0001437749-15-001656 Sample Contracts

Zenith Education Group, Inc. One Imation Place, Building 2 Oakdale, MN 55128 January 5, 2015
Asset Purchase Agreement • February 3rd, 2015 • Corinthian Colleges Inc • Services-educational services

Reference is made to the Asset Purchase Agreement dated as of November 19, 2014, as amended by a Letter Agreement dated December 17, 2014 (the “Purchase Agreement”), by and among Zenith Education Group, Inc., a Delaware non-profit corporation, Corinthian Colleges, Inc., a Delaware corporation (together with the other seller parties named therein, the “Sellers”), and the other parties thereto. Please evidence your agreement that the date in the definition of “Outside Date” in the Purchase Agreement be and hereby is changed from January 5, 2015 to February 5, 2015.

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December 17, 2014
Corinthian Colleges Inc • February 3rd, 2015 • Services-educational services

Reference is made to the Asset Purchase Agreement, dated as of November 19, 2014, by and among Zenith Education Group, Inc. (“Purchaser”) and Corinthian Colleges, Inc. (in its capacity as the “Seller Representative,” and, together with the other seller parties named therein, the “Sellers”) and the other persons signatory thereto (the “Purchase Agreement”). All defined terms used in this letter and not defined herein shall have the meanings given to them in the Purchase Agreement.

ASSET PURCHASE AGREEMENT by and between ZENITH EDUCATION GROUP, INC., CORINTHIAN COLLEGES, INC., CORINTHIAN SCHOOLS, INC., EVEREST COLLEGE PHOENIX, INC., RHODES COLLEGES, INC., TITAN SCHOOLS, INC., MJB ACQUISITION CORPORATION, Florida Metropolitan...
Asset Purchase Agreement • February 3rd, 2015 • Corinthian Colleges Inc • Services-educational services • Delaware

THIS ASSET PURCHASE AGREEMENT, dated as of November 19, 2014 (this “Agreement”), is entered into by and between Zenith Education Group, Inc., a Delaware nonprofit corporation (“Purchaser”), whose sole member is ECMC Group, Inc., a Delaware nonprofit corporation (“ECMC”); Corinthian Colleges, Inc., a Delaware corporation (“Parent”); Corinthian Schools, Inc., a Delaware corporation (“CSI”); Everest College Phoenix, Inc., an Arizona corporation (“ECP”); Rhodes Colleges, Inc., a Delaware corporation (“Rhodes”); Titan Schools, Inc., a Delaware corporation (“Titan”); MJB Acquisition Corporation, a Wyoming corporation (“MJB”); Florida Metropolitan University, Inc., a Florida corporation (“FMU”); Eton Education, Inc., a Washington corporation (“Eton”); Ashmead Education, Inc., a Washington corporation (“Ashmead”); Grand Rapids Educational Center, Inc., a Michigan corporation (“GREC”); Rhodes Business Group, Inc., a Delaware corporation (“RBG”); Pegasus Education, Inc., a Delaware corporation (

THIRD Amendment to ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • February 3rd, 2015 • Corinthian Colleges Inc • Services-educational services

This THIRD AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”), dated as of February 2, 2015 (the “Effective Date”), is entered into by and between Zenith Education Group, Inc., a Delaware nonprofit corporation (“Purchaser”) and Corinthian Colleges, Inc., a Delaware corporation, for itself and on behalf of the Sellers (the “Seller Representative”, and together with Purchaser, the “Parties”, and each, a “Party”). Capitalized terms used in this Agreement but not defined herein shall have the meanings given to them in the Purchase Agreement (defined below).

FOURTH Amendment to ASSET PURCHASE AGREEMENT
Fourth Amendment to Asset Purchase Agreement • February 3rd, 2015 • Corinthian Colleges Inc • Services-educational services

This FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”), dated as of February 2, 2015 (the “Effective Date”), is entered into by and between Zenith Education Group, Inc., a Delaware nonprofit corporation (“Purchaser”) and Corinthian Colleges, Inc., a Delaware corporation, for itself and on behalf of the Sellers (the “Seller Representative,” and together with Purchaser, the “Parties,” and each, a “Party”). Capitalized terms used in this Agreement but not defined herein shall have the meanings given to them in the Purchase Agreement (defined below).

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