0001144204-07-003923 Sample Contracts

Employment Agreement Twincraft, Inc., with Peter Asch
Employment Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

Employment Agreement (the "Agreement"), dated as of January 23, 2007 (the “Commencement Date”), between Twincraft, Inc., a Vermont corporation (the “Company," which term includes all subsidiaries of the Company, whether now in existence or hereafter created, established or acquired), and Peter Asch (the "Employee").

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STOCK PURCHASE AGREEMENT by and among PETER A. ASCH, RICHARD D. ASCH,
Stock Purchase Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 14, 2006, is entered into by and among LANGER, INC., a Delaware corporation with its principal offices at 450 Commack Road, Deer Park, New York 11729 (the “Purchaser”); and PETER A. ASCH (“PAA”), an individual residing at 450 South Willard St., Burlington, VT 05401, RICHARD D. ASCH (“RDA”), an individual residing at 314 Lefebvre Lane, Williston, VT 05495, A. LAWRENCE LITKE (“ALL”), an individual residing at 315 Pease Mountain Road, Charlotte, VT 05445, and JOSEPH M. CANDIDO (“JMC”), an individual residing at 1069 Sunset View Road, Colchester, VT 05446 (PAA, RDA, ALL and JMC, each, a “Seller” and collectively, the “Sellers”).

Employment Agreement Twincraft, Inc., with Richard Asch
Employment Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

Employment Agreement (the "Agreement"), dated as of January 23, 2007 (the “Commencement Date”), between Twincraft, Inc., a Vermont corporation (the “Company," which term includes all subsidiaries of the Company, whether now in existence or hereafter created, established or acquired), and Richard Asch (the "Employee").

Consulting Agreement Twincraft, Inc., with Fifth Element, Inc.
Consulting Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

Consulting Agreement (the "Agreement"), dated as of January 23, 2007 (the “Commencement Date”), between Twincraft, Inc., a Vermont corporation (the “Company," which term includes all subsidiaries of the Company, whether now in existence or hereafter created, established or acquired), and Fifth Element, Inc. (the "Consultant"), and Mr. Joseph Candido (the “Principal”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies

This Agreement is being entered into pursuant to the Stock Purchase Agreement, dated as of November 14, 2006, by and among the Company and each of the Specified Holders (the "Purchase Agreement"). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement.

LEASE AGREEMENT
Lease Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Vermont

The date of this Lease Agreement is January 23, 2007. The parties to this Lease are Asch Partnership, a Vermont general partnership (the "Landlord"), and Twincraft, Inc., a Vermont corporation (the "Tenant").

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