0001104659-04-038480 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among

Merger Agreement • December 6th, 2004 • Procyte Corp /Wa/ • Pharmaceutical preparations • Delaware

• Contract Type
  Merger Agreement
• Filed
  December 6th, 2004
• Company
  Procyte Corp /Wa/
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is entered into as of December 1, 2004, by and among PhotoMedex, Inc., a Delaware corporation (“Buyer”), Gold Acquisition Corp., a Washington corporation (“Merger Sub”), and a direct wholly-owned subsidiary of Buyer, and ProCyte Corporation, a Washington corporation (“Company”).

STOCKHOLDER AGREEMENT

Stockholder Agreement • December 6th, 2004 • Procyte Corp /Wa/ • Pharmaceutical preparations • Delaware

• Contract Type
  Stockholder Agreement
• Filed
  December 6th, 2004
• Company
  Procyte Corp /Wa/
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

THIS STOCKHOLDER AGREEMENT (the “Agreement”) is entered into as of December 1, 2004, by and among PhotoMedex, Inc, a Delaware corporation (“Buyer”), Gold Acquisition Corp., Inc., a Washington corporation and wholly owned subsidiary of Buyer (“Merger Sub”), and the undersigned stockholder (“Stockholder”) of ProCyte Corporation, a Washington corporation (“Company”).