SHARE PURCHASE AGREEMENTShare Purchase Agreement • June 23rd, 2011 • Tefron LTD • Women's, misses', children's & infants' undergarments
This Share Purchase Agreement (this “Agreement”) is dated as of November 16, 2010, among Tefron Ltd., an Israeli corporation (the “Company”), and the purchaser identified listed on Schedule I hereto (each, including its successors and assigns, the “Purchaser”).
ContractTefron LTD • June 23rd, 2011 • Women's, misses', children's & infants' undergarments
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, IN EACH CASE PROVIDED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT IS DELIVERED TO THE COMPANY. THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
REGISTRATION RIGHTS AGREEMENT TEFRON LTD. DECEMBER 30, 2010Registration Rights • June 23rd, 2011 • Tefron LTD • Women's, misses', children's & infants' undergarments
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 30th day of December, 2010, and shall be effective only upon the Closing (as defined below), by and among Tefron Ltd., a company incorporated under the Laws of the State of Israel (the “Company”); and each of the Holders of the Company’s Ordinary Shares (the “Ordinary Shares”) listed on the signature page hereto.
December 30, 2010 Nouvelle Seamless Intimates Inc. Suite 400 Montreal, Quebec H2N 2B7Tefron LTD • June 23rd, 2011 • Women's, misses', children's & infants' undergarments • North Carolina
Tefron USA, Inc. ("Tefron") is pleased to engage the consulting services of Nouvelle Seamless Intimates Inc. (“Nouvelle”) in accordance with the following terms and conditions:
ASSET PURCHASE AGREEMENT by and between INTIMES NOUVELLE SEAMLESS, INC. and TEFRON LTD. Dated as of November 16, 2010Asset Purchase Agreement • June 23rd, 2011 • Tefron LTD • Women's, misses', children's & infants' undergarments
Additional Assets shall have the meaning set forth in Section 1.3; APA Shares means 600,000 newly issued Ordinary Shares that are to be issued pursuant to this Agreement as consideration for Buyer’s acquisition of the Assets; Assets shall have the meaning set forth in Section 1.1(a); Business Day means any day except Friday, Saturday and Sunday or any day on which banking institutions in the State of Israel are authorized or required by law or other governmental action to close. Buyer means Tefron Ltd.; Buyer Indemnitees means Buyer, and its officers, directors, affiliates, employees, agents or representatives; Buyer Material Adverse Effect means any failure to qualify to conduct business or be in good standing which could reasonably be expected to have a material adverse effect on (a) the operation of Buyer’s business as currently conducted or as proposed to be conducted following the Closing, and/or (b) the validity or enforceability of (i) this Agreement, the Transaction Documents a
FRAMEWORK SERVICES AGREEMENTFramework Services Agreement • June 23rd, 2011 • Tefron LTD • Women's, misses', children's & infants' undergarments
This FRAMEWORK SERVICES AGREEMENT (this “Agreement”) is made and entered this 30th day of December, 2010, (the “Effective Date”), by and between Tefron Ltd., an Israeli company whose principal place of business is in Misgav, Israel (“Tefron” or the “Company”) and Lamour Global Inc. Limited, a company incorporated and resident in Hong Kong (“Lamour”) (each a “Party”, and together, the “Parties”).
