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  Exhibit 10.51    
    


 EMPLOYMENT AGREEMENT  


THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of this 15 th day of December,
2010 (the "Effective Date"), is by and between Oncure Medical Corp., a Delaware Corporation (the  "Corporation") and Timothy A. Peach (the "Employee").


 RECITALS  


A.     The
Corporation owns, manages and intends to acquire additional entities, which provide (1) radiation therapy, medical oncology and related oncology services and
(2) physician practice management services for medical and radiation oncologists. 


B.     The
Corporation wishes to retain the services of the Employee on the terms, and subject to the conditions, hereinafter set forth. 


C.    The
Employee desires to provide services to the Corporation on the terms, and subject to the conditions, hereinafter set forth. 


D.    This
Agreement shall supersede and replace any and all other agreements and arrangements between the Employee and the Corporation regarding the terms and conditions of the Employee's
employment with the Corporation and/or any of its Affiliates. 


 AGREEMENT  


NOW, THEREFORE, in consideration of the premises and mutual covenants contained
herein, the parties agree as follows: 


 ARTICLE I

DEFINITIONS AND CONSTRUCTION  


1.1    Definitions.    For purposes of this Agreement,
unless the context otherwise requires, the following terms have the respective meanings set out below. 


a.     "Affiliate" shall mean with respect to any specified Person, any Person, whether present
or future, that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, such specified Person. 


b.     "Agreement" shall have the meaning ascribed thereto in the preamble of this Agreement. 


c.     "Board" shall mean the members of the board of directors of Holdings. 


d.     "Cause" shall have the meaning ascribed thereto in Section 4.2. 



e.     "Change of Control" shall mean and include each of the following: (a) except in
connection with a Qualified Offering, the acquisition, in one or more simultaneous transactions or a series of related transactions, of beneficial ownership (within the meaning of
Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") by any Person or any group of Persons who
constitute a group (within the meaning of Section 13d-3 of the Exchange Act), other than (i) a trustee or other fiduciary holding securities under an 


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employee
benefit plan of Holdings or any Affiliate of Holdings or (ii) a Person or group in which the Equity Investors control, directly or indirectly, 50% or more of the voting power
immediately following the transaction, of any securities of Holdings or the Corporation such that, as a result of such acquisition, such Person or group
beneficially owns (within the meaning of Rule 13d-3 of the Exchange Act), directly or indirectly, fifty percent ore more of the outstanding voting securities of Holdings or the
Corporation, as applicable; (b) a change in the composition of the Board such that a majority of the members are not Continuing Directors (except in the case of a capital raising financing
transaction by Holdings or the Corporation); and (c) the sale of all or substantially all of the assets of Holdings' or the Corporation's to an entity in which the Equity Investors do not
control, directly or indirectly, 50% or more of the voting power immediately following the transaction. 


f.      "Common Stock" means the Common Stock, $0.001 par value per share, of Holdings. 


g.     "Compensation Committee" shall mean the compensation committee of the Board. 



h.     "Confidential Information" shall mean non-public information concerning the
Corporation, including without limitation, financial data, statistical data, strategic business plans, agreements or other material relating to the business, services or activities of the Corporation
and its Affiliates and trade secrets, market reports, patient files, customer lists, practices, processes, methods, information relating to government relations and other similar information that is
propriety information of the Corporation or its Affiliates. 


i.      "Continuing Director" shall mean, as of any date of determination, any member of the
Board who (a) was a member of the Board on the Effective Date, or (b) was nominated for election or elected to the Board with the affirmative vote of at least two-thirds
(2/3) of the Continuing Directors who were members of the Board at the time of such nomination or election. 


j.      The term "control" (including the terms "controlling,"
"controlled by" and "under common control with") means the possession, direct or indirect, of the power to direct or cause the
direction of the management and policies of a person, whether through the ownership of voting securities, by contract, or otherwise. 



k.     "Corporation" shall have the meaning ascribed thereto in the preamble of this Agreement. 


l.      "Disability" shall have the meaning ascribed thereto in Section 4.4. 


m.    "Effective Date" shall have the meaning ascribed thereto in the preamble of the
Agreement. 


n.     "Employee" shall have the meaning ascribed thereto in the preamble of this Agreement. 



