Supplemental Indenture to 7% Senior Notes Due 2018 among UHS Escrow Corporation, Universal Health Services, Inc., Subsidiary Guarantors, and Union Bank, N.A.
This Supplemental Indenture, dated November 15, 2010, is between UHS Escrow Corporation, Universal Health Services, Inc. (UHS), various subsidiary guarantors, and Union Bank, N.A. as trustee. It documents the merger of UHS Escrow Corporation into UHS, with UHS assuming all obligations under the existing 7% Senior Notes due 2018 and related agreements. The subsidiary guarantors confirm their ongoing guarantees. The agreement becomes effective upon the merger's completion and ensures all parties' obligations continue without interruption.
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UHS ESCROW CORPORATION, as Issuer | ||||
By | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UNIVERSAL HEALTH SERVICES, INC. | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Senior Vice President |
AIKEN REGIONAL MEDICAL CENTERS, INC. ASSOCIATED CHILD CARE EDUCATIONAL SERVICES, INC. AUBURN REGIONAL MEDICAL CENTER, INC. CCS/LANSING, INC. CHILDRENS COMPREHENSIVE SERVICES, INC. DEL AMO HOSPITAL, INC. FRONTLINE BEHAVIORAL HEALTH, INC. LANCASTER HOSPITAL CORPORATION MCALLEN MEDICAL CENTER, INC. MERION BUILDING MANAGEMENT, INC. MERRIDELL ACHIEVEMENT CENTER, INC. NORTHWEST TEXAS HEALTHCARE SYSTEM, INC. OAK PLAINS ACADEMY OF TENNESSEE, INC. PARK HEALTHCARE COMPANY PENNSYLVANIA CLINICAL SCHOOLS, INC. RIVER OAKS, INC. SOUTHEASTERN HOSPITAL CORPORATION SPARKS FAMILY HOSPITAL, INC. STONINGTON BEHAVIORAL HEALTH, INC. THE ARBOUR, INC. THE BRIDGEWAY, INC. TURNING POINT CARE CENTER, INC. TWO RIVERS PSYCHIATRIC HOSPITAL, INC. UHS CHILDRENS SERVICES, INC. UHS HOLDING COMPANY, INC. UHS OF BENTON, INC. UHS OF CORNERSTONE, INC. UHS OF CORNERSTONE HOLDINGS, INC. UHS OF D.C., INC. UHS OF DELAWARE, INC. UHS OF DENVER, INC. UHS OF FAIRMOUNT, INC. UHS OF FULLER, INC. UHS OF GEORGIA, INC. UHS OF GEORGIA HOLDINGS, INC. UHS OF GREENVILLE, INC. UHS OF HAMPTON, INC. UHS OF HARTGROVE, INC. UHS OF LAKESIDE, LLC UHS OF NEW ORLEANS, INC. UHS OF OKLAHOMA, INC. UHS OF PARKWOOD, INC. UHS OF PENNSYLVANIA, INC. UHS OF PROVO CANYON, INC. UHS OF PUERTO RICO, INC. UHS OF RIVER PARISHES, INC. UHS OF SPRING MOUNTAIN, INC. UHS OF TEXOMA, INC. UHS OF TIMBERLAWN, INC. UHS OF TIMPANOGOS, INC. UHS OF WESTWOOD PEMBROKE, INC. UHS OF WYOMING, INC. UHS SAHARA, INC. UHS-CORONA, INC. UNITED HEALTHCARE OF HARDIN, INC. UNIVERSAL HEALTH SERVICES OF PALMDALE, INC. UNIVERSAL HEALTH SERVICES OF RANCHO SPRINGS, INC. VALLEY HOSPITAL MEDICAL CENTER, INC. WELLINGTON REGIONAL MEDICAL CENTER, INCORPORATED | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
ALLIANCE HEALTH CENTER, INC. ALTERNATIVE BEHAVIORAL SERVICES, INC. BENCHMARK BEHAVIORAL HEALTH SYSTEM, INC. BHC ALHAMBRA HOSPITAL, INC. BHC BELMONT PINES HOSPITAL, INC. BHC FAIRFAX HOSPITAL, INC. BHC FOX RUN HOSPITAL, INC. BHC FREMONT HOSPITAL, INC. BHC HEALTH SERVICES OF NEVADA, INC. BHC HERITAGE OAKS HOSPITAL, INC. BHC HOLDINGS, INC. BHC INTERMOUNTAIN HOSPITAL, INC. BHC MONTEVISTA HOSPITAL, INC. BHC PINNACLE POINTE HOSPITAL, INC. BHC SIERRA VISTA HOSPITAL, INC. BHC STREAMWOOD HOSPITAL, INC. BRENTWOOD ACQUISITION, INC. BRENTWOOD ACQUISITION-SHREVEPORT, INC. BRYNN MARR HOSPITAL, INC. CANYON RIDGE HOSPITAL, INC. CEDAR SPRINGS HOSPITAL, INC. FIRST HOSPITAL CORPORATION OF VIRGINIA BEACH FIRST HOSPITAL PANAMERICANO, INC. GREAT PLAINS HOSPITAL, INC. H. C. CORPORATION HAVENWYCK HOSPITAL