ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 26th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • New York
THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made as of June 22, 2015, by and among MELA Sciences, Inc., a Delaware corporation ("Purchaser"), PhotoMedex, Inc., a Nevada corporation ("PHMD") and PhotoMedex Technology, Inc., a Delaware corporation ("P-Tech" and, together with PHMD, the "Sellers" and each, a "Seller"). Purchaser and the Sellers are each sometimes referred to herein as a "Party" and, collectively, as the "Parties." Capitalized terms which are used but not otherwise defined herein are defined in Section 1.1 below.
ESCROW AGREEMENTEscrow Agreement • June 26th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • New York
THIS ESCROW AGREEMENT, dated as of June 22, 2015 ("Escrow Agreement"), is by and among MELA Sciences, Inc., a Delaware corporation ("Purchaser"), PhotoMedex, Inc., a Nevada corporation ("Seller"), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as escrow agent hereunder ("Escrow Agent").
BY EMAIL AND OVERNIGHT COURIERPayoff Letter • June 26th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • New York
TRANSITION SERVICES AGREEMENTTransition Services Agreement • June 26th, 2015 • Photomedex Inc • Electromedical & electrotherapeutic apparatus • New York
This TRANSITION SERVICES AGREEMENT (this "Agreement") is made as of June 22, 2015 (the "Effective Date") by and between PhotoMedex, Inc., a Nevada corporation ("PHMD"), PhotoMedex Technology, Inc., a Delaware corporation ("P-Tech" and, together with PHMD, the "Sellers" and each, a "Seller"), and MELA Sciences, Inc., a Delaware corporation ("Purchaser" and, together with the Sellers, 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).