o.     "Equity Investors" means Genstar Capital Partners IV, L.P. and the other Persons
making an equity investment in Holdings in connection with the transaction contemplated by that certain Agreement and Plan of Merger, dated as of July 5, 2006, by and among the Corporation,
OnCURE Acquisition Sub, Inc. and Holdings, pursuant to which OnCURE Acquisition Sub, Inc. was merged with and into the Corporation and the Corporation became a wholly-owned subsidiary of
Holdings (the "Merger").


p.     "Holdings" shall mean OnCure Holdings, Inc., a Delaware corporation. 



q.     "Initial Expiration Date" shall have the meaning ascribed thereto in Section 4.1. 


r.      "Person" shall mean any individual, corporation, limited or general partnership, joint
venture, association, joint stock company, limited liability company, trust, unincorporated organization or any other entity, union, or association, or government or any agency or political
subdivision thereof. 



s.      "Qualified Offering" shall mean any offer for sale of equity securities of the
Corporation or Holdings pursuant to an effective registration statement filed under the Securities Act of 1933, as amended. 


t.      "Stock Options" shall have the meaning ascribed thereto in Section 7.4. 


u.     "Subsidiary" shall mean with respect to any Person, any corporation, association or
other business entity of which securities representing 50% or more of the combined voting power of the total voting stock (or in the case 


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of
an association or other business entity which is not a corporation, 50% or more of the equity interest) is at the time owned or controlled, directly or indirectly, by that Person or one or more
Subsidiaries of that Person or a combination thereof. 



v.      "Target Bonus" for any year means the maximum annual bonus payable to the Employee
assuming 100% achievement of all performance criteria for such year. 


w.     "Term" shall have the meaning ascribed thereto in Section 4.1. 


1.2    "Construction    


a.    Captions.    The captions of Articles, Sections and
Subsections of this Agreement are inserted for convenience only and shall not affect the meaning or construction of the contents of this Agreement. 


b.    Mandatory and Permissive Acts.    As used in this
Agreement, the words "shall" and "will" refer to mandatory acts; the word "may" shall refer to permissive acts. 


c.    References.    References in this Agreement to
Articles, Sections, and Subsections, unless specifically stated otherwise, are to the Articles, Sections and Subsections of this Agreement. 



d.    Miscellaneous Terms.    The term "or" shall not be
exclusive. The terms "herein", "hereof', "hereto", "hereunder" and other terms similar to such terms shall refer to this Agreement as a whole and not merely to the specific article, section paragraph,
or clause where such terms may appear. The term "including" shall mean "including but not limited to". 


 ARTICLE II

EMPLOYMENT  


The Corporation hereby employs the Employee and the Employee hereby accepts employment with the Corporation, commencing as of the
Employment Commencement Date, for the Term, in the position and with the duties and responsibilities set forth in Article III, and upon such other terms and conditions set forth in this
Agreement. 


 ARTICLE III

POSITION; DUTIES  


3.1    Position and Duties.    The Employee shall serve as
the Corporation's Chief Financial Officer ("CFO") subject to the control and direction of the CEO and Board with duties and responsibilities that are customary for such office(s), including, but not
limited to, management and oversight of the Financial Department, the Corporation's Controller of the Finance Department, and the Billing Department. The Employee shall have such other powers and
duties as may be reasonably agreed upon from time to time by the CEO and the Board. 


3.2    Good Faith Efforts.    The Employee will use his good
faith efforts to perform his duties and discharge his responsibilities pursuant to this Agreement competently, carefully and faithfully. In determining whether or not the Employee has used his good
faith efforts hereunder, the Corporation's delegation of authority to other employees and all surrounding circumstances shall be taken into account and the Employee's good faith efforts shall not be
judged solely on the Corporation's earnings or other results of the Employee's performance. 


