Mossimo Inc Sample Contracts

Mossimo Inc – THIRD AMENDMENT TO LEASE (September 14th, 2006)

THIS THIRD AMENDMENT TO LEASE (this “Amendment”) is entered into between CF SANTA MONICA II, L.P., a Delaware limited partnership (“Landlord”), MOSSIMO, INC., a Delaware corporation (“Tenant”), MOSS ACQUISITION CORP., a Delaware corporation (“Moss”), MOSSIMO GIANNULLI, an individual residing in California (“Giannulli”), and ICONIX BRAND GROUP, INC., a Delaware corporation (“Iconix”) with reference to the following:

Mossimo Inc – MOSSIMO RESTATED LICENSE AGREEMENT (May 1st, 2006)

THIS RESTATED AGREEMENT is made and entered into as of the 31st day of March, 2006 (the “Effective Date”) by and between MOSSIMO, INC., a Delaware corporation (“Mossimo, Inc.”) and TARGET BRANDS, INC., a subsidiary of Target Corporation, a Minnesota corporation (“Target”).

Mossimo Inc – AGREEMENT AND PLAN OF MERGER by and among ICONIX BRAND GROUP, INC., MOSS ACQUISITION CORP. MOSSIMO, INC. and MOSSIMO GIANNULLI dated as of March 31, 2006 (April 6th, 2006)

AGREEMENT AND PLAN OF MERGER dated as of March 31, 2006 (this “Agreement”), among Iconix Brand Group, Inc., a Delaware corporation (“Acquisition Co.”), Moss Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Acquisition Co. (“Acquisition Sub”), Mossimo, Inc., a Delaware corporation (“Company”), and Mossimo Giannulli, the majority stockholder of Company (“Parent”).

Mossimo Inc – MOSSIMO, INC. 2005 STOCK OPTION PLAN (December 16th, 2005)
Mossimo Inc – AMENDED AND RESTATED EDWIN LEWIS BONUS PLAN (December 16th, 2005)
Mossimo Inc – MOSSIMO, INC. 2005 STOCK OPTION PLAN STOCK OPTION AGREEMENT (December 16th, 2005)
Mossimo Inc – AMENDED AND RESTATED MOSSIMO GIANNULLI BONUS PLAN (December 16th, 2005)
Mossimo Inc – MOSSIMO, INC. AND MOSSIMO GIANNULLI ANNOUNCE AMENDMENT OF MERGER AGREEMENT (November 1st, 2005)

SANTA MONICA, CA (October 31, 2005) - Mossimo, Inc. (NASDAQ: MOSS) (the “Company”) and Mossimo Giannulli (“Giannulli”) announced today that the Special Committee of the Company’s Board of Directors and Giannulli have agreed to amend the Agreement and Plan of Merger (the “Merger Agreement”) entered into by the Company, Giannulli, Mossimo Acquisition Corp. (MAC), a wholly-owned subsidiary of Mossimo Holding Corp. (MHC), itself a corporation wholly-owned by Giannulli, and MHC, on September 21, 2005, to extend the deadline for commencing the tender offer contemplated by the Merger Agreement from October 31, 2005 to November 14, 2005, and to extend the deadline for completion of the tender offer from January 31, 2006 to February 14, 2006.

Mossimo Inc – STOCK OPTION AGREEMENT (September 22nd, 2005)

STOCK OPTION AGREEMENT (this “Agreement”), dated as of September 21, 2005, by and among Mossimo, Inc., a Delaware corporation (the “Company”), and Mossimo Acquisition Corp., a Delaware corporation (the “Purchaser”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement.

Mossimo Inc – AGREEMENT AND PLAN OF MERGER BY AND AMONG MOSSIMO HOLDING CORP., MOSSIMO ACQUISITION CORP., MOSSIMO GIANNULLI AND MOSSIMO, INC. DATED AS OF SEPTEMBER 21, 2005 (September 22nd, 2005)

THIS AGREEMENT AND PLAN OF MERGER, dated as of September 21, 2005 (this “Agreement”), is entered into by and among Mossimo Holding Corp., a Delaware corporation (“Parent”), Mossimo Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Parent (the “Purchaser”), Mossimo Giannulli, an individual (for purposes of Section 5.10 only) (“Giannulli”), and Mossimo, Inc., a Delaware corporation (the “Company”).

Mossimo Inc – MOSSIMO GIANNULLI AND MOSSIMO, INC. ANNOUNCE EXECUTION OF AGREEMENT FOR ACQUISITION OF PUBLIC MINORITY STAKE IN MOSSIMO, INC. (September 22nd, 2005)

SANTA MONICA, CA (September 22, 2005) - Mossimo, Inc. [NASDAQ: MOSS] and Mossimo Giannulli (Giannulli) announced that they have reached an agreement for Giannulli to acquire the outstanding publicly held minority shares of Mossimo for $5.00 per share. The price represents a 50.6% premium over the April 11, 2005 closing price of $3.32 and a 25% premium over Giannulli’s original proposal of $4.00 per share made on April 11, 2005. Mossimo, Inc.’s full Board of Directors, with a unanimous recommendation of a Special Committee comprised of independent directors, unanimously approved the transaction. The transaction will be structured as a cash tender offer by Mossimo Acquisition Corp. (MAC), a wholly-owned subsidiary of Mossimo Holding Corp. (MHC), itself a corporation wholly-owned by Giannulli, to be commenced in approximately two weeks, followed by a merger. Upon completion of the transaction, which Giannulli expects will be completed by the end of November, MAC will merge with and into M

