DATED AS OF JUNE 27, 2001 BY AND AMONGShare Purchase Agreement • July 18th, 2001 • Steiner Leisure LTD • Services-personal services • Delaware
1 EXHIBIT 1.1 1,500,000 SHARES STEINER LEISURE LIMITED COMMON SHARES PAR VALUE (U.S.) $.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 1999 • Steiner Leisure LTD • Services-personal services • New York
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 27th, 2001 • Steiner Leisure LTD • Services-personal services
EXHIBIT 10.2(A) AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the "Amendment") is made as of 25th day of March, 1997 by and between STEINER LEISURE LIMITED, a Bahamas international business company (the "Company"), and...Employment Agreement • March 31st, 1997 • Steiner Leisure LTD • Services-personal services • Florida
ARTICLE IAsset Purchase Agreement • July 27th, 2001 • Steiner Leisure LTD • Services-personal services • Florida
WITNESSETH:Employment Agreement • August 14th, 1998 • Steiner Leisure LTD • Services-personal services
1- 2 2. TERM. Subject to Section 5, below, Employee's employment hereunder shall commence as of the Closing Date, as defined in that certain Asset Purchase Agreement, dated August 3, 1999 (the "Asset Agreement"), among SLL, FCNH, Inc., Florida College...Employment Agreement • November 15th, 1999 • Steiner Leisure LTD • Services-personal services • Florida
EXHIBIT 10.11 DEFERRED COMPENSATION AGREEMENT DEFERRED COMPENSATION AGREEMENT made effective the 31ST day of DECEMBER , 1996, by and between STEINER LEISURE LIMITED., a Bahamian corporation (hereinafter referred to as "Company"), and LEONARD FLUXMAN,...Deferred Compensation Agreement • March 31st, 1997 • Steiner Leisure LTD • Services-personal services • Florida
WITNESSETH:Employment Agreement • May 15th, 1998 • Steiner Leisure LTD • Services-personal services
EXHIBIT 10.4(A) AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to the Employment Agreement (this "Amendment") is made as of 25th day of March, 1997 by and between STEINER TRANSOCEAN LIMITED, a Bahamas international business company (the "Company"),...Employment Agreement • March 31st, 1997 • Steiner Leisure LTD • Services-personal services • Florida
EXHIBIT 10.2(a) AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the "Amendment") is made as of the 25th day of March, 1997 by and between STEINER LEISURE LIMITED, a Bahamas international business company (the "Company"), and...Employment Agreement • May 15th, 1997 • Steiner Leisure LTD • Services-personal services
EXHIBIT 10.5(B) AMENDMENT TO SERVICE AGREEMENT This Amendment to Service Agreement (this "Amendment") is made as of the 8th day of July, 1998 by and between ELEMIS LIMITED, a United Kingdom company (the "Company"), and Sean C. Harrington ("Employee")....Service Agreement • August 14th, 1998 • Steiner Leisure LTD • Services-personal services
AGREEMENT AND PLAN OF MERGER among STEINER LEISURE LIMITED and NEMO PARENT, INC. and NEMO MERGER SUB, INC. dated as of August 20, 2015Merger Agreement • August 21st, 2015 • STEINER LEISURE LTD • Services-personal services • Delaware
This Agreement and Plan of Merger (this “Agreement”) is entered into as of August 20, 2015, by and among Steiner Leisure Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas (the “Company”), Nemo Parent, Inc., an international business company incorporated under the laws of the Commonwealth of The Bahamas (“Parent”), and Nemo Merger Sub, Inc., an international business company incorporated under the laws of the Commonwealth of The Bahamas and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.
EXHIBIT 10.12 SPLIT-DOLLAR INSURANCE AGREEMENT AGREEMENT MADE effective the __th day of _____, 1997, by and between STEINER LEISURE LIMITED, a Bahamian corporation, (hereinafter referred to as the "Company") and LEONARD FLUXMAN, a resident of Dade...Split-Dollar Insurance Agreement • March 31st, 1997 • Steiner Leisure LTD • Services-personal services • Florida
1 EXHIBIT 2.1 MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • July 18th, 2001 • Steiner Leisure LTD • Services-personal services • Delaware
1 EXHIBIT 10.19 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 16th, 1999 • Steiner Leisure LTD • Services-personal services • Florida
EXHIBIT 10.17 STEINER LEISURE LIMITED SHARE OPTION AGREEMENT This Agreement (this "Agreement") is made as of (Date), by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and the undersigned employee...Share Option Agreement • March 31st, 1998 • Steiner Leisure LTD • Services-personal services
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 28, 2007 by and among STEINER LEISURE LIMITED, as the Borrower SUNTRUST BANK and the other Institutions that from time to time become parties hereto, as the Lenders and SUNTRUST BANK as the...Credit Agreement • July 3rd, 2007 • Steiner Leisure LTD • Services-personal services
EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2007 • Steiner Leisure LTD • Services-personal services • Florida
This Employment Agreement (the "Agreement") is made December 18, 2007, to be effective as indicated herein, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and Robert C. Boehm ("Employee").