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 ARTICLE IV

TERM OF EMPLOYMENT; TERMINATION  


4.1    Term.    The Employee's employment under this
Agreement shall commence on the Effective Date and shall terminate on the one-year anniversary of the Effective Date (the "Initial Expiration
Date"); provided, that on the Initial Expiration Date and on the last day of any subsequent extension to the term of this Agreement, the term of this Agreement automatically
shall be extended for an additional one (1) year term unless either party gives written notice to the other not less than three (3) months prior to the end of the then current term that
it does not desire to extend the term of this Agreement. Notwithstanding the foregoing, the Employee's employment shall terminate upon the termination of this Agreement for any reason. The  "Term" of
this Agreement means the period from the Effective Date through the Initial Expiration Date, and includes any renewal term, subject in each
case to the earlier termination of this Agreement for any reason. 


4.2    Termination by the Corporation.    The Corporation
may terminate this Agreement at any time and for any reason or no reason at all. In the event of a termination of this Agreement by the Corporation without Cause, subject to the provisions of
Section 4.7, the Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, "Cause"
means any of the following: (a) the Employee enters a plea of guilty or nolo contendere to, or is convicted of, a felony or any other criminal
act involving moral turpitude, dishonesty, or theft; (b) the Employee has committed gross negligence, willful misconduct or a breach of his fiduciary duties in carrying out his duties
hereunder; (c) the Employee materially breaches this Agreement and fails to cure such breach (in the event that such breach is capable of being cured) within 30 days following receipt of
notice from the Corporation setting forth in reasonable detail the nature of such breach; (d) the Employee habitually uses drugs or alcohol and such use constitutes an abuse thereof;
(e) the Employee engages in willful misconduct in the performance of his duties hereunder that (i) has a material adverse effect on the Corporation or (ii) constitutes a material
violation of a policy adopted by the Board; or (f) the Employee engages in material dishonesty or fraud in the performance of his duties hereunder. Upon any termination of this Agreement by the
Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than amounts
previously earned but not yet paid and such programs as the Corporation is, by law, required to allow his participation). 


4.3    Constructive Termination.    In the event that
(a) with or without a change in his title or formal corporate action, there shall be a material diminution in the nature or scope of the authorities, powers, functions, duties or
responsibilities of the Employee set forth in Article III of this Agreement; (b) the Employee is not appointed to, or is removed from, the offices or positions provided for in
Section 3.1 of this Agreement; (c) the Employee's annual base salary is decreased by the Corporation; (d) the Corporation fails to pay the Employee's compensation or provide the
Employee benefits when due; or (e) the Corporation materially breaches this Agreement or the performance of its duties and obligations hereunder (including any failure to adopt an annual bonus
plan in accordance with the provisions of Section 7.2), the Employee, by written notice delivered to the Corporation within 30 days of the event or occurrence constituting a constructive
termination hereunder, may elect to deem his employment hereunder to have been terminated by the Corporation without Cause, provided that the
Corporation shall have the right to cure any such constructive termination within 30 days of its receipt of such notice. 


4.4    Death or Disability.    Except for the Corporation's
obligations contained in this Section 4.4, this Agreement and the obligations of the Corporation hereunder will terminate upon the Employee's death or Disability. For purposes of this
Agreement, "Disability" shall mean that for a period of (6) six months in any twelve (12) month period, the Employee is incapable of substantially fulfilling his employment
responsibilities and duties because of physical, mental or psychological incapacity resulting from injury, sickness or disease. Upon termination of this Agreement by reason of the Employee's death or
Disability if such death or Disability occurs on or before the first anniversary date of the Relocation Date, subject to the provisions of Section 4.7, the Corporation will pay in a lump sum
payment to the Employee or his legal representative, as the case may be, an amount equal to one-half 


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(1/2)
of the Employee's annual base salary, plus one-half (1/2) of any Target Bonus with respect to the twelve (12) month period immediately prior to the date of the Employee's
death or Disability. 


4.5    Termination by the Employee.    The Employee may
terminate this Agreement and his employment with the Corporation at any time for any reason or no reason at all by giving the Corporation at least thirty (30) days' prior written notice. The
Corporation may relieve the Employee of any or all of his duties and responsibilities at any time following the giving of any such notice and such action will in no event constitute a constructive
termination under Section 4.3 or termination by the Employee without Cause (provided, that the Employee shall be entitled to continue to be
compensated in accordance with this Agreement through the date of termination). Upon any termination of this Agreement by the Employee pursuant to this Section 4.5, the Employee shall have no
right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than amounts previously earned but not yet paid and such programs as
the Corporation is, by law, required to allow his participation). 


