0001047469-04-028806 Sample Contracts

The First Marblehead Corporation Nonstatutory Stock Option Agreement Granted Under 2002 Director Stock Plan
First Marblehead Corp • September 15th, 2004 • Personal credit institutions
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The First Marblehead Corporation Incentive Stock Option Agreement Granted Under 2003 Stock Incentive Plan
Agreement • September 15th, 2004 • First Marblehead Corp • Personal credit institutions
TENANT: THE FIRST MARBLEHEAD CORPORATION LEASE OF WELLINGTON BUSINESS PARK ONE CABOT ROAD, MEDFORD, MASSACHUSETTS
First Marblehead Corp • September 15th, 2004 • Personal credit institutions • Massachusetts

THIS INSTRUMENT IS A LEASE, dated as of August 13, 2004, in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the building (the "Building") located at One Cabot Road, Medford, Massachusetts. The parties to this instrument hereby agree with each other as follows:

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • September 15th, 2004 • First Marblehead Corp • Personal credit institutions

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made and entered into by and between FIRST MARBLEHEAD EDUCATION RESOURCES, INC. ("FMER"), a Delaware corporation having a principal place of business at 800 Boylston St., 34th Floor, Boston, Massachusetts 02199 and TERI MARKETING SERVICES, INC. ("TMSI"), a Delaware corporation and wholly-owned subsidiary of FMER. All capitalized terms used herein without definition have the meaning set forth in the Marketing Services Agreement by and between TMSI and THE EDUCATION RESOURCES INSTITUTE, INC. ("TERI"), a private non-profit corporation organized under Chapter 180 of the Massachusetts General Laws, with its principal place of business at 31 St. James Ave., Boston, Massachusetts 02116. This Agreement is dated as of and effective as of January 1, 2004.

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