AGREEMENT dated as of the 29th day of September, 1997 by and between NOVACARE, INC., a Delaware
corporation (the "Company"), and RONALD G. HISCOCK (the "Executive").
W I T N E S S E T H :
WHEREAS, the Executive has heretofore been employed in the Outpatient Division of the Company, and the
Company wishes to continue to retain the Executive and the Executive wishes to continue to serve the Company,
upon the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and the mutual agreements hereinafter set forth, the
parties hereto hereby agree as follows:
1. Employment, Term.
1.1 Employment. The Company agrees to employ the Executive, and the Executive agrees to serve in the employ
of the Company, for the term set forth in Section 1.2, in the positions and with the responsibilities, duties and
authority set forth in Section 2 and on the other terms and conditions set forth in this Agreement.
1.2 Term. The term of the Executive's employment under this Agreement shall commence on the date hereof and
shall terminate on the second anniversary of the date hereof, unless extended or sooner terminated in accordance
with this Agreement.
1.3 Automatic Extension. As of the first anniversary date hereof, and as of each subsequent anniversary (each, an
"Automatic Renewal Date"), unless either party shall have given a notice of non-extension prior to such Automatic
Renewal Date, the term of this Agreement shall be extended automatically for a period of one year to the
anniversary of the expiration date of the then current term of this Agreement. Once a notice of non-extension shall
have been given by either party, there shall be no further automatic extension of this Agreement.
2. Position, Duties.
The Executive shall serve the Company in the position of President and General Manager of the Outpatient
Division. The Executive shall perform, faithfully and diligently, such duties, and shall have such responsibilities,
appropriate to said po