0001133884-02-000902 Sample Contracts

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EXHIBIT 10.2 FORM OF
Non-Qualified Stock Option Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.15(C) ASSUMPTION AGREEMENT
Assumption Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus • Illinois

Please refer to the Amended and Restated Credit Agreement (Five Year) dated as of May 29, 2001 (as amended or otherwise modified on or prior to the date hereof, the "Credit Agreement") among NASCO International, Inc., as Borrower (the "Borrower"), the commercial lending institutions party thereto and Bank of America, N.A., as Administrative Agent (the "Agent"). This Assumption Agreement is delivered pursuant to Section 3.1 of the First Amendment to the Credit Agreement.

FORM OF
Incentive Stock Option Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.9 (B) The Aristotle Corporation 27 Elm Street New Haven, Connecticut 06510
Employment Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus

Reference is made to that certain employment agreement, dated as of February 1, 2001, between you and The Aristotle Corporation ("Aristotle"), pursuant to which you serve as Aristotle's President and Chief Executive Officer (the "Employment Agreement").

R E C I T A L S:
Assumption of Deed of Trust and Modification Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus • California
The Aristotle Corporation 27 Elm Street New Haven, Connecticut 06510
Employment Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus

Reference is made to that certain employment agreement, dated as of February 1, 2001, between you and The Aristotle Corporation ("Aristotle"), pursuant to which you serve as Aristotle's Chief Financial Officer (the "Employment Agreement").

R E C I T A L S:
Assumption of Mortgage and Modification Agreement • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus • Wisconsin
EXHIBIT 10.14 FORM OF LETTER AGREEMENT FOR NON-EMPLOYEE DIRECTORS --------------------------
Letter Agreement for Non-Employee Directors • August 14th, 2002 • Aristotle Corp • Surgical & medical instruments & apparatus
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