0000950123-11-088375 Sample Contracts

MEDQUIST HOLDINGS INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • October 4th, 2011 • MedQuist Holdings Inc. • Services-computer processing & data preparation • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Award” or “Agreement”) is made by and between MedQuist Holdings Inc. (the “Company”) and Michael Finke (the “Grantee”) as of this 18th day of August, 2011 (the “Effective Date”).

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RESTRICTIVE COVENANT AGREEMENT
Restrictive Covenant Agreement • October 4th, 2011 • MedQuist Holdings Inc. • Services-computer processing & data preparation • New York

THIS RESTRICTIVE COVENANT AGREEMENT (the “Agreement”), effective as of August 18, 2011, between Detlef Koll (“Shareholder”) and MedQuist Holdings Inc., a Delaware corporation (the “Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • October 4th, 2011 • MedQuist Holdings Inc. • Services-computer processing & data preparation • Delaware

WHEREAS, pursuant to that certain Agreement and Plan of Merger and Reorganization, dated July 11, 2011, by and among the Company, Multimodal and certain other parties thereto (the “Merger Agreement”), the Company will acquire Multimodal (the “Transaction”);

AGREEMENT AND PLAN OF MERGER
Merger Agreement • October 4th, 2011 • MedQuist Holdings Inc. • Services-computer processing & data preparation • New Jersey

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made this ____ day of _________, 2011, by and among MedQuist Holdings Inc., a Delaware corporation (“Holdings”), MedQuist Inc., a New Jersey corporation (“MedQuist”) and MedQuist Merger Corporation, a New Jersey corporation (“Merger Subsidiary”).

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