R E C I T A L SRegistration Rights Agreement • May 29th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
LANGER, INC. 2001 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • April 30th, 2002 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of May 6, 2002, among Langer, Inc., a New York corporation (the "Company"), and each of Benefoot, Inc., a New York corporation ("Benefoot"),...Registration Rights Agreement • May 13th, 2002 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies
BY AND AMONG LANGER, INC.,Asset Purchase Agreement • May 13th, 2002 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Exhibit 10.33 LANGER, INC. WITH JOSEPH P. CIAVARELLA EXECUTIVE EMPLOYMENT AGREEMENT Executive Employment Agreement (this "Agreement"), dated as of the 16th day of February, 2004 by and between Langer, Inc., a Delaware corporation, ("Langer," which...Executive Employment Agreement • March 30th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Exhibit 10.23 INDEMNIFICATION AGREEMENT AGREEMENT made as of this ____ day of February, 2001, between The Langer Biomechanics Group, Inc., a New York corporation (the "Company"), and _____________ (the "Indemnitee"). WHEREAS, it is essential to the...Indemnification Agreement • May 29th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
September 14, 2000 Mr. Stephen V. Ardia Chairman The Langer Biomechanics Group, Inc. 450 Commack Road Deer Park, NY 11729 Dear Steve: This letter sets forth our preliminary understanding with respect to a proposed acquisition of The Langer...Acquisition Agreement • September 22nd, 2000 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
LANGER, INC. 2001 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • March 30th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
BY AND AMONGStock Purchase Agreement • October 6th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
LANGER, INC.Warrant Agreement • October 6th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Draft 12/__/00-1 EXECUTIVE EMPLOYMENT AGREEMENT AGREEMENT, dated as of the ___ day of December, 2000, by and between THE LANGER BIOMECHANICS GROUP, INC., a New York corporation with offices at 450 Commack Road, Deer Park, NY 11729 ("Langer"), and...Executive Employment Agreement • February 28th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
SHAREHOLDERS AGREEMENT SHAREHOLDERS AGREEMENT, dated as of December 28, 2000 (this "Agreement") among OrthoStrategies Inc., a New York corporation, ("OS"), OrthoStrategies Acquisition Corp., a New York corporation and a wholly owned subsidiary of OS...Shareholder Agreement • January 5th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
ARTICLE 1Lease Agreement • December 22nd, 2005 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
DATED AS OFNote and Warrant Purchase Agreement • October 6th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Exhibit 10.27 EMPLOYMENT AGREEMENT EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement"), dated as of the 15th day of April, 2002 by and between LANGER, INC., a New York corporation with offices at 450 Commack Road, Deer Park, NY 11729 ("Langer"), and...Employment Agreement • April 30th, 2002 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
LANGER, INC.Senior Subordinated Note • October 6th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
January 10, 2001 Dear Fellow Shareholders: We are pleased to inform you that on December 28, 2000, The Langer Biomechanics Group, Inc. ("Langer") entered into a Tender Offer Agreement (the "Agreement") with OrthoStrategies, Inc., a New York...Tender Offer Agreement • January 10th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
We are pleased to inform you that on December 28, 2000, The Langer Biomechanics Group, Inc. ("Langer") entered into a Tender Offer Agreement (the "Agreement") with OrthoStrategies, Inc., a New York corporation ("OS"), and OrthoStrategies Acquisition Corp., a New York corporation and wholly owned subsidiary of OS ("Purchaser"), pursuant to which Purchaser has today commenced a tender offer (the "Offer") to purchase up to 75% of the issued and outstanding shares of common stock, par value $.02 per share, of Langer (the "Shares"), at a price of $1.525 per Share in cash.
LANGER, INC.Convertible Subordinated Note • November 13th, 2001 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS CONVERTIBLE SUBORDINATED NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ARE NOT TRANSFERABLE EXCEPT UPON THE CONDITIONS SPECIFIED IN THE PURCHASE AGREEMENT REFERRED TO HEREIN.
LANGER, INC. WITHConvertible Subordinated Note Purchase Agreement • November 13th, 2001 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
EMPLOYMENT AGREEMENT (the "Agreement"), dated as of October 1, 2007 (the “Commencement Date”), between Langer, Inc., a Delaware corporation, (the “Company") and W. Gray Hudkins (the "Employee").
PC GROUP, INC. STOCK OPTION AGREEMENTStock Option Agreement • March 23rd, 2011 • Pc Group, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
STOCK OPTION AGREEMENT (the “Agreement”) made this ___ day of ____________, by and between PC Group, Inc. (f/k/a Langer, Inc.), a Delaware corporation, having its principal office at 419 Park Avenue South, Suite 500, New York, NY 10016 (the “Company”), and _____________, an individual residing at __________________ (the “Optionee”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Company’s 2007 Stock Incentive Plan.
RECITALSTender Offer Agreement • January 5th, 2001 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
BY AND AMONG LANGER, INC.,Stock Purchase Agreement • January 13th, 2003 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
5,000,000 Shares(1) Langer, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • May 24th, 2005 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
PIPER JAFFRAY & CO. RYAN BECK & CO., INC. WM SMITH SECURITIES, INCORPORATED As Representatives of the several Underwriters named in Schedule I hereto c/o Piper Jaffray & Co. 800 Nicollet Mall Minneapolis, Minnesota 55402
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2008 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
WHEREAS, it is essential to the Company and its stockholders to attract and retain qualified and capable directors and officers;
RECITALSIndemnification Agreement • November 13th, 2002 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
Langer, Inc. Stock Option Agreement Steven Goldstein, OptioneeStock Option Agreement • November 23rd, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Stock Option Agreement (the “Agreement”) made as of November 12, 2004, by and between Langer, Inc., a Delaware corporation, having its principal office at 450 Commack Road, Deer Park, New York 11729 (the “Company”), and Steven Goldstein, residing at 14 Vanad Drive, East Hills, New York 11576 (the “Optionee”).
AMENDMENT TO LEASE DATED JANUARY 9, 1990Lease Agreement • May 19th, 2000 • Langer Biomechanics Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
Under and pursuant to the terms of that certain Lease dated January 9, 1990, entered into by and between Harold E. Neibling as successor in interest to 2951 Saturn Partnership, as Lessor and The Langer Biomechanics Group, Inc., as Lessee, and covering an industrial unit known as 2951 Saturn Street, Unit C, Brea, California, Provision 17.15 is amended to extend that certain lease dated January 9, 1990 for one year commencing January 1, 2000 and terminating December 31, 2000. The rent for the premises shall be paid in equal monthly payments of $3,554.85 in advance on the first day of each month of the term during the period January 1, 2000 through December 31, 2000.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 15th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
EMPLOYMENT AGREEMENT (the "Agreement"), dated as of July 26, 2007, between Langer, Inc., a Delaware corporation (the “Company"), and Kathleen P. Bloch (the "Employee").
SSL Americas, Inc. 3985 Engineering Drive, Suite 700 Norcross, GA 30092-2891 July 15, 2005 Gray Hudkins Langer, Inc. Corporate Headquarters 450 Commack Road Deer Park, New York 11729-4510 Re: Amendment of Stock Purchase Agreement dated September 22,...Stock Purchase Agreement • August 16th, 2005 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
SUPPLY AGREEMENT SUPPLY AGREEMENT (this "Agreement") made and entered into as of this 20th day of August, 1999, by and between Silipos, Inc., a Delaware corporation (the "Buyer"), and Poly-Gel, L.L.C., a New Jersey limited liability company (the...Supply Agreement • November 15th, 2004 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 30th, 2008 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies
THIS FOURTH AMENDMENT (the “Amendment”), dated as of October 24, 2008, is entered into by and among Langer, Inc., Silipos, Inc., Twincraft, Inc. (each a “Borrower” and collectively, the “Borrowers”), and WACHOVIA BANK, NATIONAL ASSOCIATION (the “Lender”).
PC GROUP, INC.Employment Agreement • August 6th, 2009 • Pc Group, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
In recognition of your agreement to forego $200,000 of the $300,000 base compensation for fiscal year 2009 to which you are entitled under your Employment Agreement, dated as of October 1, 2007 (the “Employment Agreement”), between you and PC Group, Inc. (the “Company”), this letter confirms the Company’s agreement to waive for 2009 the requirement of Section 2(a) of the Employment Agreement that you devote your “full business time and energies to the business and affairs of the Company”. Instead, during 2009, you agree to devote such business time and energies to the business and affairs of the Company as the Company and you shall agree upon, from time to time, as necessary and appropriate. In all other respects, the Employment Agreement shall remain in full force and effect. This letter is made and executed and shall be governed by the laws of the State of New York, without regard to the conflicts of laws principles thereof.
STOCK PURCHASE AGREEMENT by and among PETER A. ASCH, RICHARD D. ASCH,Stock Purchase Agreement • January 29th, 2007 • Langer Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 14, 2006, is entered into by and among LANGER, INC., a Delaware corporation with its principal offices at 450 Commack Road, Deer Park, New York 11729 (the “Purchaser”); and PETER A. ASCH (“PAA”), an individual residing at 450 South Willard St., Burlington, VT 05401, RICHARD D. ASCH (“RDA”), an individual residing at 314 Lefebvre Lane, Williston, VT 05495, A. LAWRENCE LITKE (“ALL”), an individual residing at 315 Pease Mountain Road, Charlotte, VT 05445, and JOSEPH M. CANDIDO (“JMC”), an individual residing at 1069 Sunset View Road, Colchester, VT 05446 (PAA, RDA, ALL and JMC, each, a “Seller” and collectively, the “Sellers”).
