WebMD Health Corp. Contracts & Agreements

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Filed
First Supplemental Indenture, dated as of September 15, 2017, between WebMD and The Bank of New York Mellon Trust Company, N.A., relating to the 2018 Notes
Indenture Agreements
WebMD Health Corp.
2017
First Supplemental Indenture, dated as of September 15, 2017, between WebMD and The Bank of New York Mellon Trust Company, N.A., relating to the 2020 Notes
Indenture Agreements
WebMD Health Corp.
2017
First Supplemental Indenture to the Indenture, dated as of September 15, 2017, between WebMD and The Bank of New York Mellon Trust Company, N.A., relating to the 2023 Notes
Indenture Agreements
WebMD Health Corp.
2017
AGREEMENT AND PLAN OF MERGER among MH SUB I, LLC, DIAGNOSIS MERGER SUB, INC. and WEBMD HEALTH CORP. Dated asof July 24, 2017 TABLE OF CONTENTS
Merger Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2017
WEBMD HEALTH CORP. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN (AS AMENDEDAND RESTATED AS OF JUNE 1, 2017) ARTICLE 1 PURPOSE
Bonus & Incentive Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2017
AMENDMENT NO. 7 TO THEWEBMD HEALTH CORP. SUPPLEMENTAL BONUS PROGRAM TRUST AGREEMENT
Bonus & Incentive Agreements
WebMD Health Corp.
2017
WEBMD HEALTH CORP. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN (AS AMENDEDAND RESTATED AS OF FEBRUARY 13, 2017) ARTICLE 1 PURPOSE
Bonus & Incentive Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2017
ANNEX A
WebMD Health Corp.
2017
WebMDHealth Corp. 395 Hudson St. New York, NY 10014
WebMD Health Corp.
Health Care Providers & Services
2017
WEBMDHEALTH CORP. PERFORMANCE-BASED RESTRICTED STOCK AGREEMENT
Bonus & Incentive Agreements
WebMD Health Corp.
2017
WEBMDHEALTH CORP. PERFORMANCE-BASED RESTRICTED STOCK AGREEMENT
Bonus & Incentive Agreements
WebMD Health Corp.
2017
WEBMDHEALTH CORP. 395 Hudson Street New York, New York 10014
WebMD Health Corp.
2016
WEBMD HEALTH CORP. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of June 1, 2016 $360,000,000Principal Amount 2.625% Convertible Notes due 2023...
Indenture Agreements
WebMD Health Corp.
Health Care Providers & Services
NY
2016
WEBMD HEALTH CORP. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN (AS AMENDEDAND RESTATED AS OF OCTOBER 1, 2015) ARTICLE 1 PURPOSE
Bonus & Incentive Agreements
WebMD Health Corp.
2015
WEBMD HEALTH CORP. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN (AS AMENDEDAND RESTATED AS OF OCTOBER 1, 2014) ARTICLE 1 PURPOSE
Bonus & Incentive Agreements
WebMD Health Corp.
2014
WebMD Health Corp. 111 Eighth Avenue New York,New York 10001
WebMD Health Corp.
Health Care Providers & Services
2014
AMENDMENT NO. 2 TO THE WEBMD HEALTH CORP. SUPPLEMENTAL BONUS PROGRAM TRUST AGREEMENT
Bonus & Incentive Agreements
WebMD Health Corp.
Health Care Providers & Services
2014
AMENDMENT NO. 3 TO THE WEBMD HEALTH CORP. SUPPLEMENTAL BONUS PROGRAM TRUST AGREEMENT
Bonus & Incentive Agreements
WebMD Health Corp.
Health Care Providers & Services
2014
WEBMD HEALTH CORP. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of November 26, 2013 $350,000,000Principal Amount 1.50% Convertible Notes due...
Indenture Agreements
WebMD Health Corp.
Health Care Providers & Services
NY
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10011
WebMD Health Corp.
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10011
WebMD Health Corp.
Health Care Providers & Services
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10001
WebMD Health Corp.
Health Care Providers & Services
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10001
WebMD Health Corp.
2013
WEBMD HEALTH CORP. 111 Eighth Avenue New York, New York 10011
WebMD Health Corp.
Health Care Providers & Services
NY
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10001
WebMD Health Corp.
