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Exhibit 10.1
JOINDER AGREEMENT
THIS JOINDER AGREEMENT (the "Agreement"), effective as of August
1,
2005, is by and between CARDIOVASCULAR SPECIALTY CENTERS OF UTAH,
LP, a Delaware
limited partnership (the "Subsidiary"), and BANK OF AMERICA, N.A.,
in its
capacity as Administrative Agent under that certain Amended and
Restated Credit
Agreement (as it may be amended, modified, restated or supplemented
from time to
time, the "Credit Agreement"), dated as of June 22, 2004, by and
among IASIS
HEALTHCARE LLC, a Delaware limited liability company (the
"Borrower"), the
Guarantors, the Lenders and Bank of America, N.A., as
Administrative Agent,
Swingline Lender and L/C Issuer. All of the defined terms in the
Credit
Agreement are incorporated herein by reference.
The Loan Parties are required by Section 7.11 of the Credit
Agreement
to cause the Subsidiary to become a "Guarantor".
Accordingly, the Subsidiary hereby agrees as follows with the
Administrative Agent, for the benefit of the Lenders:
1. The Subsidiary hereby acknowledges, agrees and confirms that,
by
its execution of this Agreement, the Subsidiary will be deemed to
be a party to
the Credit Agreement and a "Guarantor" for all purposes of the
Credit Agreement,
and shall have all of the obligations of a Guarantor thereunder as
if it had
executed the Credit Agreement. The Subsidiary hereby ratifies, as
of the date
hereof, and agrees to be bound by, all of the terms, provisions and
conditions
applicable to the Guarantors contained in the Credit Agreement.
Without limiting
the generality of the foregoing terms of this paragraph 1, the
Subsidiary hereby
jointly and severally together with the other Guarantors,
guarantees to each
Lender and the Administrative Agent, as provided in Article IV of
the Credit
Agreement, the prompt payment and performance of the Obligations in
full when
due (whether at stated maturity, as a mandatory prepayment, by
acceleration or
otherwise) strictly in accordance with the terms thereof.
2. The Subsidiary hereby acknowledges, agrees and confirms that,
by
its execution of this Agreement, the Subsidiary will be deemed to
be a party to
the Security Agreement and shall have all the obligations of an
"Obligor" (as
such term is defined in the Security Agreement) thereunder as if it
had executed
the Security Agreement. The Subsidiary hereby ratifies, as of the
date hereof,
and agrees to be bound by, all of the terms, provisions and
conditions contained
in the Security Agre