4.6    Termination by the Corporation Without Cause.    


(a)    In
the event of a termination of this Agreement by the Corporation without Cause (other than in connection with a Change of Control), subject to the provisions of Section 4.7,
the Corporation shall pay to the Employee, as severance pay, an amount equal to one-half (0.5) times the Employee's annual base salary, plus the Employee's Target Bonus payable for the
year in which the termination occurs. Such severance pay shall be paid by the Corporation to the Employee in equal installments in accordance with the Corporation's normal payroll practices. 


(b)   In
the event of a termination of this Agreement by the Corporation without Cause in connection with a Change of Control, subject to the provisions of Section 4.7, the
Corporation shall pay in a lump sum payment to the Employee, as severance pay, an amount equal to one-half (0.5) times the sum of the Employee's annual base salary, plus an amount equal to
the Employee's Target Bonus payable for the year in which termination occurs. 


(c)    The
Corporation agrees that if this Agreement is terminated by the Corporation or in the event of the death or Disability of the Employee, (i) the Employee will immediately
receive additional compensation consisting of any and all accrued and unpaid vacation pay, back wages accrued and accrued sick pay; (ii) except in the event of a termination for Cause, the
Corporation will pay for the Employee's health benefits under COBRA until employee becomes eligible for another employer's health insurance or for six (6) months, whichever occurs first; and
(iii) except in the event of a Termination for Cause, the Corporation will provide to the Employee outplacement services, with a firm of the Employee's discretion, at a cost not to exceed
$15,000. 


4.7    Release of the Corporation.    As a condition to
receiving the severance payments and benefits described herein, (1) the Employee or, in the event of the Employee's death or Disability, the Employee's legal representative shall be required to
execute and deliver to the Corporation a general release of all claims, including, but not limited to, claims for wrongful termination, for employment discrimination under Title VII of the Civil
Rights Act of 1964, as amended, and claims under the Americans with Disabilities Act of 1990, the Equal Pay Act of 1963, the Age Discrimination in Employment Act of 1967, the Older Workers Benefit
Protection Act of 1990, the Civil Rights Act of 1866, the Family and Medical Leave Act of 1993, the Civil Rights Act of 1991, the Employee Retirement Income Security Act of 1974 and any equivalent
state, local and municipal laws, rules and regulations, he or his estate or legal representatives may have against the Corporation and its Subsidiaries and Affiliates, and the officers, directors,
shareholders and agents of each of them, in each case in such form as may be reasonably requested by the Corporation and (2) the Employee shall comply with any provisions of this Agreement that
survive such termination. The provisions of this Section 4.7 shall survive any termination of this Agreement. 


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 ARTICLE V

DEVOTION OF THE EMPLOYEE'S TIME TO DUTIES  


The parties agree that the Employee will devote substantially full time during normal business hours (exclusive of periods of
sickness and Disability and of such normal holiday and vacation periods as have been established by the Corporation) to the affairs of the Corporation; provided, however, that the Employee will be
permitted to devote a limited amount of time, without payment therefore of salary and wages, to charitable or similar organizations and to such other businesses and/or investment activities as are not
barred by the provisions of Article IX and which do not interfere with the provision of services hereunder. 


 ARTICLE VI

OTHER COVENANTS OF EMPLOYEE  


 Business Opportunities.    The Employee agrees to promptly present to the Corporation all potential opportunities for acquisitions, joint ventures and similar
transactions in the cancer care radiation therapy sector, which are presented to the Employee during the Term as long as this Agreement is in effect. 


 ARTICLE VII

COMPENSATION AND EXPENSES  


7.1    Salary.    Commencing on the Effective Date, the
Corporation shall pay the Employee an annual base salary of two hundred fifty thousand dollars ($250,000), subject to annual review by the Compensation Committee. The Corporation will pay the Employee
his annual salary in accordance with the Corporation's normal payroll practices which is every two weeks. 


