0001193125-10-287696 Sample Contracts

EXCHANGE AGREEMENT
Exchange Agreement • December 23rd, 2010 • American Surgical Holdings Inc • Services-health services • Delaware

THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2010 by and among AH Holdings, Inc., a Delaware corporation (the “Parent”), and Zak W. Elgamal(the “Rollover Holder”). Certain terms used in this Agreement are defined in Section 5 of this Agreement.

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STOCKHOLDER VOTING AGREEMENT
Stockholder Voting Agreement • December 23rd, 2010 • American Surgical Holdings Inc • Services-health services • Delaware

This STOCKHOLDER VOTING AGREEMENT (this “Agreement”) dated as of December 20, 2010 between AH Holdings, Inc. (“Parent”), a Delaware corporation, and Zak W. Elgamal (the “Stockholder”).

EMPLOYMENT AGREEMENT
Employment Agreement • December 23rd, 2010 • American Surgical Holdings Inc • Services-health services • Texas

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of December 20, 2010 but shall be effective as of the Effective Date, between AH Merger Sub, Inc., a Delaware corporation (the “Company”), and Jaime A. Olmo-Rivas (the “Employee”). The Company and the Employee are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”

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