ContractLumenis LTD • June 30th, 2009 • Wholesale-medical, dental & hospital equipment & supplies
THIS WARRANT AND ANY SECURITIES THAT MAY BE ISSUED UPON EXERCISE THEREOF) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. THE SECURITIES MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (1) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OR (2) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, IN EACH CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES AND OTHER JURISDICTIONS, AND IN THE CASE OF A TRANSACTION EXEMPT FROM REGISTRATION (OTHER THAN PURSUANT TO RULE 144, PROVIDED THAT THE COMPANY HAS RECEIVED CUSTOMARY REPRESENTATIONS CERTIFYING AS TO THE AVAILABILITY OF SUCH RULE 144), UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND SUCH OTHER APPLICABLE LAWS.
FROM: Bank Hapoalim B.M. TO: Lumenis Ltd. DATE: June 17, 2009Lumenis LTD • June 30th, 2009 • Wholesale-medical, dental & hospital equipment & supplies
AMENDMENT NO. 2 TO AMENDMENT NO. 2 TO RESTRUCTURING AGREEMENTRestructuring Agreement • June 30th, 2009 • Lumenis LTD • Wholesale-medical, dental & hospital equipment & supplies
This amendment (the “Amendment”) to Amendment No.2 to the Restructuring Agreement is dated the 22 day of February 2009 (effective as of the 31st day of December 2008) between:
AMENDMENT NO. 3 TO RESTRUCTURING AGREEMENTRestructuring Agreement • June 30th, 2009 • Lumenis LTD • Wholesale-medical, dental & hospital equipment & supplies
FORM OF PURCHASE AGREEMENTForm of Purchase Agreement • June 30th, 2009 • Lumenis LTD • Wholesale-medical, dental & hospital equipment & supplies
THIS PURCHASE AGREEMENT (the “Agreement”) is made and entered into on June 21, 2009 by and among LUMENIS Ltd., a company incorporated under the laws of the State of Israel, of Yokneam Industrial Park, P.O.B. 240, Yokneam 20692, Israel (the “Company”) and the investor listed on Schedule 1 hereto (the “Investor”).
AMENDMENT TO AMENDMENT NO. 2 TO RESTRUCTURING AGREEMENTRestructuring Agreement • June 30th, 2009 • Lumenis LTD • Wholesale-medical, dental & hospital equipment & supplies
Addendum to the Contract of Unprotected Tenancy of 19 March 1998 Made and executed this 25th day of December 2008Lumenis LTD • June 30th, 2009 • Wholesale-medical, dental & hospital equipment & supplies
Lumenis Ltd. (formerly ISC Medical Systems Ltd.) company no. 520042557 of the Yokneam Industrial Park P.O.B. 240, Yokneam (hereinafter: “the Tenant”)
AMENDMENT NO. 1 TO REGISTRATION RIGHTS’ AGREEMENTRegistration Rights’ Agreement • June 30th, 2009 • Lumenis LTD • Wholesale-medical, dental & hospital equipment & supplies
THIS AMENDMENT NO. 1 TO REGISTRATION RIGHTS’ AGREEMENT (this “Amendment”) is entered into as of the 25 day of June, 2009, by and among LUMENIS LTD., a company incorporated under the laws of the State of Israel, Yokneam Industrial Park, P.O.B. 240, Yokneam 20692, Israel (the “Company”) and the entities whose name is listed on Schedule 1 attached hereto (each a “Holder” and collectively, the “Holders”).
