each
applicable Secured Credit Document.
-2-
IN WITNESS WHEREOF, the New Representative has duly executed this Joinder to the
First Lien Intercreditor Agreement as of the day and year first above written.
[NAME OF NEW REPRESENTATIVE], as [
] for the holders of
[
], By:
Name:
Title:
Address for notices:
attention of:
Telecopy:
-3-
Acknowledged by: JPMORGAN CHASE BANK, N.A., as the Revolving Credit Agreement
Agent for the Revolving Credit Agreement Secured Parties, By:
Name:
Title: WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Term Loan Credit
Agreement Agent for the Term Loan Credit Agreement Secured Parties, By:
Name:
Title:
-4-
[OTHER AUTHORIZED REPRESENTATIVES] IASIS HEALTHCARE LLC, as Borrower By:
Name:
Title: IASIS HEALTHCARE CORPORATION, as Holdings By:
Name:
Title: THE OTHER GRANTORS LISTED ON SCHEDULE I HERETO, By:
Name:
Title:
-5-
Schedule I to the
Supplement to the
First Lien Intercreditor Agreement
Grantors
[FORM OF] SUPPLEMENT NO. dated as of
, to the [FORM OF]
JOINDER NO. [
] dated as of [
], 20[
] to FIRST LIEN
INTERCREDITOR AGREEMENT, dated as of [
], 2016 (the "First Lien
Intercreditor Agreement"), among IASIS HEALTHCARE LLC, a Delaware limited
liability company (the "Borrower"), IASIS HEALTHCARE CORPORATION, a Delaware
corporation ("Holdings"), certain subsidiaries and affiliates of the Borrower,
JPMORGAN CHASE BANK, N.A., as Revolving Credit Agreement Agent for the Revolving
Credit Agreement Secured Parties (in such capacity, the "Revolving Credit
Agreement Agent"), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Term Loan Credit
Agreement Agent for the Term Loan Credit Agreement Secured Parties (in such
capacity, the "Term Loan Credit Agreement Agent") and the additional Additional
Pari Debt Agent from time to time a party thereto.
A. Capitalized terms used herein and not otherwise defined herein shall have the
meanings assigned to such terms in the First Lien Intercreditor Agreement.
B. The Grantors have entered into the First Lien Intercreditor
Agreement. Section 5.17 of the First Lien Intercreditor Agreement provides that
any Additional Grantor may become party to the First Lien Intercreditor
Agreement by execution and delivery of an instrument in the form of this
Supplement. The undersigned (the "New Grantor") is executing this Supplement in
accordance with the requirements of the First Lien Intercreditor Agreement.
Accordingly, the New Grantor agrees as follows:
SECTION 1. In accordance with Section 5.17 of the First Lien Intercreditor
Agreement, the New Grantor by its signature below becomes a Grantor under the
First Lien Intercreditor Agreement with the same force and effect as if
originally named therein as a Grantor, and the New Grantor hereby agrees to all
the terms and provisions of the First Lien Intercreditor Agreement applicable to
it as a Grantor thereunder. Each reference to a "Grantor" in the First Lien
Intercreditor Agreement shall be deemed to include the New Grantor. The First
Lien Intercreditor Agreement is hereby incorporated herein by reference.
SECTION 2. The New Grantor represents and warrants to each Collateral Agent and
the other Secured Parties that this Supplement has been duly authorized,
executed and delivered by