Mossimo Inc – MOSSIMO, INC. SECOND AMENDMENT TO OFFICE LEASE DATED JANUARY 1, 2004 (March 31st, 2005)

THIS SECOND AMENDMENT TO LEASE (this “AMENDMENT”) is entered into between CF SANTA MONICA OFFICE II, L.P., a Delaware limited partnership (“LANDLORD”), and MOSSIMO, INC., a Delaware corporation (“TENANT”), with reference to the following:

Mossimo Inc – EXHIBIT - 10.1 MOSSIMO INC EMPLOYMENT AGREEMENT -------------------- This Employment Agreement ("Agreement"), by and between Edwin Lewis ("Executive") and Mossimo, Inc., a Delaware Corporation (the "Company"), is effective as of the first day of August, 2004 (the "Effective Date"). WHEREAS, Executive serves as the President of the Company; WHEREAS, the Company desires to establish its right to the continued services of Executive, in the capacities described below, on the terms and conditions hereinafter set forth, and Executive is willing to accept such employment on such terms and conditions; (August 16th, 2004)
Mossimo Inc – EXHIBIT - 10.7.2 MOSSIMO, INC. SECOND AMENDMENT TO OFFICE LEASE DATED JANUARY 1, 2004 THIS SECOND AMENDMENT TO LEASE (this "AMENDMENT") is entered into between CF SANTA MONICA OFFICE II, L.P., a Delaware limited partnership ("LANDLORD"), and MOSSIMO, INC., a Delaware corporation ("TENANT"), with reference to the following: A. Lexington-Broadway Place, L.L.C. (predecessor- in-interest to Landlord) and Tenant entered into that certain Lease dated June 29, 2000 and that certain First Amendment to Office Lease dated as of June 26, 2002 (as amended, the "LEASE") currently covering approximately 5,99 (March 12th, 2004)
Mossimo Inc – EXHIBIT - 10.2 CONSENT TO ASSIGNMENT AND AMENDMENT THIS CONSENT TO ASSIGNMENT AND AMENDMENT (this "Amendment") is made and entered into as of 2nd day of February, 2003, by and between MOSSIMO, INC., a Delaware corporation with offices located at 2016 Broadway, Santa Monica, CA 90404 ("Licensor"), TARGET STORES, a division of Target Corporation, a Minnesota corporation with offices located at 1000 Nicollet Mall, Minneapolis, MN 55403 ("ASSIGNOR") and TARGET BRANDS, INC., a Minnesota corporation with offices located at 1000 Nicollet Mall, Minneapolis, MN 55403, and a wholly owned subsidiary of A (May 15th, 2003)
Mossimo Inc – EXHIBIT - 10.1 AMENDMENT NO. TWO TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- This Amendment No. Two to Amended and Restated Employment Agreement ("Amendment"), by and between Mossimo Giannulli ("Executive"), and Mossimo, Inc., a Delaware Corporation (the "Company"), is effective as of February 18, 2003 (the "Effective Date"), and amends that certain Amended and Restated Employment Agreement dated as of February 1, 2001, by and between Executive and the Company, as amended by that certain Amendment No. One to Amended and Restated Employment Agreement d (May 15th, 2003)
Mossimo Inc – EXHIBIT - 10.5.1 AMENDMENT TO LICENSE AND DESIGN SERVICES AGREEMENT THIS AMENDED MOSSIMO LICENSE AND DESIGN SERVICES AGREEMENT (the "Agreement") is made and entered into as of the 1 day of February, 2002, and supercedes the Agreement made and entered into as of the _____ day of __________, 2000 (the "Effective Date"), by and between MOSSIMO, INC., a Delaware corporation ("Mossimo") and TARGET STORES, a division of Target Corporation, a Minnesota corporation ("Target"). All of the terms and conditions contained in the Agreement shall remain in full force and effect except as expressly amended h (March 6th, 2003)
Mossimo Inc – EXHIBIT - 10.10 THE MOSSIMO GIANNULLI BONUS PLAN I. PURPOSE OF THE PLAN The Mossimo Giannulli Bonus Plan (the "Plan") is designed to provide Mossimo G. Giannulli ("Executive") with bonus compensation for the accomplishment of specific preestablished financial performance objectives (the "Performance Objectives") by the Company, based on objective business criteria that enhance value for the Company's stockholders. Such bonus compensation is intended to be "qualified performance-based compensation" within the meaning of Section 162(m) of the Internal Revenue Code of 1986, as amended (the "Code" (March 6th, 2003)
Mossimo Inc – EXHIBIT - 10.9 AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- This Amended and Restated Employment Agreement ("Agreement"), by and between Mossimo Giannulli ("Executive") and Mossimo, Inc., a Delaware Corporation (the "Company"), is effective as of the 1st day of February, 2002 (the "Effective Date"), and supersedes that certain Employment Agreement ("Original Agreement"), effective as of the 1st day of February, 2001, by and between Executive and the Company. WHEREAS, the Company and Executive entered into the Original Agreement and now desire to amend and (March 6th, 2003)
