THIRD AMENDMENT TO CREDIT AGREEMENT,
WAIVER AND CONSENT
THIS THIRD AMENDMENT TO CREDIT AGREEMENT, WAIVER AND CONSENT (this “
Amendment ”), dated as of February 26, 2004, is by and among INSIGHT HEALTH SERVICES CORP., a
Delaware corporation (the “ Borrower ”), the Guarantors parties hereto, the Lenders parties hereto, BANK OF
AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the “ Administrative Agent ”),
WACHOVIA BANK, NATIONAL ASSOCIATION (formerly known as First Union National Bank), as
Syndication Agent (in such capacity, the “ Syndication Agent ”) and THE CIT GROUP/BUSINESS CREDIT,
INC., as Documentation Agent (in such capacity, the “ Documentation Agent ”).
W I T N E S S E T H
WHEREAS, the Borrower, the Parent, the Subsidiary Guarantors, the Lenders, the Administrative
Agent, the Syndication Agent and the Documentation Agent entered into that certain Credit Agreement dated as
of October 17, 2001 (as amended by that certain First Amendment to Credit Agreement, Waiver and Consent
dated as of January 24, 2003, and that certain Second Amendment to Credit Agreement, Waiver and Consent
dated as of July 11, 2003, the “ Existing Credit Agreement ”);
WHEREAS, the Borrower has requested that certain provisions of the Existing Credit Agreement be
WHEREAS, the parties have agreed to amend the Existing Credit Agreement as set forth herein.
NOW, THEREFORE, in consideration of the agreements hereinafter set forth, and for other good and
valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as
SUBPART 1.1 Certain Definitions . Unless otherwise defined herein or the context otherwise
requires, the following terms used in this Amendment, including its preamble and recitals, have the following
“ Amended Credit Agreement ” means the Existing Credit Agreement as amended hereby.