AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • July 8th, 2011 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Nevada
THIS AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT (the “Restricted Stock Agreement”) is made and entered into as of July 4, 2011 by and between PhotoMedex, Inc., a Nevada corporation (the “Company”), having its executive offices at 147 Keystone Drive, Montgomeryville, PA 18936, and Dennis M. McGrath (the “Purchaser”), having his residence at 2 Colonial Court, Medford, NJ 08055. The parties acknowledge and agree that this Restricted Stock Agreement shall become effective only upon the closing of the transactions contemplated under the terms of that certain Agreement and Plan of Merger executed by and between the Company, PHMD Merger Sub, Inc., a wholly owned subsidiary of the Company, and Radiancy, Inc. as of July 4, 2011 (the “Merger”). If the closing of the Merger (the “Closing”) does not occur on or prior to January 31, 2012, this Restricted Stock Agreement shall become null and void and of no further effect; provided, however, that the Original Agreement (as hereinafter defined)
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 8th, 2011 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between PhotoMedex, Inc., a Nevada corporation (the “Company”) and Dennis McGrath (the “Executive”) on July 4, 2011, to become effective as of the closing (the “Closing”) of the transactions contemplated under the terms of that certain Agreement and Plan of Merger executed by and between the Company, PhotoMedex Merger Sub, Inc., a wholly owned subsidiary of the Company, and Radiancy, Inc. as of July 4, 2011 (the “Merger”). If the Closing does not occur on or prior to January 31, 2012, this Agreement shall become null and void and of no further effect and the Prior Agreement, as defined below, shall continue in full force and effect in accordance with its terms.
PHOTOMEDEX, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • July 8th, 2011 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Nevada
THIS AGREEMENT is made as of July 4, 2011 by and between PhotoMedex, Inc., a Nevada corporation (the "Company"), and Michael R. Stewart ("Optionee") to become effective only upon the closing of the transactions contemplated under the terms of that certain Agreement and Plan of Merger (the “Merger Agreement”) executed by and between the Company, PHMD Merger Sub, Inc., a wholly owned subsidiary of the Company, and Radiancy, Inc., as of July 4, 2011 (the “Merger”). If the Closing does not occur on or prior to January 31, 2012, this Agreement shall become null and void and of no further effect.
AGREEMENT AND PLAN OF MERGER BY AND AMONG RADIANCY, INC., PHOTOMEDEX, INC., AND PHMD MERGER SUB, INC. Dated as of July 4, 2011Agreement and Plan of Merger • July 8th, 2011 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of July 4, 2011 by and among Radiancy, Inc., a Delaware corporation (“Radiancy”), PhotoMedex, Inc., a Nevada corporation (“PhotoMedex”), and PHMD Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of PhotoMedex (“Merger Sub”). Radiancy, PhotoMedex and Merger Sub are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