7.2    Annual Bonus.    The Employee shall be eligible to
earn an annual bonus as determined by the Compensation Committee or Board. The bonus will be based upon the achievement by the Corporation of certain objectively determinable financial performance
targets directly tied to revenue growth and EBITDA performance of the Corporation or such other objectives established by the Board or the Compensation Committee and approved by the Board. For each
year of the Term, the Corporation shall adopt an annual bonus program affording the Employee an opportunity to earn bonuses equal to at least 50% of his annual base salary. 



7.3    Options.    The Employee acknowledges that he has
received options to purchase 250,000 shares of Common Stock pursuant to the terms of Holdings' Equity Incentive Plan prior to the Effective Date. 


7.4    Expenses.    It is understood and agreed that the
services required of the Employee by the Corporation will require the Employee to incur entertainment, travel and other expenses on behalf of the Corporation. The Corporation will reimburse or advance
funds to the Employee for all reasonable travel, entertainment and miscellaneous expenses incurred in connection with the performance of his duties under this Agreement, provided that the Employee
properly accounts for such expenses to the Corporation in accordance with the Corporation's
practices. Such reimbursement or advances will be made in accordance with policies and procedures of the Corporation in effect from time to time relating to reimbursement of our advances to executive
officers. 


7.5    Vacation.    For each twelve (12) month period
during the Term, the Employee will be entitled to five (5) weeks of vacation without loss of compensation or other benefits to which he is entitled under this Agreement (pro-rated
as necessary for partial calendar years during the Term), to be taken at such times as the Employee may select and the affairs of the Corporation may permit. 


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7.6    Employee Benefit Programs.    Without any reduction in the compensation to which the Employee is
entitled under the provisions of Sections 7.1 and 7.2 (other than voluntary payment of the Employee's share of premiums or plan contributions), during the Term the Employee will be entitled to
participate in any health insurance, disability, sick leave, pension insurance or other employee benefit plan that is maintained at that time by the Corporation for its executive officers including
programs of life and medical insurance for his family and reimbursement of membership fees in industry related professional organizations. During the Term, the Corporation shall maintain a policy of
directors and officers' liability insurance with policy limits and terms appropriate for the Corporation's size and business activities, and shall ensure that the Employee is covered by such policy. 


 
 

  ARTICLE VIII
  COVENANT OF CONFIDENTIALITY  
  


The Employee acknowledges that during his employment he will learn and will have access to Confidential Information regarding the
Corporation and its Affiliates. All records, files, materials and Confidential Information (excluding personal items obtained by the Employee in the course of his employment with the Corporation and
that do not contain Confidential Information) are confidential and proprietary and shall remain the exclusive property of the Corporation or its Affiliates, as the case may be. The Employee will not,
except in connection with and as required by his performance of his duties under this Agreement, for any reason use for his own benefit or the benefit of any Person or entity with which he may be
associated or disclose any such Confidential Information to any Person for any reason or purpose whatsoever without the prior written consent of the Board unless such Confidential Information
previously shall have become public knowledge through no action by or omission of the Employee. 


 
 

  ARTICLE IX
  COVENANT NOT TO COMPETE  
  


9.1    Covenant.    Without limitation to any fiduciary or other legal responsibilities that the Employee
may have to the Corporation, the Employee agrees that he will not, for as long as he is an employee of the Corporation and for a twelve month period subsequent to the Employee's termination of
employment directly or indirectly carry on, be engaged in, own, operate, control or participate in the ownership, management, operation or control of or have any financial interest in or otherwise be
connected with, any Person, or business (whether as an employee, officer, director, agent, security holder, creditor, consultant, or otherwise) that is or may be engaged in any business activity that
is the same as, similar to, or competitive (directly or indirectly) with any radiation oncology business engaged in by the Corporation and/or its Affiliates. Notwithstanding the foregoing, nothing
herein shall be deemed or construed to, or shall bar or preclude the Employee from acquiring directly or indirectly not more than five percent (5%) of the securities, by value or voting power, in any
publicly-traded company that engages in any activity competitive with any activity engaged in by the Corporation and/or any of its Affiliates. 


9.2    Non-Solicitation.    The Employee hereby agrees that during his employment with the
Corporation and for a period of twelve (12) months following the termination of his employment, without the prior written consent of the Corporation, he shall not, on his own behalf or on
behalf of any Person, directly or indirectly, hire or solicit the employment of any employee who has been employed by the Corporation and/or any of its Affiliates at any time during the six
(6) months immediately preceding such date of hiring or solicitation. 


