0000882289-06-000017 Sample Contracts

APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Award Agreement”) is dated as of _______________, 20____ (the “Award Date”) by and between Apria Healthcare Group Inc., a Delaware corporation (the “Corporation”), and ___________________________ (the “Participant”).

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APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN EMPLOYEE STOCK OPTION AGREEMENT
Employee Stock Option Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS EMPLOYEE STOCK OPTION AGREEMENT (this “Option Agreement”) dated _____________________, by and between APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Corporation”), and ___________________________ (the “Grantee”), evidences the stock option (the “Option”) granted by the Corporation to the Grantee as to the number of shares of the Corporation’s Common Stock first set forth below.

RESIGNATION AND GENERAL RELEASE
Resignation and General Release • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • California

THIS RESIGNATION AND GENERAL RELEASE (this “Agreement”), made as of the ___ day of December, 2005, by and between Anthony S. Domenico, an individual (“Mr. Domenico”), and Apria Healthcare Group Inc., a Delaware corporation (“Apria”), is a resignation agreement which includes a general release of claims relating to Mr. Domenico’s past employment relationship with Apria. In consideration of the covenants undertaken and the releases contained in this Agreement, Mr. Domenico and Apria agree as follows:

APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN RESTRICTED STOCK PURCHASE RIGHTS AWARD AGREEMENT
Restricted Stock Purchase Rights Award Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS RESTRICTED STOCK PURCHASE RIGHTS AWARD AGREEMENT (this “Award Agreement”) dated ____________, 20____ by and between APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Corporation”), and ________________________ (the “Grantee”) evidences the award (the “Award”) of restricted stock purchase rights (“RSPRs”) granted by the Corporation to the Grantee as to the number of RSPRs first set forth below.

APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN DIRECTOR RESTRICTED STOCK AWARD AGREEMENT
Director Restricted Stock Award Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS DIRECTOR RESTRICTED STOCK AWARD AGREEMENT (this “Award Agreement”) dated _________________, 20_____, by and between APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Corporation”), and _______________________ (the “Grantee”), evidences the restricted stock award (the “Award”) granted by the Corporation to the Grantee as to the number of restricted shares of the Corporation’s Common Stock first set forth below (the “Restricted Shares”).

EXECUTIVE SEVERANCE AGREEMENT
Executive Severance Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • California

This Executive Severance Agreement (this “Agreement”) is made as of this ___ day of _______, 200__, between Apria Healthcare Group Inc., a Delaware corporation (the “Company”), and William Jeffrey Ingram (the “Executive”).

APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN DIRECTOR STOCK OPTION AGREEMENT
Director Stock Option Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS DIRECTOR STOCK OPTION AGREEMENT (this “Option Agreement”) dated as of _____________, 20___, by and between APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Corporation”), and ________________________________ (the “Grantee”), evidences the nonqualified stock option (the “Option”) granted by the Corporation to the Grantee as to the number of shares of the Corporation’s Common Stock first set forth below.

RESIGNATION AND GENERAL RELEASE
Resignation and General Release Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • California

THIS RESIGNATION AND GENERAL RELEASE (this “Agreement”), made as of the ___ day of December, 2005, by and between John J. McDowell, an individual (“Mr. McDowell”), and Apria Healthcare Group Inc., a Delaware corporation (“Apria”), is a resignation agreement which includes a general release of claims relating to Mr. McDowell’s past employment relationship with Apria. In consideration of the covenants undertaken and the releases contained in this Agreement, Mr. McDowell and Apria agree as follows:

APRIA HEALTHCARE GROUP INC. 2003 PERFORMANCE INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 16th, 2006 • Apria Healthcare Group Inc • Services-home health care services • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Award Agreement”) dated _________________, 20_____ by and between APRIA HEALTHCARE GROUP INC., a Delaware corporation (the “Corporation”), and ___________________________ (the “Grantee”) evidences the award (the “Award”) of restricted stock units (“Stock Units”) granted by the Corporation to the Grantee as to the number of Stock Units first set forth below.

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