0001144204-08-067111 Sample Contracts

AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT
Shareholders' Agreement • November 28th, 2008 • Neogenomics Inc • Services-testing laboratories • Nevada

This amended and restated Shareholders' Agreement ("Shareholders' Agreement"), dated as of March 23, 2005 by and among NeoGenomics, Inc., a Nevada corporation having its principal offices at 12701 Commonwealth Drive, Suite 9, Fort Myers, FL 33913 (the "Company"), Michael Dent ("Dr. Dent"), Aspen Select Healthcare, LP (formerly known as MVP 3, LP), a limited partnership organized under the laws of Delaware ("ASPEN"), John Elliot, Steven Jones, and Larry Kuhnert (collectively, the "Individual Investors"). Dr. Dent, ASPEN and the Individual Investors may be referred to herein individually as a "Shareholder" and collectively as the "Shareholders." This Shareholders’ Agreement replaces and supercedes the original Shareholders’ Agreement between the parties, executed on April 15, 2003.

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