9.3    Severability.    The parties hereto agree that the covenants of non-competition contained
herein are reasonable covenants under the circumstances. The parties intend that the covenant contained in Section 9.1 be construed as a series of separate covenants, one for each city, county,
state, territory, possession or federal district of the United Sates covered by the covenant. Except for geographic coverage, each separate covenant will be 


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considered
identical in terms to the covenant contained in Section 9.1. If, in any judicial proceeding, a court refuses to enforce any of the separate covenants described in this
Section 9.3, the unenforceable covenant will be considered eliminated from these provisions for the purpose of those proceedings to the extent necessary to permit the remaining separate
covenants to be enforced. The Employee agrees that any breach of the covenants contained in this Article IX would irreparably injure the Corporation. Accordingly, the Employee agrees that the
Corporation, in addition to pursuing any other remedies it may have at law or in equity, shall be entitled to obtain an injunction against him from any court having jurisdiction over the matter,
restraining any further violation of this Article IX and/or withhold any further payments due to the Employee. 


 
 

  ARTICLE X
  ASSIGNABILITY  
  


The rights and obligations of the Corporation under this Agreement shall inure to the benefit of and be binding upon the successors
or assigns of the Corporation. The Employee's obligations hereunder may not be assigned or alienated and any attempt to do so by him will be void. 


 
 

  ARTICLE XI
  MISCELLANEOUS PROVISIONS  
  


11.1    Severance of Provision.    If any provision of this Agreement otherwise is deemed to be invalid or
unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be considered divisible as to such provision and such provision shall be
inoperative in such state or jurisdiction and shall not be part of the consideration moving from either of the parties to the other. The remaining provisions of this Agreement shall be valid and
binding and of like effect as though such provisions were not included. 



11.2    Notice and Address.    All notices, offers, acceptance and any other acts under this Agreement
(except payment) shall be in writing, and shall be sufficiently given if delivered to the addresses in person, by Federal Express or similar receipted delivery, if mailed, postage prepaid, by
certified mail return receipt requested (and in each case notice shall be deemed delivered and effective upon receipt thereof by the recipient), as follows: 

 










				
	 	 
	 	 

	 	To the Employee:	 	Timothy A. Peach

2251 W. Dry Creek Road

Littleton, CO 80120
	
 	
 To the Corporation:	
 	
General Counsel

Oncure Medical Corp.

18100 Von Kaman Avenue, Suite 450

Irvine, California 92612




 

 Or
any current address if different from above, or to such other address as either of them, by notice to the other may designate from time to time. 


11.3    Counterparts.    This Agreement may be executed in one or more counterparts, each of which shall be
deemed an original but all of which together shall constitute one and the same instrument. The execution of this Agreement may be by actual or facsimile signature. 



11.4    Arbitration of Disputes.    In the event of any controversy or claim, whether based on contract,
tort, statute, or other legal or equitable theory (including but not limited to any claim of fraud, misrepresentation, or fraudulent inducement) arising out of or related to this agreement, or any
subsequent agreement between the parties ("dispute") and if the dispute cannot be resolved by negotiation, the parties agree to submit the dispute to 


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arbitration
pursuant to this section and the then-current rules and supervision of the American Arbitration Association. The arbitration shall be held in Denver, Colorado at the office of
the American Arbitration Association. Notwithstanding anything to the contrary herein, any party may seek injunctive relief for any breach or threatened breach of this Agreement or any provision of
this Agreement from any court of competent jurisdiction. 


11.5    Attorney's Fees.    In the event that there is any controversy or claim arising out of or relating
to this Agreement, or to the interpretation, breach or enforcement thereof and any action or proceeding including that in arbitration as provided for in Section 11.4 of this Agreement, is
commenced to enforce the provisions of this Agreement, the prevailing party shall be entitled to an award by the court or arbitrator, as appropriate, of reasonable attorney's fees, costs and expenses. 


11.6    No Violations.    The Employee hereby represents and warrants to the Corporation that the execution,
delivery and performance of this Agreement does not violate or conflict with the terms of any other agreement to which the Employee is a party. 


