LIFEPOINT HOSPITALS, INC. INDEMNIFICATION AGREEMENT

Exhibit 10.1 LIFEPOINT HOSPITALS, INC. INDEMNIFICATION AGREEMENT      This INDEMNIFICATION AGREEMENT is made and entered into as of the 28th day of August, 2008 (this " Agreement ") by and between LifePoint Hospitals, Inc., a Delaware corporation (the " Company "), and [l] (" Indemnitee ").      WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company and its related entities;      WHEREAS, in order to induce Indemnitee to provide, or continue to provide, services to the Company and its related entities, the Company wishes to provide for the indemnification of, and the advancement of expenses to, Indemnitee to the maximum extent permitted by law;      WHEREAS, the Company and Indemnitee recognize the continued difficulty in obtaining liability insurance for directors, officers, employees, agents and fiduciaries, the significant increases in the cost of such insurance and the general reductions in the coverage of such insurance;      WHEREAS, the Company and Indemnitee recognize the substantial increase in corporate litigation in general, subjecting directors, officers, employees, agents and fiduciaries to expensive litigation risks and the limitations of coverage of liability insurance;      WHEREAS, the Company and Indemnitee desire to continue to have in place the additional protection provided by an indemnification agreement and to provide indemnification and advancement of Expenses (as defined below) to Indemnitee to the maximum extent permitted by Delaware law;      WHEREAS, the Board of Directors has determined that contractual indemnification as set forth herein is not only reasonable and prudent but also promotes the best interests of the Company and its stockholders;      WHEREAS, the Company desires and has requested Indemnitee to serve or continue to serve as a director, officer, employee, agent or fiduciary of the Company or any other corporation, partnership, joint venture, trust, employee benefit plan or other enterprise free from undue concern for unwarranted claims for damages arising out of or related to such services;      WHEREAS, Indemnitee is willing to serve, continue to serve or to provide additional service for or on behalf of the Company on the condition that Indemnitee is furnished with the indemnity provide for herein; and      WHEREAS, in view of the considerations set forth above, the Company desires that Indemnitee shall be indemnified and advanced Expenses by the Company as set forth herein;

     NOW, THEREFORE, the Company and Indemnitee hereby agree as set forth below:      1.  DEFINITIONS . As used in this Agreement, the following terms shall have the following meanings:           " By-laws " means the Second Amended and Restated By-laws of the Company, as such may be amended.           " Certificate " means the Amended and Restated Certificate of Incorporation of the Company, as such may be amended.           " Corporate Status " describes the status of a person who is or was a member of the Board of Directors of the Company (the " Board ") or is or was otherwise a director, officer, employee or agent or fiduciary of the Company or of any other corporation, partnership, joint venture, trust, employee benefit plan or other enterprise which such person is or was serving at the request of the Company.           " Disinterested Director " means a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by the Indemnitee.           " Expenses " shall include attorneys’ fees, retainers, court costs, transcript costs, fees of experts, filing fees, witness fees, travel expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, and all other disbursements or expenses and obligations of any nature whatsoever paid or incurred in connection with prosecuting, defending, preparing to prosecute or defend, investigating, participating, or being or preparing to be a witness in a Proceeding.           " Independent Legal Counsel " means a law firm, or a member of a law firm, that is experienced in matters of Delaware corporation law and neither presently is, nor in the past five (5) years has been, retained to represent: (i) the Company or Indemnitee in any matter material to either such party (other than with respect to matters concerning Indemnitee under this Agreement) or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term "Independent Legal Counsel" shall not include any person who, under the applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Company or the Indemnitee in an action to determine the Indemnitee’s rights under this Agreement.           " Proceeding " includes any threatened, pending or completed action, suit, arbitration, proceeding, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company or otherwise and whether civil, criminal, administrative or investigative, in which an Indemnitee was, is or will be involved as a party or otherwise, by reason of (i) the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, (ii) any action taken by Indemnitee or of any inaction on Indemnitee’s part while acting in a Corporate Status or (iii) the fact that