EMPLOYMENT AND SEVERANCE AGREEMENTEmployment Agreement • December 7th, 2012 • STEINER LEISURE LTD • Services-personal services • Florida
This Employment and Severance Agreement (this "Agreement") is made December 4, 2012, between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and Robert C. Boehm ("Employee").
CREDIT AGREEMENT dated as of November 2, 2009 among STEINER U.S. HOLDINGS, INC. as the Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and SUNTRUST BANK as the Administrative Agent and BANK OF AMERICA, N.A. as Syndication Agent and REGIONS BANK as...Credit Agreement • November 4th, 2009 • Steiner Leisure LTD • Services-personal services • New York
RESTRICTED SHARE AGREEMENTRestricted Share Agreement • February 3rd, 2006 • Steiner Leisure LTD • Services-personal services
THIS RESTRICTED SHARE AGREEMENT (this "Agreement"), is made as of this 31st day of January, 2006, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and the undersigned employee ("Employee").
RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • March 15th, 2013 • STEINER LEISURE LTD • Services-personal services
This Restricted Share Unit Award Agreement (this "Agreement") is made _________________________, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company") and the undersigned employee (the "Employee").
PERFORMANCE SHARE UNIT AWARD AGREEMENTPerformance Share Unit Award Agreement • March 15th, 2013 • STEINER LEISURE LTD • Services-personal services
This Performance Share Unit Award Agreement (this "Agreement") is made ___________________, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company") and the undersigned employee (the "Employee").
CONSULTING AGREEMENTConsulting Agreement • June 21st, 2002 • Steiner Leisure LTD • Services-personal services • Florida
This Consulting Agreement (this "Agreement") is entered into as of the 1st day of April, 2001, by and between FCNH, Inc., a Florida corporation (the "Company"), and Elizabeth S. Heller (the "Consultant"). The Company and Consultant are sometimes referred to herein, collectively, as the "Parties" and each, individually, as a "Party."
STEINER LEISURE LIMITED SHARE OPTION AGREEMENTShare Option Agreement • December 17th, 2004 • Steiner Leisure LTD • Services-personal services
This Agreement (this "Agreement") is made as of the ____ day of _________________, 20__, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and the undersigned employee ("Employee").
SHARE PURCHASE AGREEMENT dated as of June 27, 2001 by and among STEINER SPA ASIA LIMITED, STEINER LEISURE LIMITED, SIERRA PACIFIC INVESTMENTS LLC, PACIFIC CENTURY CAPITAL LIMITED, FRANKY TJAHYADIKARTA, OKIE R. LUKITA, and JEFFREY R.W. MATTHEWS...Share Purchase Agreement • May 31st, 2002 • Steiner Leisure LTD • Services-personal services • Delaware
This Share Purchase Agreement (this "Agreement") is entered into as of June 27, 2001, by and among STEINER SPA ASIA LIMITED, a Bahamas international business company ("Buyer"), STEINER LEISURE LIMITED, a Bahamas international business company ("Steiner"), SIERRA PACIFIC INVESTMENTS LLC, a Delaware limited liability company ("SPI"), PACIFIC CENTURY CAPITAL LIMITED, a British Virgin Islands company ("PCCL"), FRANKY TJAHYADIKARTA, OKIE R. LUKITA and JEFFREY R.W. MATTHEWS. Each of SPI, PCCL, Franky Tjahyadikarta, Okie R. Lukita and Jeffrey R.W. Matthews, referred to herein, individually, as a "Seller" and, collectively, the "Sellers". Certain other capitalized terms used herein without definition have the meanings specified in Article XI.
