0001362310-08-003456 Sample Contracts

MIMEDX LETTERHEAD]
Consulting Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus • Florida

MiMedx, Inc., Inc. (the “Company”) hereby confirms its mutual agreement with Thomas J. Graham, M.D. (“you” or “Consultant”) for you to serve as a consultant to the Company (including your service on the Company’s Physician’s Advisory Board (“PAB”), upon the terms and conditions set forth in this Consulting Agreement for services within the Field (as defined on Exhibit A attached hereto) and with respect to the Company’s other research, development, and business activities. It is agreed that the consulting agreement dated March 8, 2007 between you and the Company (the “Original Agreement”) regarding your service on the PAB is hereby terminated upon execution hereof by both parties, provided that you shall retain the consulting fees and options already received under the Original Agreement.

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ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT
Assignment and Assumption of Employment Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus

THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT (this “Assignment”), effective the 23rd day of June 2008, is made by and between MiMedx, Inc, a Florida corporation (“Assignor”), and MiMedx Group, Inc., a Florida corporation (“Assignee”).

Re: Consulting Agreement for a Director Position on the Advisory Panel
Mimedx Group, Inc. • June 27th, 2008 • Surgical & medical instruments & apparatus • Georgia

SpineMedica Corp (“SpineMedica” or “the Company”) is interested in retaining you as a consultant upon the terms and conditions set forth in this letter agreement within the field of Neurological Surgery , Orthopedics, and Orthopedic Surgery, including muscular and skeletal areas, related to the human spine ( the “Field”) and with respect to the Company’s other research, development, and business activities. The field of this agreement may be broadened by mutual agreement to include other inventions or technologies licensed by the Company.

Re: SpineMedica Physician Advisory Board Consulting Agreement
Consulting Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus • Georgia

SpineMedica Corp., (“SpineMedica” or “the Company”) hereby confirms its mutual agreement with you to serve as a consultant to the Company by serving as a member of the Company’s Physician Advisory Board (“PAB”) upon the terms and conditions set forth in this letter agreement within the field of spinal disc arthroplasty, spinal disc replacement, and other therapies related to orthopedic and neurological surgery of the lumbar spine involving the proprietary Salubria® material exclusively licensed to the Company in the all spinal applications, including the development, production and sale of SaluDiscTM spinal disc prostheses (“Field”) and with respect to the Company’s other research, development, and business activities. The Field of this agreement may be broadened by mutual consent. The Company understands that you are currently an employee and/or member, advisor, affiliate, consultant or are in some other way related to another organization or organizations, as described on Appendix A

ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT
Assignment and Assumption of Employment Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus

THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT (this “Assignment”), effective the 20th day of June 2008, is made by and between MiMedx, Inc, a Florida corporation (“Assignor”), and MiMedx Group, Inc., a Florida corporation (“Assignee”).

Re: SpineMedica Physician Advisory Board Consulting Agreement Dear Dr. DeWald:
Board Consulting Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus • Georgia

SpineMedica Corp., (“SpineMedica” or “the Company”) hereby confirms its mutual agreement with you to serve as a consultant to the Company by serving as a member of the Company’s Physician Advisory Board (“PAB”) upon the terms and conditions set forth in this letter agreement within the field of spinal disc replacement involving the proprietary Salubria™ material exclusively licensed to the Company in the all spinal applications, including the development, production and sale of SaluDisc™ spinal disc prostheses (“Field”) and with respect to the Company’s other research, development, and business activities. The Field of this agreement may be broadened by mutual consent.

ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT
Assignment and Assumption of Employment Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus

THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT (this “Assignment”), effective the 21st day of June 2008, is made by and between MiMedx, Inc, a Florida corporation (“Assignor”), and MiMedx Group, Inc., a Florida corporation (“Assignee”).

ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT
Assignment and Assumption of Employment Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus

THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT (this “Assignment”), effective the 24th day of June 2008, is made by and between MiMedx, Inc, a Florida corporation (“Assignor”), and MiMedx Group, Inc., a Florida corporation (“Assignee”).

ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT
Assignment and Assumption of Employment Agreement • June 27th, 2008 • Mimedx Group, Inc. • Surgical & medical instruments & apparatus

THIS ASSIGNMENT AND ASSUMPTION OF EMPLOYMENT AGREEMENT (this “Assignment”), effective the 20th day of June 2008, is made by and between MiMedx Group, Inc. (formerly Alynx, Co.), a Florida corporation (“Assignor”), and MiMedx, Inc., a Florida corporation (“Assignee”).

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