2

Indemnitee is or was serving at the request of the Company as a director, officer, employee or agent or fiduciary of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise. Any of the foregoing proceedings described in the immediately preceding sentence (i) shall be deemed a Proceeding, whether or not Indemnitee is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification can be provided under this Agreement and (ii) shall include any Proceeding pending or threatened on or before the date of this Agreement; provided , however , that such definition shall exclude a Proceeding initiated by an Indemnitee pursuant to Section 9 to enforce Indemnitee’s rights under this Agreement. For purposes hereof, threatened Proceedings shall include, without limitation, any proceeding if any person (including the Company or any governmental agent or agency) who may attempt to commence such a proceeding has manifested to the Company, any entity as to which Indemnitee has a Corporate Status, any director, officer, employee, agent or fiduciary of the Company or any of the foregoing or Indemnitee (i) an awareness of facts that such person believes may form the basis for a Proceeding and (ii) that it may so attempt to commence such a Proceeding, without regard to whether such manifestation is written, oral or otherwise or such belief is reasonable.      2.  INTERPRETATION OF AGREEMENT; REQUEST TO SERVE . It is understood and agreed that the parties hereto intend this Agreement to be interpreted and enforced so as to provide indemnification, including advancement of Expenses, to the Indemnitee to the fullest extent now or hereafter permitted by law. It also is understood and agreed that the parties intend that the obligations of the Company to provide indemnification, including advancement of Expenses, shall be interpreted broadly in favor of providing on a timely basis such indemnification and advancement of Expenses to Indemnitee in a manner which favors resolving any disagreements over the right thereto or procedures therefor in a manner which is prompt and cost-efficient to Indemnitee. For the avoidance of doubt, in addition to any separate oral or written confirmation or request that the Company may make, the Company expressly confirms (i) that Indemnitee is, or was, serving at the request of the Company as a director, officer, employee or agent or fiduciary of (a) any corporation, partnership, joint venture, trust, employee benefit plan or other enterprise in which the Company owns or owned at least 25% of the common or preferred equity (or such percentage of any similar ownership interest) at any time during any such service or provides or provided to Indemnitee any compensation for or right to reimbursement of any expenses or costs in respect of such service and (b) of any employee benefit plan for the benefit of any officers, directors, employees or agents of the Company, any of its subsidiaries or any enterprise described in clause (a) as to which Indemnitee provides any service, and (ii) that any such service commencing after the date hereof shall be deemed to be at the request of the Company.      3.  INDEMNITY . The Company hereby agrees to hold harmless and indemnify (including the advancement of Expenses) the Indemnitee to the fullest extent authorized or permitted by law, including without limitation, to the fullest extent authorized by Article Thirteenth of the Company’s Certificate (" Article Thirteenth ") as the same exists on the date hereof (or as such Certificate or the By-laws may hereafter be amended, but only to the extent that such amendment authorizes or permits the Company to provide broader indemnification rights than authorized or permitted prior to such

