EX-10.62
from 10-K
1 page
<page> Healthcare Imaging Services, Inc. October 1, 1998 Joseph J. Raymond Address: Dear Joe: Reference Is Made to the Lease, Dated as of September 17, 1998 (The "Lease"), Between DVI Realty Company ("DVI Realty") and Healthcare Imaging Services, Inc. ("His"). in Consideration of Your Agreeing to the Sale of the Property Underlying the Lease (The "Property") to DVI Realty Pursuant to That Certain Contract of Sale, Dated as of September 17, 1998, Between Dmr Associates, L.P. and DVI Realty (Thereby Permitting His to Decrease Its Monthly Rental Payments With Respect to Such Property), His Hereby Agrees That, to the Extent His Exercises the Purchase Option Granted to It Under Section 3 of the Lease and Thereafter Sells the Property to an Unrelated Third Party (Other Than in Connection With a Merger, Consolidation, Sale of Substantially All of the Assets of His or Similar Transaction), You Will Be Entitled to Receive an Amount Equal to Sixty Percent (60%) of Any and All "Profits" (As Hereinafter Defined) Realized by His Upon Such Sale. for Purposes Hereof, "Profits" Shall Be Defined as the Net Proceeds Received by His Upon Such Sale Less His's Depreciated Basis in the Property at the Time of Such Sale (As Such Basis Is Calculated by His' Accountants in Accordance With Generally Accepted Accounting Principles and in a Manner Consistent With His' Then Most Recently Audited Financial Statements). Such Amount Shall Be Payable to You as Soon as Practicable After the Closing of Such Sale (But in Any Event Within Thirty (30) Days). Sincerely, Healthcare Imaging Services, Inc. By: /S/ Elliott H. Vernon Elliott H. Vernon Chairman, President and Chief Executive Officer
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EX-10.58
from 10-K
1 page
<page> Amendment No. 1 to Healthcare Imaging Services, Inc. 1997 Omnibus Incentive Plan Section 4(a)(i) of the Healthcare Imaging Services, Inc. 1997 Omnibus Incentive Plan Is Hereby Amended by Deleting 500,000 in the First Sentence Thereof and Replacing Such Number With "600,000" So That the First Sentence Reads in Its Entirety as Follows: Awards Issuable Under the Plan Are Limited Such That the Maximum Aggregate Number of Shares Which May Issued Pursuant To, or by Reason Of, Stock Awards and Stock-Based Awards Is 600,000 Per Participant in Any Fiscal Year, and Is an Aggregate Maximum for All Participants in All Years of 12.5% of the Number of Shares Outstanding From Time to Time, Calculated on a Fully Diluted Basis (Including the Maximum Number of Shares That May Be Issued, or Subject to Awards, Under This Plan, the Company's Employee Stock Purchase Plan, the Company's 1991 Stock Option Plan, as Amended, and the Company's 1996 Stock Option Plan for Non-Employee Directors (Collectively, the "Employee Stock Plans")), Less That Number of Shares That Are Issued Under the Employee Stock Plans After the Effective Date of This Plan or Are Subject to Outstanding Awards Under the Employee Stock Plans, Plus (A) Any Shares That Are Forfeited Under the Employee Stock Plans and (B) Any Shares Surrendered to the Company in Payment of the Exercise Price of Options Issued Under Any of the Employee Stock Plans; Provided, However, That No Awards May Be Granted That Would Bring the Total of All Outstanding Awards Under This Plan to More Than 5,000,000 Shares. This Amendment No. 1 Was Approved by the Board of Directors and Stockholders of Healthcare Imaging Services, Inc. Effective December 22, 1998
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