0001445305-12-001682 Sample Contracts

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Assignment Agreement • May 11th, 2012 • Zeltiq Aesthetics Inc • Electromedical & electrotherapeutic apparatus • California

Zeltiq Aesthetics, Inc. (the “Company”) is pleased to offer you the position of Senior Vice President, General Counsel and Corporate Secretary, reporting to me, Gordie Nye, President & CEO. You will perform duties customarily associated with your position and such other duties as may be assigned by me or my designate. You will be based at the Company's offices in Pleasanton, CA. By signing this letter agreement, you represent and warrant to the Company that you are under no contractual commitments inconsistent with your obligations to the Company.

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AMENDMENT TO DISTRIBUTION AGREEMENT BY AND BETWEEN ZELTIQ AESTHETICS, INC. and ADVANCE MEDICAL INC.
Distribution Agreement by And • May 11th, 2012 • Zeltiq Aesthetics Inc • Electromedical & electrotherapeutic apparatus

This Amendment (“Amendment”) to the Distribution Agreement, dated effective as of March 18, 2011 (the “Agreement”) by and between Zeltiq Aesthetics, Inc., a company incorporated under the laws of Delaware (“Zeltiq”) and ADVANCE Medical, Inc., a company incorporated under the laws of Delaware (“Distributor”), is made and entered into effective as of February 27, 2012. Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Agreement.

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