Fish & Richardson Sample Contracts

Contract (December 16th, 2005)

RETURN TO TREASURY AGREEMENT THIS AGREEMENT is made as of the 14th day of December, 2005 BETWEEN: IPEX, INC., a corporation formed pursuant to the laws of the State of Nevada and having an office for business located at 9255 Towne Centre Drive, San Diego, CA 92121 (the "Company") AND: WOLFGANG GRABHER, an individual having an address located at 7932 Prospect Place, La Jolla, CA 92037 (the "Shareholder"). WHEREAS: A. The Shareholder is the registered and beneficial owner of 18,855,900 shares of the Company's common stock. B. The Shareholder has previously agreed to transfer 500,000 shares of the Company's common stock to Patient Safety Technologies, Inc., a Delaware corporation. C. The Shareholder was previously an officer and member of the Board of Directors of the Company. D. The Company and the Shareholder intend for the Shareholder to return certain of h

Contract (July 20th, 2005)

Exhibit 10.2 GENERAL BUSINESS SECURITY AGREEMENT This General Business Security Agreement (this "Security Agreement") is made as of this 15th day of July, 2005, by MEDSOLUTIONS, INC., a Texas corporation, on behalf of itself and its Subsidiaries (MedSolutions, Inc. and its Subsidiaries are collectively referred to herein as the "Borrower"), in favor of TATE INVESTMENTS, LLC, a Wisconsin limited liability company (the "Lender"). R E C I T A L S: WHEREAS, Borrower wishes to secure: (i) the payment of all indebtedness evidenced by its One Million Dollars ($1,000,000) 10% Senior Convertible Note, payable to the Lender, and any promissory notes taken in renewal, exchange or substitution thereof or therefor, including interest and premium on all of the foregoing and all costs of collecting the same, (ii) the performance of Borrower's obligations and liabilities hereunder,

Encysive Pharmaceuticals – Principal Amount Initial Purchasers of Firm Bonds - ------------------ ---------------- J.P. MORGAN SECURITIES INC $ 50,600,000 UBS SECURITIES LLC $ 50,600,000 SG COWEN & CO., LLC $ 13,800,000 Total $115,000,000 ============ (March 17th, 2005)

NAME POSITION(S) - ---- ----------- 1. Ron Anderson Director 2. Tommy A. Brock Vice President, Biological Sciences 3. J. Kevin Buchi Director 4. Frank C. Carlucci Director 5. Terrance C. Coyne Vice President, Clinical Development and Chief Medical Officer 6. Robert J. Cruikshank Director 7. John H. Dillon, II Director 8. Richard A. F. Dixon Senior Vice President, Research and Chief Scientific Officer 9. Heather Giles Vice President, Strategic Planning 10. Bruce D. Given President and Chief Executive Officer 11. Jeffrey Keyser Vice President, Regulatory Affairs 12. Pamela Mabry Director, Human Resources 13. Derek Maetzold Vice President, Marketing and Sales 14. Stephen L. Mueller Vice President, Finance and Administration 15. Suzanne Oparil Dire

Contract (December 30th, 2004)

Exhibit 10.1 ------------ EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "Agreement") is made and entered into as of December 30, 2004, to be effective as of January 1, 2005 (the "Effective Date"), by and between MedSolutions, Inc., a Texas corporation (the "Employer"), and Matthew H. Fleeger, an individual resident of the State of Texas (the "Executive"). WITNESSETH ---------- WHEREAS, the Executive has certain skills, experience, and abilities that are valuable to the success of the Employer's operations and future profitability; WHEREAS, the Employer desires to employ and retain the services of the Executive as a full time employee in the position of President and Chief Executive Officer, and the Executive desires to work for and be

Contract (November 2nd, 2004)

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made as of this 1st day of September, 2004 between LeCroy Corporation, a Delaware corporation (the "Company"), and Carmine Napolitano of 1020 Camino Pablo, San Jose, California (hereinafter, the "Executive"). WHEREAS, this Agreement is being entered into in connection with the merger (the "Merger") of a wholly owned subsidiary of the Company into Computer Access Technology Corporation, a Delaware corporation ("CATC") and is effective upon the consummation of such Merger. WHEREAS, the Executive has accepted employment with the Company and is willing to serve in the capacity of its Vice President of the Company and President of the Company's subsidiary, CATC, and the Company desires to retain the Executive in that capacity on the terms and conditions herein set forth; WHEREAS, the Company and the Execu