2013
WebMD Health Corp. 111 Eighth Avenue New York, NY 10011
WebMD Health Corp.
2013
AMENDMENT NUMBER ONE TO DIRECTOR APPOINTMENT AGREEMENT
WebMD Health Corp.
Health Care Providers & Services
2013
AMENDMENT TO DIRECTOR APPOINTMENT AGREEMENT
WebMD Health Corp.
2013
[Date]
WebMD Health Corp.
Health Care Providers & Services
2013
ANNEX A RESTRICTIVE COVENANT AGREEMENT
WebMD Health Corp.
Health Care Providers & Services
2013
AMENDMENT TO RIGHTS AGREEMENT
WebMD Health Corp.
2012
WEBMD HEALTH CORP. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN (AS AMENDED AND RESTATED ON JULY 24, 2012) ARTICLE 1 PURPOSE
Bonus & Incentive Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2012
WebMD Health Corp. 111 Eighth Avenue New York, NY 10001
WebMD Health Corp.
2012
WebMD Health Corp. 111 Eighth Avenue New York, NY 10011
WebMD Health Corp.
2012
WEBMD HEALTH CORP. NON-QUALIFIED STOCK OPTION AGREEMENT
Stock Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2012
WEBMD HEALTH CORP. RESTRICTED STOCK AGREEMENT
Stock Agreements
WebMD Health Corp.
Health Care Providers & Services
NY
2012
WebMD Health Corp. 111 Eighth Avenue New York, NY 10011
WebMD Health Corp.
2012
WEBMD HEALTHCORP. 111 Eighth Avenue New York, New York 10011 January 19, 2012
WebMD Health Corp.
2012
AGREEMENT TO FORFEIT NON-QUALIFIED STOCK OPTIONS
Stock Agreements
WebMD Health Corp.
Health Care Providers & Services
DE
2012
AGREEMENT TO FORFEIT NON-QUALIFIED STOCK OPTIONS
Stock Agreements
WebMD Health Corp.
2012
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
Health Care Providers & Services
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
Health Care Providers & Services
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
Health Care Providers & Services
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
2011
EX-101 INSTANCE DOCUMENT
WebMD Health Corp.
2011
Entry into a Material Definitive Agreement
WebMD Health Corp.
2011
WEBMD HEALTH CORP.
WebMD Health Corp.
Health Care Providers & Services
NY
2011
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals and mobile applications
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals and mobile applications
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals and mobile applications
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals
WebMD Health Corp.
Health Care Providers & Services
2010
PURCHASE AND RELEASE AGREEMENT
Release Agreements
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals
WebMD Health Corp.
Health Care Providers & Services
NY
2010
failure to achieve sufficient levels of usage of our public and private portals
WebMD Health Corp.
2010
failure to achieve sufficient levels of usage of our public and private portals
WebMD Health Corp.
2010
WITNESSETH:
WebMD Health Corp.
2009
WITNESSETH:
WebMD Health Corp.
2009
AGREEMENT AND PLAN OF MERGER between WEBMD HEALTH CORP. and HLTH CORPORATION Dated as of June17, 2009
Merger Agreements
WebMD Health Corp.
2009
failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
NY
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
NY
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
NY
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
2009
the failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
2009
failure to achieve sufficient levels of usage of our public portals
WebMD Health Corp.
Health Care Providers & Services
DE
2008
TERMINATION AGREEMENT
Termination Agreements
WebMD Health Corp.
2008
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER
Merger Agreements
WebMD Health Corp.
2008
EX-10.1 LOAN AGREEMENT
Loan Agreements
WebMD Health Corp.
2008
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Merger Agreements
WebMD Health Corp.
2008
AGREEMENT AND PLAN OF MERGER
Merger Agreements
WebMD Health Corp.
2008
EX-10.1 AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN
Bonus & Incentive Agreements
WebMD Health Corp.
2007
EX-2.1 UNIT PURCHASE AGREEMENT DATED 11-2-06
Purchase Agreements
WebMD Health Corp.
2006
AMENDED AND RESTATED BUSINESS SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2006
CDHP Marketing Plan Agreement
Marketing Agreements
WebMD Health Corp.