11.7    Withholdings.    All payments to the Employee under this Agreement shall be reduced by all
applicable withholding required by federal, state or local law. 


11.8    Governing Law.    This Agreement and any dispute, disagreement, or issue of construction or
interpretation arising hereunder whether relating to its execution, its validity, the obligations provided therein or performance shall be governed or interpreted according to the internal laws of the
State of Colorado without regard to choice of law considerations. 


11.9    Entire Agreement.    This Agreement constitutes the entire Agreement between the parties and
supersedes all prior oral and written agreements between the parties hereto with respect to the subject matter hereof Neither this Agreement nor any provision hereof may be changed, waived, discharged
or terminated orally, except by a statement in writing signed by the party or parties against which enforcement or the change, waiver, discharge or termination is sought. 


11.10    Code Section 280G.    The foregoing notwithstanding, to the extent that the total amounts
payable to the Employee under this Agreement or any other plan or agreement would constitute an "excess parachute payment" within the meaning of Section 280G of the Internal Revenue Code of
1986, as amended (the "Code") (as determined in good faith by the Corporation's public accountants) then amounts payable under Section 4.6 shall be reduced to the extent necessary to avoid any
such amounts constituting an excess parachute payment. 


11.11    Indemnification.    With respect to claims resulting from Employee's acts or failures to act, or
alleged acts or failures to act, in Employee's capacity as a director or officer of the Corporation, the Corporation shall indemnify Employee to the fullest extent permitted by the laws of the State
of Delaware and the Corporation's certificate of incorporation and bylaws, in each case as the same currently exists or may hereafter be amended (but, in case of any such amendment, only to the extent
that such amendment permits the corporation to provide broader indemnification rights than said law permitted the corporation to provide prior to such amendment). In addition, Employee shall be
entitled to the protection of any insurance policies the Corporation or its Subsidiaries shall elect to maintain generally for the benefit of its directors and officers. With respect to any claims
made against Executive for which the Corporation is obligated to indemnify Employee, Employee will have the right to employ its own counsel reasonably acceptable to the Corporation at the sole cost
and expense of the Corporation, and the Corporation shall pay for such counsel as fees are earned and due. 


11.12    Compliance with Section 409A of the Internal Revenue Code.    



(a)    All
payments of "nonqualified deferred compensation" (within the meaning of Section 409A of the Code (together with Department of Treasury regulations and other official
guidance issued thereunder, "Section 409A")) are intended to comply with the requirements of Section 409A, and shall be interpreted in
accordance therewith. No party individually or in combination with any other may accelerate any such deferred 


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payment,
except in compliance with Section 409A, and no amount shall be paid prior to the earliest date on which it is permitted to be paid under Section 409A. 



(b)   Unless
otherwise expressly provided, any payment of compensation by the Corporation to the Employee, whether pursuant to this Agreement or otherwise, shall be made within two and
one-half months (21/2 months) after the end of the later of the calendar year or the Corporation's fiscal year in which the Employee's right to such payment vests
(i.e., is not subject to a substantial risk of forfeiture for purposes of Section 409A). Such amounts shall not be aggregated with any other payments and shall not be subject to the
requirements of subsection (d) below applicable to "nonqualified deferred compensation." 


(c)    Notwithstanding
anything in this Agreement to the contrary, to the extent that any payment or benefit constitutes non-exempt "nonqualified deferred compensation" for
purposes of Section 409A, and such payment or benefit would otherwise be payable or distributable hereunder by reason of the Employee's termination of employment, all references to the
Employee's termination of employment shall be construed to mean a "separation from service," as defined in Treasury Regulation Section 1.409A-1(h)
(a) "Separation from Service"), and the Employee shall not be considered to have a termination of employment unless such termination constitutes
a Separation from Service with respect to the Employee. If this Section 11.12(c) applies, such payments or benefits that are subject to Section 409A shall be paid (or, in the event of
any installment payments, shall commence to be paid) on the date that the Corporation determines within sixty (60) days following the date of the Employee's Separation from Service. 