ASSET PURCHASE AGREEMENT dated April 30, 2001 by and among STEINER SPAS USA, INC. and BIRMINGHAM DAY SPA, LLC, 57TH STREET DAY SPA, LLC, GH DAY SPAS, INC., GH DAY SPA SECOND STREET, LLC, TGH, LLC, THE GREENHOUSE SPA, INC., THE STUART MICHAEL KATZOFF...Asset Purchase Agreement • May 31st, 2002 • Steiner Leisure LTD • Services-personal services • Florida
This Asset Purchase Agreement is entered into as of April 30, 2001 by and among STEINER SPAS USA, INC., a Florida corporation ("Buyer" as modified pursuant to Section 1.4), BIRMINGHAM DAY SPA, LLC, a Pennsylvania limited liability company ("Birmingham"), 57th STREET DAY SPA, LLC, a New York limited liability company ("57th Street"), GH DAY SPAS, INC., a Pennsylvania corporation and the holder of all of the Capital Stock of 57th Street ("GHDS" and together with Birmingham and 57th Street, the "Spa Sellers", and individually, a "Spa Seller"), GH DAY SPA SECOND STREET, LLC, a Pennsylvania limited liability company ("Second Street" and together with the Spa Sellers, the "Operational Sellers", and individually, an "Operational Seller") THE GREENHOUSE SPA, INC., a Pennsylvania corporation ("Greenhouse"and together with the Operational Sellers, the "Sellers", and individually, a "Seller"), TGH, LLC, a Pennsylvania limited liability company ("TGH") and the holder of all of the Capital Stock of
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 2003 • Steiner Leisure LTD • Services-personal services • Florida
This Employment Agreement (the "Agreement") is made the 14th day of May, 2003, to be effective as indicated herein, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and Glenn Fusfield ("Employee").
REVOLVING LOAN NOTERevolving Loan Note • July 5th, 2006 • Steiner Leisure LTD • Services-personal services
FOR VALUE RECEIVED, the undersigned, STEINER LEISURE LIMITED, a company organized under the laws of The Commonwealth of The Bahamas (the "Borrower"), HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of SUNTRUST BANK (the "Lender") Thirty Million Dollars, in lawful currency of the United States (U.S.$30,000,000) or, if less, the aggregate unpaid amount of all "Revolving Loans" (as defined in the Credit Agreement) made by the Lender to such Borrower pursuant to the "Credit Agreement" (as defined below), on the "Termination Date" (as such term is defined in the Credit Agreement) or on such earlier date as may be required by the terms of the Credit Agreement. Capitalized terms used herein and not otherwise defined herein are as defined in the Credit Agreement.
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 28th, 2012 • STEINER LEISURE LTD • Services-personal services • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 27, 2012 (this "Amendment") is by and among STEINER U.S. HOLDINGS, INC., a Florida corporation (the "Borrower"), the several banks and other financial institutions and lenders signatory hereto (each a "Lender" and collectively, the "Lenders") and SUNTRUST BANK, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent").
EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2003 • Steiner Leisure LTD • Services-personal services • London
This Employment Agreement (the "Agreement") is made this 1st day of January, 2002 by and between Elemis Limited, a company organized under the laws of England and Wales (the "Company"), and Sean C. Harrington ("Employee").
AMENDMENT No. 1 dated as of June 1, 2001 to ASSET PURCHASE AGREEMENT dated April 30, 2001 by and among GREENHOUSE DAY SPA GROUP, INC. and BIRMINGHAM DAY SPA, LLC, 57TH STREET DAY SPA, LLC, GH DAY SPAS, INC., GH DAY SPA SECOND STREET, LLC, TGH, LLC,...Asset Purchase Agreement • May 31st, 2002 • Steiner Leisure LTD • Services-personal services
This AMENDMENT NO. 1 (the "Amendment") to ASSET PURCHASE AGREEMENT, as defined hereinbelow, entered into as of this first day of June, 2001 between GREENHOUSE DAY SPA GROUP, INC. (formerly known as Steiner Spas USA, Inc.) (the "Buyer"), and the SELLER PARTIES, as defined hereinbelow.
GUARANTY AND SECURITY AGREEMENT dated as of November 2, 2009 by and among STEINER U.S. HOLDINGS, INC. and certain of its Subsidiaries in favor of SUNTRUST BANK as Administrative AgentGuaranty and Security Agreement • November 4th, 2009 • Steiner Leisure LTD • Services-personal services • New York
RESTRICTED SHARE AGREEMENTRestricted Share Agreement • March 16th, 2007 • Steiner Leisure LTD • Services-personal services
THIS RESTRICTED SHARE AGREEMENT (this "Agreement"), is made as of the 5th day of December, 2006, by and between Steiner Leisure Limited, a Bahamas international business company (the "Company"), and the undersigned employee ("Employee").
