0000950123-10-052049 Sample Contracts

NON-LOUISIANA NON-COMPETITION AGREEMENT
Non-Louisiana Non-Competition Agreement • May 21st, 2010 • Planet Beach Franchising Corp • Services-personal services • Delaware

THIS NONCOMPETITION AGREEMENT (this “Agreement”) dated May 18, 2010 is made by Stephen P. Smith (“Executive”) and Planet Beach Franchising Corporation, a Delaware corporation (the “Company”).

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PLANET BEACH FRANCHISING CORPORATION 2005 STOCK OPTION PLAN AWARD AGREEMENT
Stock Option Plan Award Agreement • May 21st, 2010 • Planet Beach Franchising Corp • Services-personal services

We are pleased to confirm that Planet Beach Franchising Corporation, a Delaware corporation (the “Company”) has granted you an option (the “Option”) to purchase shares of its common stock, par value $0.0001 per share (the “Shares”), subject to the terms and conditions of the Company’s 2005 Stock Option Plan (the “Plan”) and of this Award Agreement. Unless otherwise defined herein, all terms used in this Award Agreement shall have the same meanings as set forth in the Plan.

EMPLOYMENT AGREEMENT
Employment Agreement • May 21st, 2010 • Planet Beach Franchising Corp • Services-personal services • Louisiana

EMPLOYMENT AGREEMENT dated May 18, 2010 (the “Employment Agreement”) is made by and between Planet Beach Franchising Corporation, a Delaware corporation (the “Company”), and Stephen P. Smith (the “Executive”).

ASSET PURCHASE AGREEMENT by and among PLANET BEACH FRANCHISING CORPORATION and PLANET BEACH BRANDS, L.L.C. STEPHEN P. SMITH May 18, 2010
Asset Purchase Agreement • May 21st, 2010 • Planet Beach Franchising Corp • Services-personal services • Louisiana

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) dated May 18, 2010 is made by PLANET BEACH FRANCHISING CORPORATION, a Delaware corporation (the “Buyer”) and PLANET BEACH BRANDS, L.L.C. (the “Seller”) and STEPHEN P. SMITH, an individual residing in New Orleans, Louisiana (the “Shareholder”)

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