0000950123-11-097115 Sample Contracts

MASTER LEASE AGREEMENT
Master Lease Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus • Michigan

MASTER LEASE AGREEMENT (“Master Agreement”) made as of August 15, 2011, between VARILEASE FINANCE, INC., a Michigan corporation, having its chief executive offices at 6340 South 3000 East, Suite 400, Salt Lake City, UT 84121 (“Lessor”) and UNILIFE MEDICAL SOLUTIONS, INC., a Delaware corporation, having its chief executive offices at 250 Cross Farm Lane, York, PA 17406 (“Lessee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus • Pennsylvania

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of this 30th day of September 2011, by and between Unilife Corporation (“Unilife”) and Alan D. Shortall (“Shortall”). The term “Unilife” shall include its subsidiaries, affiliates, assigns and successors in interest under Sections 7, 8, and 13.

November 4, 2011 Dear Rich:
Employment Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus

Your employment agreement dated June 8, 2011 contains severance provisions. One of the conditions to receiving severance compensation is the execution of a release in a form acceptable to Unilife. Under the Older Workers Benefits Protection Act, we are required to provide you with a mandated period of time to consider the release, as well as a seven day revocation period. The current wording of your employment agreement may be inconsistent with the IRS’s most recent interpretive guidance regarding severance provisions, releases and Section 409A.

November 4, 2011 Dear Chris:
Employment Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus

Your employment agreement dated July 6, 2011 contains severance provisions. One of the conditions to receiving severance compensation is the execution of a release in a form acceptable to Unilife. Under the Older Workers Benefits Protection Act, we are required to provide you with a mandated period of time to consider the release, as well as a seven day revocation period. The current wording of your employment agreement may be inconsistent with the IRS’s most recent interpretive guidance regarding severance provisions, releases and Section 409A.

November 4, 2011 Dear Mark:
Employment Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus

Your employment agreement dated November 10, 2009 contains severance provisions. One of the conditions to receiving severance compensation is the execution of a release in a form acceptable to Unilife. Under the Older Workers Benefits Protection Act, we are required to provide you with a mandated period of time to consider the release, as well as a seven day revocation period. The current wording of your employment agreement may be inconsistent with the IRS’s most recent interpretive guidance regarding severance provisions, releases and Section 409A.

AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus

THIS AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Amendment”) is made between UNILIFE CORPORATION, and its wholly owned subsidiaries, including UNILIFE MEDICAL SOLUTIONS, INC. and UNILIFE MEDICAL SOLUTIONS (PTY) LIMITED of 250 Cross Farm Lane, York, Pennsylvania, USA, 17406 (collectively, “Unilife” or “Company”); and ALAN D. SHORTALL (“Executive”).

GUARANTY
Guaranty • November 9th, 2011 • Unilife Corp • Surgical & medical instruments & apparatus • Michigan

THIS GUARANTY is made and effective on this 15th day of August, 2011 by UNILIFE CORPORATION, a Delaware corporation, having its chief executive offices at 250 Cross Farm Lane, York, PA 17406 (the “Guarantor”) to VARILEASE FINANCE, INC., a Michigan corporation, having its chief executive offices at 6340 South 3000 East, Suite 400, Salt Lake City, UT 84121 (the “Lessor”) on behalf of UNILIFE MEDICAL SOLUTIONS, INC., a Delaware corporation, having its chief executive offices at 250 Cross Farm Lane, York, PA 17406 (the “Lessee”).

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