2006
AMENDED AND RESTATED BUSINESS SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2006
AMENDED AND RESTATED JOINT DEVELOPMENT AGREEMENT
Development Agreements
WebMD Health Corp.
2006
ASSET PURCHASE AGREEMENT
Purchase Agreements
WebMD Health Corp.
2006
EX-10.1 AGREEMENT AND PLAN OF MERGER
Merger Agreements
WebMD Health Corp.
2006
EX-10.27 AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN
Bonus & Incentive Agreements
WebMD Health Corp.
2006
EX-10.60 ASSET PURCHASE AGREEMENT
Purchase Agreements
WebMD Health Corp.
2006
EX-10.1 BUSINESS SERVICE AGREEMENT
Services Agreements
WebMD Health Corp.
2006
EX-10.2 MARKETING AGREEMENT
Marketing Agreements
WebMD Health Corp.
2006
EX-10.3 JOINT DEVELOPMENT AGREEMENT
Development Agreements
WebMD Health Corp.
2006
EX-10.1 AGREEMENT AND PLAN OF MERGER
Merger Agreements
WebMD Health Corp.
2006
EX-10.27: FORM OF 2005 LONG-TERM INCENTIVE PLAN
Bonus & Incentive Agreements
WebMD Health Corp.
2005
EX-1.1: FORM OF UNDERWRITING AGREEMENT
Underwriting Agreements
WebMD Health Corp.
2005
EX-10.47: SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-4.2: REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreements
WebMD Health Corp.
2005
EX-10.27: FORM OF 2005 LONG-TERM INCENTIVE PLAN
Bonus & Incentive Agreements
WebMD Health Corp.
2005
EX-10.48: FORM OF RESTRICTED STOCK AGREEMENT
Stock Agreements
WebMD Health Corp.
2005
EX-10.49: FORM OF RESTSRICTED STOCK AGREEMENT
Stock Agreements
WebMD Health Corp.
2005
EX-10.50: FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT
Stock Agreements
WebMD Health Corp.
2005
EX-10.51: FORM OF NON-SQUALIFED STOCK OPTION AGREEMENT
Stock Agreements
WebMD Health Corp.
2005
EX-4.1: SPECIMEN CERTIFICATE
WebMD Health Corp.
2005
EX-10.1: FORM OF TAX SHARING AGREEMENT
WebMD Health Corp.
2005
EX-10.2: FORM OF SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.4: FORM OF INTELLECTUAL PROPERTY LICENSE AGREEMENT
License Agreements
WebMD Health Corp.
2005
EX-10.5: FORM OF CONTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment Agreements
WebMD Health Corp.
2005
EX-10.6: FORM OF PRIVATE PORTAL SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.7: FORM OF CONTENT LICENSE AGREEMENT
License Agreements
WebMD Health Corp.
2005
EX-10.8: FORM OF DATABASE AGREEMENT
WebMD Health Corp.
2005
EX-10.9: FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreements
WebMD Health Corp.
2005
EX-10.15: EMPLOYMENT AGREEMENT
Employment Agreements
WebMD Health Corp.
2005
EX-10.16: EMPLOYMENT AGREEMENT
Employment Agreements
WebMD Health Corp.
2005
EX-10.17: EMPLOYMENT AGREEMENT
Employment Agreements
WebMD Health Corp.
2005
EX-10.18: EMPLOYMENT AGREEMENT
Employment Agreements
WebMD Health Corp.
2005
EX-10.27: FORM OF LONG-TERM INCENTIVE PLAN
Bonus & Incentive Agreements
WebMD Health Corp.
2005
EX-10.40: THE INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.41: FIRST AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.42: SECOND AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.43: THIRD AMENDMENT TO THE INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.44: FOURTH AMENDMENT TO THE INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.42: SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.35: INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.36: FIRST AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.37: SECOND AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.38: THIRD AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.39: FOURTH AMENDMENT TO INTERACTIVE SERVICES AGREEMENT
Services Agreements
WebMD Health Corp.
2005
EX-10.40: AGREEMENT OF LEASE
Lease Agreements
WebMD Health Corp.
2005
EX-10.41: FIRST AMENDMENT TO LEASE AGREEMENT
Lease Agreements
WebMD Health Corp.
2005
EX-10.3: FORM OF INDEMNITY
WebMD Health Corp.
2005