0001047469-06-005345 Sample Contracts

NON-QUALIFIED STOCK OPTION AGREEMENT ALPHATEC HOLDINGS, INC.
Non-Qualified Stock Option Agreement • April 20th, 2006 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware

WHEREAS, the Company desires to grant to the Participant an Option to purchase shares of its Common Stock, $.0001 par value per share (the “Shares”), under and for the purposes set forth in the Company’s 2005 Employee, Director and Consultant Stock Plan, as amended (the “Plan”);

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STOCKHOLDERS' AGREEMENT ALPHATEC HOLDINGS, INC. formerly known as AMI ACQUISITION I CORP.
Stockholders' Agreement • April 20th, 2006 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • New York

THIS STOCKHOLDERS' AGREEMENT, originally dated as of March 17, 2005 (this "Agreement"), is by and among Alphatec Holdings, Inc. (formerly know as AMI Acquisition I Corp.), a Delaware corporation (the "Company"), HealthpointCapital Partners, LP (the "Fund"), and the investors as may from time to time be listed on Schedule I attached hereto (the Fund and such investors are collectively referred to herein as the "Investors").

RESTRICTED STOCK AGREEMENT ALPHATEC HOLDINGS, INC.
Restricted Stock Agreement • April 20th, 2006 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware

AGREEMENT made as of the day of , 200 (the “Grant Date”), between Alphatec Holdings, Inc. (the “Company”), a Delaware corporation, and (the “Participant”).

INCENTIVE STOCK OPTION AGREEMENT ALPHATEC HOLDINGS, INC.
Incentive Stock Option Agreement • April 20th, 2006 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware

AGREEMENT made as of the day of 200 , between Alphatec Holdings, Inc. (the “Company”), a Delaware corporation, and , an employee of the Company (the “Employee”).

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