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doctype: Second Amended and Restated Securityholders Agreement

MUZAK HOLDINGS FINANCE CORP. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2002-05-15)

This SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT is dated as of March 15, 2002, by and among Muzak Holdings LLC (f/k/a ACN Holdings, LLC), a Delaware limited liability company (the "Company"); MEM Holdings, LLC ("MEM Holdings"); AMFM Systems, Inc. ("AMFM"); BancAmerica Capital Investors I, L.P. ("BACI"); New York Life Capital Partners, L.P. ("New York Life"); and The Northwestern Mutual Life Insurance Company ("Northwestern").

MUZAK HOLDINGS FINANCE CORP. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2002-05-15)

This SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT is dated as of March 15, 2002, by and among Muzak Holdings LLC (f/k/a ACN Holdings, LLC), a Delaware limited liability company (the "Company"); MEM Holdings, LLC ("MEM Holdings"); AMFM Systems, Inc. ("AMFM"); BancAmerica Capital Investors I, L.P. ("BACI"); New York Life Capital Partners, L.P. ("New York Life"); and The Northwestern Mutual Life Insurance Company ("Northwestern").

GOLDLEAF FINANCIAL SOLUTIONS INC.. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2008-07-02)

THIS SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (this “ _Agreement_ ”) is entered into as of June 27, 2008, among GOLDLEAF FINANCIAL SOLUTIONS, INC., f/k/a Private Business, Inc., a Tennessee corporation (the “ _Company_ ”) and LIGHTYEAR PBI HOLDINGS, LLC, a Delaware limited liability company (“ _Lightyear_ ”).

DOUGLAS DYNAMICS, INC. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2010-03-08)

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (the “Amendment”), dated as of December 27, 2004, is being entered into by and among Douglas Dynamics Holdings, Inc., a Delaware corporation (the “Company”), Aurora Industrial Holdings LLC, a Delaware limited liability company, Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership, and the holders of a majority in voting interests of the Common Stock and Preferred Stock, voting together as a single class, held by the Securityholders. All capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement (as defined below).

DOUGLAS DYNAMICS, INC. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2010-04-30)

THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (the “ _Amendment_ ”), dated as of [*], 2010, is being entered into by and among Douglas Dynamics, Inc. (formerly known as Douglas Dynamics Holdings, Inc.), a Delaware corporation (the “ _Company_ ”), Aurora Equity Partners II L.P., a Delaware limited partnership, Aurora Overseas Equity Partners II, L.P., a Cayman Islands exempt limited partnership, Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership, the holders of a majority in voting interests of the Common Stock and Preferred Stock, voting together as a single class, held by the Securityholders, and each of the Class A Securityholders listed on _Exhibit A_. All capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement (as defined below).

DOUGLAS DYNAMICS, INC. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2011-05-02)

THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (the “ _Amendment_ ”), dated as of May 4, 2010, is being entered into by and among Douglas Dynamics, Inc. (formerly known as Douglas Dynamics Holdings, Inc.), a Delaware corporation (the “ _Company_ ”), Aurora Equity Partners II L.P., a Delaware limited partnership, Aurora Overseas Equity Partners II, L.P., a Cayman Islands exempt limited partnership, Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership, the holders of a majority in voting interests of the Common Stock and Preferred Stock, voting together as a single class, held by the Securityholders, and each of the Class A Securityholders listed on _Exhibit A_. All capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement (as defined below).

21st Century Oncology Holdings, Inc.. SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (2014-09-26)

This Second Amended and Restated Securityholders Agreement (this “ _Agreement_ ”) is entered into as of September 26, 2014 by and among (i) 21st Century Oncology Investments, LLC (f/k/a Radiation Therapy Investments, LLC), a Delaware limited liability company (the “ _Company_ ”), (ii) 21st Century Oncology Holdings, Inc. (f/k/a Radiation Therapy Services Holding, Inc.), a Delaware corporation and a wholly-owned subsidiary of the Company (“ _Holdings_ ”), (iii) Canada Pension Plan Investment Board, a Canadian federal crown corporation (“ _CPPIB_ ”), (iv) Vestar Capital Partners V, L.P., a Cayman Islands exempted limited partnership (“ _Vestar V_ ”), Vestar Capital Partners V-A, L.P., a Cayman Islands exempted limited partnership (“ _Vestar V-A_ ”), Vestar Executive V, L.P., a Cayman Islands exempted limited partnership, Vestar Holdings V, L.P., a Cayman Islands exempted limited partnership, Vestar/Radiation Therapy Investments, LLC, a Delaware limited liability company (“ _Vestar/RTI_ ”), and any investment fund affiliated with Vestar Capital Partners V, L.P. that at any time acquires Securities and executes a counterpart of this Agreement or otherwise agrees to be bound by this Agreement (collectively, “ _Vestar_ ”), (v) parties to this Agreement who are identified as Employees on the signature page hereto (each, an “ _Employee_ ” and, collectively, the “ _Employees_ ”), (vi) TCW/Crescent Mezzanine Partners V, L.P., a Delaware limited partnership, TCW/Crescent Mezzanine Partners VB, L.P., a Delaware limited partnership, TCW/Crescent Mezzanine Partners VC, L.P., a Delaware limited partnership, MAC Equity Holdings, LLC, a Delaware limited liability company (the entities described in this clause (vi), each, a “ _TCW Holder_ ” and collectively, “ _TCW_ ”)), (vii) New York Life Investment Management Mezzanine Partners II, LP, a Delaware limited partnership, and NYLIM Mezzanine Partners II Parallel Fund, LP, a Delaware limited partnership (the entities described in this clause (vii), each, an “ _NYLIM Holder_ ” and collectively, “ _NYLIM_ ”)), (viii) each other holder of Company Securities or Holdings Securities who hereafter executes a separate agreement to be bound by the terms hereof (Vestar, the Employees, TCW, NYLIM and each other Person that is or may become a party to this Agreement as contemplated hereby and holds Company Securities are sometimes referred to herein collectively as the “ _Company Securityholders_ ” and individually as a “ _Company Securityholder_ ” and CPPIB and each other Person (other than the Company) that is or may become a party to this Agreement and holds Holdings Securities are sometimes referred to herein collectively as the “ _Holdings Securityholders_ ” and individually as a “ _Holdings Securityholder_ ” and the Company Securityholders and the Holdings Securityholders are sometimes referred to herein collectively as the “ _Securityholders_ ” and individually as a “ _Securityholder_ ”). Certain capitalized terms used herein are defined in Section 9.1.

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