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  Exhibit 10.50    
    


ONCURE
MEDICAL CORP. 


February 4,
2010 



Duane
Choate

OnCURE Medical Corp.

188 Inverness Drive West, Suite 650

Englewood, CO 80112  



	Re:
	Retention Bonus




Dear
Duane: 


As
you know, OnCURE Medical Corp. (the "Company") is currently reviewing strategic alternatives for the Company. We consider your continued
contributions important to the success of these endeavors and in order to reinforce and encourage your continued dedication and efforts, we have determined to provide you with a special bonus
opportunity as described below. 


In
the event that you remain continuously employed with either the Company or any of its successors through the earlier of: (i) December 31, 2010, (ii) the 30th day
following the appointment of a new Chief Financial Officer of the Company, (iii) the six month anniversary of the consummation of a strategic transaction resulting in a Change of Control (as
defined in your employment agreement with the Company), or (iv) your termination without Cause (as defined in your employment agreement with the Company) within six months following the
consummation of a strategic transaction resulting in a Change of Control (as defined in your employment agreement with the Company), you shall be entitled to receive a one-time cash bonus
of $500,000, subject to applicable withholding (the "Bonus"). The Bonus will be paid on the first regular payroll date following the date the Bonus is
earned, but in no event later than January 15, 2011. 


The
Bonus shall not affect your right to any severance or other bonuses that may be payable to you by the Company, whether or not pursuant to your employment agreement with the Company. Any amounts
earned under this agreement are excluded from the definition of EBITDA under any Executive Incentive Program ("EIP"). If employed through December 31, 2010 and the 2010 EIP Bonus Targets are
achieved, the 2010 bonus amounts eligible under such plan shall be earned and then paid at the same time as other eligible employees but in no case later than April 15, 2011. No amounts paid
under this agreement or any other agreement with the Company (or any successor entity) shall be reduced by any amounts to avoid payments under Section 280G of the Internal Revenue Code. 



This
agreement sets forth our entire understanding and supersedes all prior agreements, promises, covenants, arrangements, communications representations or warranties, whether oral or written, by any
officer, employee or representative of the Company in respect of the subject matter contained herein, including, without limitation, any offer letter, bonus or severance agreement between you and the
Company. In addition, nothing contained in this letter agreement shall confer upon you any right to continue in the Company's employ or interfere in any way with the at-will nature of your
employment. 


[Signature Pages Follow] 








Please
sign and return to the Company a copy of this letter, which shall then constitute our agreement on this subject. 

 






 



			
	Sincerely,	 	 
	
 /s/James Nadauld	
 	
/s/Rob Weltman
	James Nadauld	 	Rob Weltman
	Compensation Committee	 	Compensation Committee
	Director	 	Director




 

 Accepted
and agreed: 

 






 



			
	/s/Duane Choate	 	Date: 2-8-2010
	Duane Choate	 	 




 

 








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Exhibit 10.50