INC. HHC AUGUSTA, INC. HHC CONWAY INVESTMENT, INC. HHC DELAWARE, INC. HHC FOCUS FLORIDA, INC. HHC POPLAR SPRINGS, INC. HHC RIVER PARK, INC. HHC ST. SIMONS, INC. HORIZON HEALTH CORPORATION HSA HILL CREST CORPORATION KIDS BEHAVIORAL HEALTH OF UTAH, INC. LAUREL OAKS BEHAVIORAL HEALTH CENTER, INC. MICHIGAN PSYCHIATRIC SERVICES, INC. NORTH SPRING BEHAVIORAL HEALTHCARE, INC. PREMIER BEHAVIORAL SOLUTIONS OF FLORIDA, INC. PREMIER BEHAVIORAL SOLUTIONS, INC. PSI SURETY, INC. PSYCHIATRIC SOLUTIONS, INC. PSYCHIATRIC SOLUTIONS OF VIRGINIA, INC. RAMSAY YOUTH SERVICES OF GEORGIA, INC. RIVEREDGE HOSPITAL HOLDINGS, INC. SPRINGFIELD HOSPITAL, INC. SUMMIT OAKS HOSPITAL, INC. TEXAS HOSPITAL HOLDINGS, INC. THE PINES RESIDENTIAL TREATMENT CENTER, INC. WINDMOOR HEALTHCARE INC. WINDMOOR HEALTHCARE OF PINELLAS PARK, INC. | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
LA AMISTAD RESIDENTIAL TREATMENT CENTER, LLC TENNESSEE CLINICAL SCHOOLS, LLC UHS OF BOWLING GREEN, LLC UHS OF RIDGE, LLC UHS OF ROCKFORD, LLC | ||||
By: Universal Health Services, Inc. Its managing member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Senior Vice President |
FORT DUNCAN MEDICAL CENTER, L.P. | ||||
By: Fort Duncan Medical Center, Inc. Its general partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: UHS of Fairmount, Inc. Its limited partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
FRONTLINE HOSPITAL, LLC FRONTLINE RESIDENTIAL TREATMENT CENTER, LLC | ||||
By: Frontline Behavioral Health, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KEYS GROUP HOLDINGS LLC | ||||
By: UHS Children Services, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KEYSTONE/CCS PARTNERS LLC | ||||
By: Childrens Comprehensive Services, Inc. Its Minority Member | ||||
By: KEYS Group Holdings LLC Its Managing Member and sole member of the minority member | ||||
By: UHS Children Services, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KEYSTONE CONTINUUM, LLC KEYSTONE NPS LLC KEYSTONE RICHLAND CENTER, LLC | ||||
By: Keystone/CCS Partners LLC Its managing member | ||||
By: Childrens Comprehensive Services, Inc. Its minority member | ||||
By: KEYS Group Holdings LLC Its managing member and sole member of the minority member | ||||
By: UHS Children Services, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KEYSTONE EDUCATION AND YOUTH SERVICES, LLC | ||||
By: KEYS Group Holdings LLC Its managing member | ||||
By: UHS Children Services, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KEYSTONE MARION, LLC KEYSTONE MEMPHIS, LLC KEYSTONE NEWPORT NEWS, LLC KEYSTONE WSNC, L.L.C. | ||||
By: Keystone Education and Youth Services, LLC Its managing member | ||||
By: KEYS Group Holdings LLC Its managing member | ||||
By: UHS Children Services, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
MANATEE MEMORIAL HOSPITAL, L.P. | ||||
By: Wellington Regional Medical Center, Incorporated Its general partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: UHS of Pennsylvania, Inc. Its limited partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
MCALLEN HOSPITALS, L.P. | ||||
By: McAllen Medical Center, Inc. Its general partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: UHS of Georgia Holdings, Inc. Its limited partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
PENDLETON METHODIST HOSPITAL, L.L.C. | ||||
By: UHS of River Parishes, Inc. Its managing member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS KENTUCKY HOLDINGS, L.L.C. | ||||
