0000950123-10-043121 Sample Contracts

Accretive Health, Inc. Common Stock Underwriting Agreement
Underwriting Agreement • May 4th, 2010 • Accretive Health, Inc. • Services-management services • New York
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THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • May 4th, 2010 • Accretive Health, Inc. • Services-management services • Delaware

This Third Amended and Restated Stockholders’ Agreement amends and restates in its entirety the Second Amended and Restated Stockholders’ Agreement, dated as of December 1, 2005, by and among the Company, the Investors, Tolan and Accretive Investors (the “Second Amended and Restated Stockholders’ Agreement”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings set forth on Annex A hereto.

HEALTHCARE SERVICES, INC. WARRANT AND LICENSE AGREEMENT
Warrant and License Agreement • May 4th, 2010 • Accretive Health, Inc. • Services-management services • Illinois

WARRANT AND LICENSE AGREEMENT, made as of January , 2005 (the “Agreement”), by and between HEALTHCARE SERVICES, INC., a Delaware corporation (“Accretive”), and MICHAEL ZIMMERMAN and ZIMMERMAN AND ASSOCIATES, a Wisconsin limited liability corporation (“Zimmerman”, Zimmerman and Michael Zimmerman shall be referred to hereafter, collectively, as the “Zimmerman Entities”).

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