0001557939-13-000020 Sample Contracts

KEY EMPLOYEE RETENTION AGREEMENT
Key Employee Retention Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • Texas

This Key Employee Retention Agreement (the "Agreement") is effective as of January 1, 2013 (the "Effective Date"), by and between James L. Cunniff (the "Employee"), and Kinetic Concepts, Inc. (the "Company") (together the "Parties").

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EXECUTIVE EQUITY INCENTIVE PLAN PROFITS INTEREST UNIT AWARD AGREEMENT
Profits Interest Unit Award Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • Delaware

This Profits Interest Unit Award Agreement (this “Agreement”), is made as of April 8, 2013, between Chiron Guernsey Holdings L.P. Inc., a Guernsey limited partnership (the “Partnership”), and Timothy E. Guertin (the “Participant”):

NON-EMPLOYEE DIRECTOR SERVICES AGREEMENT
Non-Employee Director Services Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • Texas

This NON-EMPLOYEE DIRECTOR SERVICES AGREEMENT (the “Agreement”) is dated as of April 8, 2013 (the “Effective Date”), by and among Chiron Holdings GP, Inc. (the “General Partner”), the general partner of Chiron Guernsey Holdings L.P. Inc. (the “Partnership”), of which Kinetic Concepts, Inc. and LifeCell Corporation are wholly-owned subsidiaries (the “Companies”), and Tim Guertin (the “TG”).

Termination of Employment
Separation and Release Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • New Jersey
KEY EMPLOYEE RETENTION AGREEMENT
Key Employee Retention Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • Texas

This Key Employee Retention Agreement (the "Agreement") is effective as of May 6, 2013 (the "Effective Date"), by and between Robert P. Hureau (the "Employee"), and Kinetic Concepts, Inc. (the "Company") (together the "Parties").

SECOND AMENDMENT TO KEY EMPLOYEE RETENTION AGREEMENT
Key Employee Retention Agreement • May 14th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus

In connection with that Key Employee Retention Agreement (“Agreement”) by and between Kinetic Concepts, Inc. (the “Company”) and Teresa A. Johnson (“Employee”) and dated effective as of January 2008, the Company and Employee have agreed that the following changes to the Agreement (in bold) have been made effective as of January 1, 2013:

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