0000912057-02-039627 Sample Contracts

Voting Agreement
Voting Agreement • October 24th, 2002 • Scherer Healthcare Inc • Surgical & medical instruments & apparatus • Delaware

This Agreement is entered into as of October 19, 2002 by Stericycle, Inc., a Delaware corporation ("Parent"), Sharps Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent ("MergerSub"), and Robert P. Scherer, Jr., a Georgia resident ("Stockholder").

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Noncompetition Agreement
Scherer Healthcare Inc • October 24th, 2002 • Surgical & medical instruments & apparatus • Georgia

This Agreement is entered into as of October 19, 2002 by Stericycle, Inc., a Delaware corporation ("Parent"), and Robert P. Scherer, Jr., a Georgia resident ("Officer").

AGREEMENT AND PLAN OF MERGER dated as of October 19, 2002 entered into by Stericycle, Inc., Sharps Acquisition Corporation and Scherer Healthcare, Inc.
Agreement and Plan of Merger • October 24th, 2002 • Scherer Healthcare Inc • Surgical & medical instruments & apparatus • Delaware

This Agreement and Plan of Merger (this "Agreement") is entered into as of October 19, 2002 by Stericycle, Inc., a Delaware corporation ("Parent"), Sharps Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent ("MergerSub"), and Scherer Healthcare, Inc., a Delaware corporation ("Company").

Consulting Agreement
Scherer Healthcare Inc • October 24th, 2002 • Surgical & medical instruments & apparatus • Illinois

This Agreement is entered into as of October 19, 2002 by Stericycle, Inc., a Delaware corporation ("Parent"), and Robert P. Scherer, Jr., a Georgia resident ("Officer").

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