(d)   Notwithstanding
anything in Section 11.12(c) to the contrary, if the Employee is a "specified employee" on the date of the Employee's Separation from Service, any benefit or
payment that constitutes non-exempt "nonqualified deferred compensation" (within the meaning of Section 409A) shall be delayed in order to avoid a prohibited payment under
Section 409A(a)(2)(B)(i) of the Code, and any such delayed payment shall be paid to the Employee in a lump sum during the ten (10) day period commencing on the earlier of (i) the
expiration of the six-month period measured from the date of the Employee's Separation from Service, or (ii) the Employee's death. To the greatest extent permitted under
Section 409A, any separate payment or benefit under the Agreement will not be deemed to constitute "nonqualified deferred compensation" subject to Section 409A and the
six-month delay requirement to the extent provided in the exception in Treasury Regulation Section 1.409A-1(b)(4), Section 1.409A-1(b)(9) or any other
applicable exception or provision of Section 409A. 


(e)    Section 11.12(d)
above shall not apply to that portion of any amounts payable upon a Separation from Service which shall qualify as "involuntary severance" under
Section 409A because such amount does not exceed the lesser of (1) two hundred percent (200%) of the Employee's annualized compensation from the Corporation for the calendar year
immediately preceding the calendar year during which the Separation from Service occurs, or (2) two hundred percent (200%) of the annual limitation amount under Section 401(a)(17) of the
Code for the calendar year during which the Separation from Service occurs. 


(f)    With
respect to any continuation healthcare coverage provided under the Agreement, if during the period of continuation coverage, any plan pursuant to which such benefits are provided
ceases to be exempt from the application of Section 409A under Treasury Regulation Section 1.409A-1(a)(5), then an amount equal to each such remaining premium shall
thereafter be paid to the Employee as currently taxable compensation in substantially equal monthly installments over the remainder of the continuation coverage period. 


(g)    With
respect to any reimbursements or in-kind benefits, such reimbursements or benefits shall be provided in a manner that complies with Treasury Regulation
Section 1.409A-3(i)(1)(iv), including the following: (i) in no event shall such benefits or reimbursements be provided later than the last day of the Employee's taxable year
following the taxable year in which the expense was incurred or obligation arose, (ii) the amount of expenses eligible for reimbursement, or in-kind benefits provided, during the
Employee's taxable year may not affect the expenses eligible for reimbursement, or in-kind benefits provided, in any other taxable year of the Employee, and (iii) the right to
reimbursements or in-kind benefits is not subject to liquidation or exchange for another benefit. 


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(h)   For
purposes of this Agreement any installment payments made on separate dates shall be treated as a series of separate and distinct payments for purposes of Section 409A. 


(i)    If
the parties hereto determine that any payments or benefits payable under this Agreement intended to comply with Section 409A do not so comply, the Employee and the
Corporation agree to amend this Agreement, or take such other actions as the Employee and the Corporation deem necessary or appropriate, to comply with the requirement of Section 409A, while
preserving benefits that are, in the aggregate, no less favorable than the benefits as provided to the Employee under this Agreement. If any provision of the Agreement would cause such payments or
benefits to fail to so comply, such provision shall not be effective and shall be null and void with respect to such payments or benefits, and such provision shall otherwise remain in full force and
effect. Notwithstanding anything herein to the contrary, no amendment may be made to this Agreement if it would cause the Agreement or any payment hereunder not to be in compliance with Code
Section 409A. 


(Signature
Page Follows) 


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IN WITNESS WHEREOF, the Employee and the Corporation have executed this Agreement as of this 15th day of December, 2010. 

 






 



					
	 	 	 THE CORPORATION
	

 	
 	
 Oncure Medical Corp.
	

 	
 	
  By:	
 	
/s/ L. DUANE CHOATE






  L. Duane Choate

President and Chief Executive Officer
	

 	
 	
 THE EMPLOYEE
	

 	
 	
 /s/ TIMOTHY A. PEACH






  Timothy A. Peach

2251 W. Dry Creek Road

Littleton, CO 80120




 

 [Signature
Page to Employment Agreement — Timothy A. Peach] 


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QuickLinks



Exhibit 10.51



ARTICLE VIII COVENANT OF CONFIDENTIALITY

ARTICLE IX COVENANT NOT TO COMPETE

ARTICLE X ASSIGNABILITY

ARTICLE XI MISCELLANEOUS PROVISIONS