EXHIBIT 99.13
COMPENSATION AGREEMENT
Agreement dated as of the 18TH day of SEPTEMBER , 1996 by and
between Xxxxxxx X. Xxxxxxxxx ("Director") and STAT Healthcare, Inc., a Delaware
corporation (the "Corporation").
W I T N E S S E T H
WHEREAS, Director provides services to the Corporation and the
Corporation compensates Director for such services.
NOW, THEREFORE, in consideration of the above premises, the parties
hereto agree as follows:
1. Director has been granted an option to purchase 10,000 shares of
the Corporation's Common Stock (the "Option") upon the terms and conditions set
forth in the Stock Option Agreement dated June 29, 1995 (the "Option Agreement")
and attached hereto as Exhibit A.
2. The Corporation and Director acknowledge and agree that the
Option has been granted as compensation for services and not for any
capital-raising purposes or in connection with any capital-raising activities.
3. This agreement is intended to constitute a written compensation
contract within the meaning of Rule 701 of the Securities Act of 1933, as
amended.
4. Nothing herein or in the Option Agreement is intended to impair
the right of the Corporation or Director to terminate Director's service with
the Corporation at any time in accordance with applicable law.
IN WITNESS WHEREOF, the parties hereto have executed this agreement
as of the date first above written.
DIRECTOR: STAT HEALTHCARE, INC.
______________________________ By:___________________________
Xxxxxxx X. Xxxxxxxxx
Address: Title: