exv10w27



 





 




    Exhibit 10.27



 



    Confidential



 



    [Date]




    [Name]




    [Address]



 



    Dear [Name]



 



    On behalf of Alma Lasers Ltd. (“Alma Lasers”),
    I am pleased to inform you that Alma Lasers’ Board of
    Directors (the “Board”) is interested in having
    you serve as a member. Subject to all necessary Board and
    stockholder action, Alma Lasers is prepared to offer you the
    compensation described below in exchange for your performance of
    certain duties as a director. The Board is also interested in
    having you serve as a member of certain of its committees. A
    decision regarding your appointment or nomination to such
    committees will take place concurrently with the Board’s
    decision regarding your appointment or nomination to the Board.
    This letter supersedes all previous correspondence between us
    regarding this position.



 



    If elected as a member of the Board, you will receive
    $7,500 per meeting for up to four (4) in-person Board
    meetings that you attend, or $3,750 is you attend that meeting
    via teleconference. You may also be asked on occasion to
    participate in other Board conference calls or activities
    without any additional compensation. In addition, for so long as
    you are a member of the Board, Alma Lasers will reimburse you
    for your reasonable out-of-pocket expenses, including reasonable
    travel and living expenses, incurred in attending Alma Lasers
    Board meetings and committee meetings and in carrying out your
    duties as a director or committee member. Alma Lasers has
    directors and officers insurance containing customary terms and
    coverage.



 



    We expect that you will [not] have any Committee Chairperson
    responsibilities, and that you will be a member of the
    [     ] Committee. For your
    information, these are the Chairperson compensations for the
    three (3) different committees. Also please note that TA
    Associates’ board members waive these retainers, and Alma
    Lasers expects a TA representative to Chair the Compensation and
    Nominating/Governance Committees for the foreseeable future.



 


			
	 	    • 
	
    Audit Committee Chair annual retainer: $20,000

	 
	 	    • 
	
    Compensation Committee Chair annual retainer: $10,000

	 
	 	    • 
	
    Nominating/Governance Committee Chair annual retainer: $5,000




 



    In addition, you will be granted options to purchase
    600,000 shares of Alma Lasers’ Ordinary Stock on the
    date of grant, as determined by the Board. These options will
    vest over a 4 year period based on your continued service
    on the Board. The options will be granted under and pursuant to
    the terms of our Alma Lasers’ 2007 Share Option and Grant
    Plan (the “Plan”). The vesting schedule
    features a “cliff” after one year, and monthly vesting
    thereafter.



 



    This offer is subject to Alma’s performing a satisfactory
    reference checks that you will provide, and upon your receiving
    approval to perform these duties by your current employer.



 



    You understand that, if elected, you will serve on the board
    [and certain committees] at the pleasure of the other members of
    the Board and the stockholders of Alma Lasers and that your
    duties are subject to change at any time without notice.



 



    On behalf of Alma Laser, we are excited about the possibility of
    having you join us at this key juncture in our growth and
    development.



 



    Sincerely,



 



    Chief Executive Officer



 



    The undersigned hereby accepts the offer described in this
    letter.



 


	 	 	 
	
    
[Name]
	
 
	
    
Date