EXHIBIT B
AGREEMENT
AGREEMENT, dated as of July 18, 1997, by and among Xxxxx Xxxx
("Xxxx"), Xxxxxxxx Xxxxx ("Xxxxx") and Xxxxx Xxxxxxx ("Xxxxxxx").
Reference is made to (i) that certain Amended and Restated
Voting Agreement, dated February 28, 1997, among Concord Camera Corp., a New
Jersey corporation (the "Company"), King, Pesin, Xxxxxxx and certain other
parties signatory thereto (the "Voting Agreement") and (ii) that certain
Agreement, dated as of February 7, 1997, by and among Xxxx X. Xxxxx ("Xxxxx"),
the Company, King, Xxxxx and Xxxxxxx (the "Xxxxx Agreement").
Each of King, Xxxxx and Xxxxxxx hereby agrees (i) that the
shares of common stock of the Company he is purchasing pursuant to the Simon
Agreement and the shares of common stock of the Company issuable upon exercise
of the options he is purchasing pursuant to the Simon Agreement shall be deemed
to be "Shares" as defined in the Voting Agreement and, as such, shall be subject
to the Voting Agreement, and (ii) to be bound by the Voting Agreement with
respect to the shares of common stock he is purchasing pursuant to the Simon
Agreement and the shares of common stock of the Company issuable upon exercise
of the options he is purchasing pursuant to the Simon Agreement. To effect the
foregoing, each of King, Xxxxx and Xxxxxxx is delivering to Xxx X. Xxxxxxx an
irrevocable proxy.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first written above.
/s/ Xxxxx Xxxx
Xxxxx Xxxx
/s/ Xxxxxxxx Xxxxx
Xxxxxxxx Xxxxx
/s/ Xxxxx Xxxxxxx
Xxxxx Xxxxxxx