Stock Purchase Agreement by and among PhotoMedex, Inc., (Seller), LCA-Vision Inc. (Company) and Vision Acquisition, LLC (Buyer) dated as of January 31, 2015Stock Purchase Agreement • February 5th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Delaware
This Stock Purchase Agreement (the "Agreement") is made and entered into as of January 31, 2015 by and among Vision Acquisition, LLC, a Delaware limited liability company ("Buyer"), PhotoMedex, Inc., a Nevada corporation ("Seller") and LCA-Vision Inc., a Delaware corporation that is a wholly owned subsidiary of Seller (the "Company" and, together with Buyer and Seller, each individually a "Party" and collectively the "Parties").
XTRAC EXCLUSIVITY AGREEMENTExclusivity Agreement • February 5th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Delaware
This XTRAC Exclusivity Agreement (this "Agreement") is made and entered into as of January 31, 2015 (the "Effective Date") by and between PhotoMedex, Inc., a Nevada corporation ("PHMD"), and LCA-Vision Inc., a Delaware corporation (the "Company" and, together with PHMD, each individually, a "Party" and collectively, the "Parties"). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Purchase Agreement (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • February 5th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Delaware
This TRANSITION SERVICES AGREEMENT (this "Agreement") is made as of January 31, 2015 by and between LCA-Vision Inc., a Delaware corporation (the "Company"), and PhotoMedex, Inc., a Nevada corporation ("Seller" and, together with the Company, the "Parties" and each individually, a "Party"). Capitalized terms used but not expressly defined in this Agreement shall have the meanings ascribed to them in the Purchase Agreement (as defined below).
ESCROW AGREEMENTEscrow Agreement • February 5th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • Ohio
This Escrow Agreement, dated this 31st day of January, 2015 (the "Escrow Agreement"), is entered into by and among PhotoMedex, Inc., a Nevada corporation ("Seller"), Vision Acquisition, LLC, a Delaware limited liability company ("Buyer," and together with Seller, the "Parties") and Fifth Third Bank, an Ohio banking corporation, as escrow agent (the "Escrow Agent"). Capitalized terms used but not defined herein shall have the meanings specified in the Purchase Agreement (as defined below).
