Portion of
Debt Being Collateralized.  References to the  portion of the Debt being collateralized in the Collateral
Substitution Agreement shall be modified to mean that dollar amount which is
required to provide PMG with a positive net tangible equity (the “TNE
Guaranteed Amount”).  The TNE Guaranteed
Amount is derived by deducting the then net worth of PMG from the Debt. For the
fiscal year ended September 30, 2001, the Debt was $10,086,609 and the TNE
Guaranteed Amount was $4,250,000.  For
the fiscal year ended September 30, 2002, the TNE Guaranteed Amount had been
reduced to $3,616,400.


 


3.                                      Collateral Substitution
Agreement Continued.  Except as modified by this Amendment, the
Collateral Substitution Agreement is ratified and shall continue in all
respects.


 


IN WITNESS WHEREOF, the
parties hereto have caused this Collateral Substitution Agreement to be
executed as of the day and year first above written.


 

















 


	
   

  	
  PROSPECT MEDICAL HOLDINGS, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ R. Stewart Kahn

  	
   

  
	
   

  	
   

  	
  R. Stewart Kahn

  
	
   

  	
   

  	
  Executive Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
  PROSPECT MEDICAL GROUP, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ R. Stewart Kahn

  	
   

  
	
   

  	
   

  	
  R. Stewart Kahn

  
	
   

  	
   

  	
  Executive Vice President

  
						



 


BY AFFIXING
HIS SIGNATURE HERETO, NEW GUARANTOR REPRESENTS THAT HE AGREES TO THE TERMS OF
THE COLLATERAL SUBSTITUTION AGREEMENT, AS AMENDED BY THIS AMENDMENT AND THAT HE
HAS HAD AN OPPORTUNITY TO CONSULT WITH HIS OWN LEGAL COUNSEL REGARDING THE
TERMS OF THE COLLATERAL SUBSTITUTION AGREEMENT, AS AMENDED, AND IS NOT RELYING
ON MILLER & HOLGUIN, LEGAL COUNSEL TO PROSPECT MEDICAL GROUP, INC., FOR
LEGAL ADVICE IN CONNECTION WITH SUCH DOCUMENTS.


 


 


	
   

  	
  /s/ Jacob Y. Terner, M.D.

  	
   

  
	
   

  	
  Jacob Y. Terner, M.D.

  



 


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