By: UHS of Delaware, Inc. Its managing member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF ANCHOR, L.P. UHS OF LAUREL HEIGHTS, L.P. UHS OF PEACHFORD, L.P. | ||||
By: UHS of Georgia, Inc. Its general partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: UHS of Georgia Holdings, Inc. Its limited partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF CENTENNIAL PEAKS, L.L.C. | ||||
By: UHS of Denver, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF DOVER, L.L.C. | ||||
By: UHS of Rockford, LLC Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF DOYLESTOWN, L.L.C. | ||||
By: UHS of Pennsylvania, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF SALT LAKE CITY, L.L.C. | ||||
By: UHS of Provo Canyon, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF SAVANNAH, L.L.C. | ||||
By: UHS of Georgia Holdings, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
UHS OKLAHOMA CITY LLC UHS OF SPRINGWOODS, L.L.C. | ||||
By: UHS of New Orleans, Inc. Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UHS OF SUMMITRIDGE, LLC | ||||
By: UHS of Peachford, L.P, Its managing member | ||||
By: UHS of Georgia, Inc. Its general partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
PSYCHIATRIC SOLUTIONS HOSPITALS, LLC | ||||
By: Psychiatric Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KMI ACQUISITION, LLC ROLLING HILLS HOSPITAL, LLC PSJ ACQUISITION, LLC SHADOW MOUNTAIN BEHAVIORAL HEALTH SYSTEM, LLC TBD ACQUISITION, LLC | ||||
By: Psychiatric Solutions Hospitals, LLC Its Sole Member | ||||
By: Psychiatric Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
ATLANTIC SHORES HOSPITAL, L.L.C. EMERALD COAST BEHAVIORAL HOSPITAL, LLC OCALA BEHAVIORAL HEALTH, LLC PALMETTO BEHAVIORAL HEALTH HOLDINGS, LLC | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
PALMETTO BEHAVIORAL HEALTH SYSTEM, L.L.C. | ||||
By: Palmetto Behavioral Health Holdings, LLC Its Sole Member | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
PALMETTO LOWCOUNTRY BEHAVIORAL HEALTH, L.L.C. | ||||
By: Palmetto Behavioral Health System, L.L.C. Its Sole Member | ||||
By: Palmetto Behavioral Health Holdings, LLC Its Sole Member | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
RAMSAY MANAGED CARE, LLC SAMSON PROPERTIES, LLC TBJ BEHAVIORAL CENTER, LLC THREE RIVERS HEALTHCARE GROUP, LLC ZEUS ENDEAVORS, LLC WEKIVA SPRINGS CENTER, LLC | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
SP BEHAVIORAL, LLC UNIVERSITY BEHAVIORAL, LLC | ||||
By: Ramsay Managed Care, LLC Its Sole Member | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
THREE RIVERS BEHAVIORAL HEALTH, LLC | ||||
By: Three Rivers Healthcare Group, LLC Its Sole Member | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
THE NATIONAL DEAF ACADEMY, LLC | ||||
By: Zeus Endeavors, LLC Its Sole Member | ||||
By: Premier Behavioral Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
WILLOW SPRINGS, LLC | ||||
By: BHC Health Services of Nevada, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
BHC PROPERTIES, LLC | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
BHC MESILLA VALLEY HOSPITAL | ||||
By: BHC Properties, LLC Its Sole Member | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
BHC NORTHWEST PSYCHIATRIC HOSPITAL, LLC | ||||
By: BHC Properties, LLC Its Sole Member | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
HOLLY HILL HOSPITAL, LLC | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
CUMBERLAND HOSPITAL PARTNERS, LLC | ||||
