0001193125-21-071617 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Minnesota

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 20, 2020 (the “Effective Date”), by and between Thomas W. Boehning (“Executive”) and Agiliti, Inc., a Delaware corporation (the “Company”).

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AMENDED AND RESTATED DIRECTOR NOMINATION AGREEMENT
Director Nomination Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Delaware

THIS AMENDED AND RESTATED DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [●], 2021, by and among Agiliti, Inc., a Delaware corporation (the “Company”), and THL Agiliti LLC, a Delaware limited liability company (“THL Stockholder”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.0001 per share (the “Common Stock”).

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • New York

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Agiliti, Inc., a Delaware corporation (the “Company”), THL Agiliti LLC, a Delaware limited liability company (“THL Agiliti”), Thomas J. Leonard (the “Executive”), and the individuals listed as Other Holders on the signature pages hereto (the “Other Holders” and, together with THL Agiliti, the Executive and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

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NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE AGILITI, INC. AMENDED AND RESTATED 2018 OMNIBUS INCENTIVE PLAN
Nonqualified Stock Option Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Delaware

THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Agiliti, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Agiliti, Inc. Amended and Restated 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE AGILITI, INC. AMENDED AND RESTATED 2018 OMNIBUS INCENTIVE PLAN
Restricted Stock Unit Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Agiliti, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Agiliti, Inc. Amended and Restated 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE AGILITI, INC. AMENDED AND RESTATED 2018 OMNIBUS INCENTIVE PLAN
Performance Restricted Stock Unit Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Delaware

THIS PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Agiliti, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Agiliti, Inc. Amended and Restated 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE AGILITI, INC. AMENDED AND RESTATED 2018 OMNIBUS INCENTIVE PLAN
Restricted Stock Unit Agreement • March 5th, 2021 • Agiliti, Inc. \De • Services-miscellaneous equipment rental & leasing • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Agiliti, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Agiliti, Inc. Amended and Restated 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and

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