3

amendment). In furtherance of the foregoing indemnification, and without limiting the generality thereof:           (a) Proceedings Other Than Proceedings by or in the Right of the Company . Indemnitee shall be entitled to the rights of indemnification provided in this Section 3(a) if, by reason of Indemnitee’s Corporate Status, Indemnitee is, or is threatened to be made, a party to or participant in any Proceeding (including Proceedings arising out of or relating to Indemnitee’s Corporate Status) other than a Proceeding by or in the right of the Company. Pursuant to this Section 3(a) , the Indemnitee shall be indemnified against all Expenses, judgments, penalties, fines and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement) actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with such Proceeding or any claim, issue or matter therein, if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company and, with respect to any criminal Proceeding, had no reasonable cause to believe Indemnitee’s conduct was unlawful.           (b) Proceedings by or in the Right of the Company . The Indemnitee shall be entitled to the rights of indemnification provided in this Section 3(b) if, by reason of Indemnitee Corporate Status, Indemnitee is, or is threatened to be made, a party to or participant in any Proceeding (including Proceedings arising out of or relating to Indemnitee’s Corporate Status) brought by or in the right of the Company to procure a judgment in its favor. Pursuant to this Section 3(b) , the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with such Proceeding if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company; provided , however , that, if applicable law so provides, no indemnification against such Expenses shall be made in respect of any claim, issue or matter in such Proceeding as to which the Indemnitee shall have been finally adjudged to be liable to the Company unless and to the extent that the Court of Chancery of the State of Delaware shall determine that such indemnification may be made.           (c) Indemnification for Expenses if Indemnitee is a Party Who is Wholly or Partly Successful . Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of Indemnitee’s Corporate Status, a party to and is successful, on the merits or otherwise, in any Proceeding (including Proceedings arising out of or relating to Indemnitee’s Corporate Status), Indemnitee shall be indemnified to the maximum extent permitted by law against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall indemnify the Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter. For purposes of this Section 3 and without limitation, the termination of any claim, issue or matter in such a Proceeding by

4

dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.      4.  ADDITIONAL INDEMNITY . In addition to, and without regard to any limitations on, the indemnification provided for in Section 3 , the Company shall and hereby does indemnify and hold harmless the Indemnitee against all Expenses, judgments, penalties, fines and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement) actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf if, by reason of Indemnitee’s Corporate Status, Indemnitee is, or is threatened to be made, a party to or participant in any Proceeding including a Proceeding by or in the right of the Company and Proceedings arising out at or relating to Indemnitee’s Corporate Status, and will promptly advance Expenses to Indemnitee upon request. The only limitation that shall exist upon the Company’s obligations pursuant to this Section 4 shall be that the Company shall not be obligated to make any payment to Indemnitee that is finally determined (under the procedures, and subject to the presumptions, set forth in Sections 8 and 9 hereof) to be unlawful or contrary to public policy.      5.  CONTRIBUTION IN THE EVENT OF JOINT LIABILITY .           (a) Whether or not the indemnification provided in Sections 3 and 4 hereof is available, in respect of any Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding), Company shall pay the entire amount of any judgment, penalty, fine or settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement) of such Proceeding without requiring Indemnitee to contribute to such payment and the Company hereby waives and relinquishes any right of contribution it may have against Indemnitee. The Company shall not enter into any settlement of any Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding) unless such settlement provides for a full and final release of all claims asserted against Indemnitee.           (b) Without diminishing or impairing the obligations of the Company set forth in the preceding subparagraph, if, for any reason, Indemnitee shall elect or be required to pay all or any portion of any judgment or settlement in any threatened, pending or completed Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding), the Company shall contribute an amount equal to 100% of the amount of Expenses, judgments, penalties, fines and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement) actually and reasonably incurred and paid or payable by Indemnitee. If the Company is prohibited by law from paying 100% of such Expenses, judgments, penalties, fines and amounts, then the Company shall contribute to the amount of Expenses, judgments, penalties, fines and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement) actually and