By: BHC Properties, LLC Its Sole Member | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
CUMBERLAND HOSPITAL, LLC | ||||
By: Cumberland Hospital Partners, LLC Its Managing Member | ||||
By: BHC Properties, LLC Its Minority Member and Sole Member of the Managing Member | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
COLUMBUS HOSPITAL PARTNERS, LLC LEBANON HOSPITAL PARTNERS, LLC NORTHERN INDIANA PARTNERS, LLC VALLE VISTA HOSPITAL PARTNERS, LLC | ||||
By: Behavioral Healthcare LLC Its Sole Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
VALLE VISTA, LLC | ||||
By: BHC of Indiana, General Partnership Its Sole Member | ||||
By: Columbus Hospital Partners, LLC Its General Partner | ||||
By: Lebanon Hospital Partners, LLC Its General Partner | ||||
By: Northern Indiana Partners, LLC Its General Partner | ||||
By: Valle Vista Hospital Partners, LLC Its General Partner | ||||
By: Behavioral Healthcare LLC The Sole Member of each of the above General Partners | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
WELLSTONE REGIONAL HOSPITAL ACQUISITION, LLC | ||||
By: Wellstone Holdings, Inc. Its Minority Member | ||||
By: Behavioral Healthcare LLC Its Managing Member and Sole Member of the Minority Member | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
BEHAVIORAL HEALTHCARE, LLC | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
HORIZON HEALTH HOSPITAL SERVICES, LLC HORIZON MENTAL HEALTH MANAGEMENT, LLC SUNSTONE BEHAVIORAL HEALTH, LLC | ||||
By: Horizon Health Corporation Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
KINGWOOD PINES HOSPITAL, LLC HHC PENNSYLVANIA, LLC TOLEDO HOLDING CO., LLC | ||||
By: Horizon Health Hospital Services, LLC Its Sole Member | ||||
By: Horizon Health Corporation Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
HICKORY TRAIL HOSPITAL, L.P. NEURO INSTITUTE OF AUSTIN, L.P. TEXAS CYPRESS CREEK HOSPITAL, L.P. TEXAS LAUREL RIDGE HOSPITAL, L.P. TEXAS SAN MARCOS TREATMENT CENTER, L.P. TEXAS WEST OAKS HOSPITAL, L.P. | ||||
By: Texas Hospital Holdings, LLC Its General Partner | ||||
By: Psychiatric Solutions Hospitals, LLC Its Sole Member | ||||
By: Psychiatric Solutions, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: Texas Hospital Holdings, Inc. Its Limited Partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
SHC-KPH, LP | ||||
By: HHC Kingwood Investment, LLC Its General Partner | ||||
By: Kingwood Pines Hospital, LLC Its Limited partner | ||||
By: Horizon Health Hospital Services, LLC The Sole Member of the above Limited and General Partner | ||||
By: Horizon Health Corporation Its sole member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
H.C. PARTNERSHIP | ||||
By: H.C. Corporation Its General Partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President | |||
By: HSA Hill Crest Corporation Its General Partner | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
BHC OF INDIANA, GENERAL PARTNERSHIP | ||||
By: Columbus Hospital Partners, LLC Its General Partner | ||||
By: Lebanon Hospital Partners, LLC Its General Partner | ||||
By: Northern Indiana Partners, LLC Its General Partner | ||||
By: Valle Vista Hospital Partners, LLC Its General Partner | ||||
By: BHC Healthcare, LLC The Sole Member of each of the above General Partners | ||||
By: BHC Holdings, Inc. Its Sole Member | ||||
By: | /s/ Steve Filton | |||
Name: | Steve Filton | |||
Title: | Vice President |
UNION BANK, N.A., as Trustee | ||||
By: | /s/ Eva Aryeetey | |||
Name: | Eva Aryeetey | |||
Title: | Vice President | |||