0001193125-15-172317 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Delaware

This INDEMNIFICATION AGREEMENT, dated as of [ ], 2015 (this “Agreement”), is made by and between ECPM Holdings, LLC, a Delaware limited liability company (the “Company”) and (“Indemnitee”).

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FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Delaware

This INDEMNIFICATION AGREEMENT is made and executed effective as of this day of , 2015, by and between ENDOCHOICE HOLDINGS, INC., a Delaware corporation (the “Company”), and , an individual resident of the State of (the “Indemnitee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Georgia

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made by and amongst ECPM Holdings, LLC (together with its subsidiaries and affiliates, the “Company”), having its principal offices at 11810 Wills Road, Alpharetta, GA 30005 USA, and David N. Gill (the “Executive”), effective as of May 1, 2015.

EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Georgia

EndoChoice, Inc., a Delaware corporation (together with its subsidiaries and affiliates, the “Company”), hereby enters into this Employment Agreement (the “Agreement”) with you, Kevin Rubey (“you” or “Executive”), effective as of February 18, 2013 (the “Effective Date”).

ENDOCHOICE HOLDINGS, INC. Form of Restricted Stock Award Agreement
Restricted Stock Award Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Delaware

This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of [DATE] (the “Grant Date”) by and between EndoChoice Holdings, Inc., a Delaware corporation (the “Company”) and [EMPLOYEE NAME] (the “Grantee”).

FORM OF EMPLOYMENT COVENANTS AGREEMENT
Employment Covenants Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Georgia

This EMPLOYMENT COVENANTS AGREEMENT (the “Agreement”) is made this day of , 201 , (the “Effective Date”), between EndoChoice, Inc. (which together with its subsidiaries, its parent company, ECPM Holdings, LLC, and all ECPM Holdings, LLC direct and indirect subsidiaries, is hereinafter referred to as the “Company”) and (“You” or “Your”)(collectively, the “Parties”).1 For and in consideration of the Company’s agreement to employ or continue to employ You, and in consideration of the Company’s agreement to provide you with training and Confidential Information, You agree to the following terms:

ENDOCHOICE HOLDINGS, INC. Form of Incentive Stock Option Agreement
Incentive Stock Option Agreement • May 5th, 2015 • ECPM Holdings, LLC • Surgical & medical instruments & apparatus • Delaware

This Incentive Stock Option Agreement (this “Agreement”) is made and entered into as of [DATE] (the “Grant Date”) by and between EndoChoice Holdings, Inc., a Delaware corporation (the “Company”) and [EMPLOYEE NAME] (the “Participant”).

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