0001047469-07-000549 Sample Contracts

NONQUALIFIED STOCK OPTION AGREEMENT LifeWatch Corp. 2006 Stock Incentive Plan
Nonqualified Stock Option Agreement • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec

The Board of Directors of the Company (the “Board”) or a committee appointed by the Board (the “Committee”) to administer the LifeWatch Corp. 2006 Stock Incentive Plan (the “Plan”), has authorized this grant of a non-qualified stock option (the “Option”) on , 2006 (the “Grant Date”) to purchase the number of shares of the Company’s common stock, par value $.01 per share (the “Common Stock”) set forth below to the Participant, as an Eligible Employee of the Company or an Affiliate (collectively, the Company and all Subsidiaries and Parents of the Company shall be referred to as the “Employer”).

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Loan Agreement- 2011
Loan Agreement • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec

This Agreement (the “Agreement”) is entered into by and between Card Guard Scientific Survival Ltd. (“CG”) of Pekeris St. 2, Rehovot, Israel, and Lifewatch Holding Corporation (“Lifewatch”) of 1351 A Abbott court Buffalo Grove, Illinois, USA (each of GG and Lifewatch shall be referred to individually as a “Party” and collectively as the “Parties”).

T-REX CORPORATE CENTER@BOCA LEASE AGREEMENT - STANDARD PROVISIONS
Lease Agreement • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec • Florida

THIS LEASE AGREEMENT (“Lease”) is dated as of the day of , 2003, by and between Boca Technology Center, LLC, a Florida limited liability company (“Landlord”), and LifeWatch Holding Corporation, a Delaware corporation, authorized to do business in Florida (“Tenant”).

LifeWatch Holding Corporation PERSONAL AND CONFIDENTIAL
Employment Agreement • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec • Illinois
DISTRIBUTION AGREEMENT Dated: September 7, 1999
Distribution Agreement • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec

and covers the distribution and marketing of the “Products” and sublicensing the operation of the “Monitoring Centers” as set forth in Annex A attached hereto in the “Territory” described on Annex B attached hereto.

AGREEMENT Dated: November 30, 2006
Sales Contracts • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec • New York

and covers the sale of LifeStar ACT™ (“LifeStar”), including spare parts, replacement parts, options, upgrades, retrofit parts and support equipment as such may be improved or modified from time to time (collectively with LifeStar, the “Products”) all as more fully described in Annex A attached hereto.

OFFICE LEASE
Office Lease • February 1st, 2007 • LifeWatch Corp. • Services-misc health & allied services, nec

THIS OFFICE LEASE is executed this 15th day of November, 2006, by and between OIC MIDWEST LLC, a Delaware limited liability company (“Landlord”), and LIFEWATCH HOLDING CORPORATION, a Delaware corporation d/b/a LifeWatch, Inc. (“Tenant”).

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