5

reasonably incurred and paid or payable by Indemnitee in proportion to the relative benefits received by the Company and all officers, directors or employees of the Company other than Indemnitee who are jointly liable with Indemnitee (or would be if joined in such Proceeding), on the one hand, and Indemnitee, on the other hand, from the transaction from which such Proceeding arose; provided , however , that the proportion determined on the basis of relative benefit may, to the extent necessary to conform to law, be further adjusted by reference to the relative fault of the Company and all officers, directors or employees of the Company other than Indemnitee who are jointly liable with Indemnitee (or would be if joined in such Proceeding), on the one hand, and Indemnitee, on the other hand, in connection with the events that resulted in such Expenses, judgments, penalties, fines or settlement amounts (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement), as well as any other equitable considerations which the law may require to be considered. The relative fault of the Company and all officers, directors or employees of the Company other than Indemnitee who are jointly liable with Indemnitee (or would be if joined in such Proceeding), on the one hand, and Indemnitee, on the other hand, shall be determined by reference to, among other things, the degree to which their actions were motivated by intent to gain personal profit or advantage, the degree to which their liability is primary or secondary, and the degree to which their conduct is active or passive.           (c) To the maximum extent permitted by law, the Company shall indemnify and hold Indemnitee harmless from any claims of contribution which may be brought by officers, directors, employees, agents or fiduciaries of the Company who may be jointly liable with Indemnitee, including claims of contribution for Expenses, judgments, penalties, fines and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments, penalties, fines or amounts paid in settlement).           (d) To the extent relevant, all presumptions and burdens of proof and persuasion set forth in this Agreement that affect determinations as to the right to indemnification shall be applicable similarly to any determination or obligation as to matters of contribution pursuant to this Section 5 .      6.  INDEMNIFICATION FOR EXPENSES OF A WITNESS . Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status (or arising out of the same or relating thereto), a witness in any Proceeding to which Indemnitee is not a party, the Company shall indemnify the Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection therewith.      7.  ADVANCEMENT OF EXPENSES .           (a) Notwithstanding any other provision of this Agreement, the Company shall advance all reasonable Expenses incurred by or on behalf of Indemnitee in connection with any Proceeding by reason of Indemnitee’s Corporate Status (including any Proceeding arising out of or relating to Indemnitee’s Corporate Status) within fifteen

6

(15) days after the receipt by the Company of a written statement or statements from Indemnitee requesting such advance or advances from time to time, whether prior to or after final disposition of such Proceeding. Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall be preceded or accompanied by an undertaking in the form attached hereto as Exhibit A , manually executed by Indemnitee.           (b) The Company shall not, as a condition precedent to or otherwise in connection with any request to advance Expenses, assert any right to any condition, covenant, undertaking, agreement, warranty or other term not set forth in Section 7(a) or in Exhibit A hereto. Any advances and undertakings to repay pursuant to this Section 7 shall be unsecured and interest free.           (c) Notwithstanding anything herein or in Exhibit A , the Certificate or the By-laws to the contrary, the Company shall not make or seek to make any determination that Indemnitee is not permitted to be indemnified in respect of a Proceeding under applicable law unless (i) Indemnitee has expressly requested to be indemnified pursuant to Section 8(a) of this Agreement or Article Thirteenth; (ii) Indemnitee has not so requested on or before the 90th day prior to the expiration of the statute of limitations in respect of the claim for indemnification in respect of the Proceeding for which indemnification may be sought; or (iii) a final determination of a court of competent jurisdiction is made with respect to the Proceeding for which indemnification may be sought (as to which all rights of appeal have been exhausted or lapsed).      8.  PROCEDURES AND PRESUMPTIONS FOR DETERMINATION OF ENTITLEMENT TO INDEMNIFICATION . To better ensure that the intentions of the parties hereto are achieved, the parties agree that the following procedures and presumptions shall apply in the event of any question as to whether Indemnitee is entitled to indemnification under this Agreement:           (a) To obtain indemnification under this Agreement which may, at the option of Indemnitee, include indemnification under Article Thirteenth, Indemnitee shall submit to the Company a written request for the same, together with a brief summary of the Proceeding as to which indemnification is sought. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.           (b) Upon written request by Indemnitee for indemnification pursuant to the first sentence of Section 8(a) hereof, other than a request solely for advancement of Expenses pursuant to Section 7(a) , a determination, if (but only if) required by applicable law, with respect to Indemnitee’s entitlement thereto shall be made in the specific case by one of the following three methods, which shall be at the election of Indemnitee to the extent permitted by law: (i) by a majority vote of the Disinterested Directors, even though less than a quorum, or (ii) by Independent Legal Counsel in a written opinion, or (iii)