Mossimo Inc – EXHIBIT - 10.4.4 CIT Commercial Services T: 213 613-2400 200 South Grand Avenue Los Angeles, CA 90071 CIT logo December 3, 2002 Mr. Manuel Marrero, CFO Mossimo, Inc. 2016 Broadway Blvd. Santa Monica, CA 90404 Dear Manny: This letter will confirm our phone conversation of 12/2/02 where it was agreed that based on the receipt of your 12/02 wire for $1,000,000.00, which will reduce our outstanding loan balance to $1,068,537.42, CIT will release its security interest in the personal investment account #2CT-30108 of Mossimo Giannulli held at Merrill Lynch. It was also agreed that we will maintain t (March 6th, 2003)
Mossimo Inc – EXHIBIT - 10.7.1 FIRST AMENDMENT TO OFFICE LEASE This First Amendment to Office Lease ("First Amendment") is entered into as of June 26, 2002, by and between LEXINGTON-BROADWAY PLACE, L.L.C., a Delaware Limited liability company ("Landlord"), and MOSSIMO, INC. a Delaware corporation ("Tenant"). RECITALS: A. Landlord and Tenant entered into that certain Office Lease, dated as of June 29, 2000 (the "Lease"), whereby Landlord leased to Tenant, and Tenant leased from Landlord that certain Premises consisting of 3,080 rentable square feet located at 2016 Broadway Boulevard, Santa Monica, California (March 6th, 2003)
Mossimo Inc – EXHIBIT - 10.2 AMENDMENT NUMBER TWO TO THE EDWIN LEWIS BONUS PLAN This Amendment Number Two to The Edwin Lewis Bonus Plan is dated as of September 23, 2002. RECITALS -------- 1. The Edwin Lewis Bonus Plan (the "Plan") became effective February 1, 2002. 2. Pursuant to Section IX of the Plan, the Board of Directors and its Compensation Committee amended the Plan effective May 15, 2002 ("Amendment Number One"). 3. The Board of Directors upon recommendation of its Compensation Committee believes it is in the best interest of the Company and its stockholders to amend the Plan and Amendment Number O (October 30th, 2002)
Mossimo Inc – EXHIBIT - 10.1 AMENDMENT NO. ONE TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- This Amendment No. One to Amended and Restated Employment Agreement ("Amendment"), by and between Mossimo Giannulli ("Executive"), and Mossimo, Inc., a Delaware Corporation (the "Company"), is effective as of July 30, 2002 (the "Effective Date"), and amends that certain Amended and Restated Employment Agreement ("Agreement") dated as of February 1, 2002, by and between Executive and the Company. WHEREAS, the Company and Executive entered into the Agreement, and now desire to (October 30th, 2002)
Mossimo Inc – SUNGLASSES AGREEMENT -------------------- THIS AGREEMENT is made and entered into as of the 1st day of December, 2000 by and between MOSSIMO, INC., a Delaware corporation, with its principal place of business located at 2016 Broadway, Santa Monica, CA 90404 U.S.A. ("Mossimo"), MARCOLIN S.P.A.. a corporation organized under the laws of Italy with its principal place of business located at Via Noai 31, 32940 Frazione Vallesella Domegge di Cadora (BL) ("Marcolin") and TARGET STORES, a division of Target Corporation, a Minnesota corporation with its principal place of business located at 33 South (April 17th, 2001)
Mossimo Inc – SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASES This Settlement Agreement and Mutual General Releases (this "Agreement") is entered into as of the 24th day of January 2001, by and among The Irvine Company, a Delaware corporation ("Irvine"), on the one hand, and Mossimo, Inc., a California corporation ("Mossimo"), on the other hand, with reference to the following facts: RECITALS -------- A. On or about May 3, 1996, Mossimo leased the premises commonly known as 5 Pasteur, Suite 100, Irvine, California (the. "Premises") from Irvine pursuant to a written lease dated May 3, 1996 (the `tease"). B. (April 17th, 2001)
Mossimo Inc – TERM PAYMENT AGREEMENT Gross Amount: $1,760,993.00 Agreement Date: 10/16/00 Mossimo, Inc. ("Mossimo") located at 2016 Broadway, Santa Monica, CA 90404 promises to pay to the order of David Duval Enterprises, Inc. ("Duval") c/o International Management, Inc. located at IMG Center, 1360 East 9th Street, Suite 100, Cleveland. OH 44114 the sum of $1,760,993.00 in lawful money of the United States of America to settle and release any and all claims, whether known or unknown, contingent, liquidated or disputed, secured or unsecured, it holds or asserts against Mossimo, its officers, directors or age (April 17th, 2001)
Mossimo Inc – BROADWAY PLACE LEASE LEXINGTON-BROADWAY PLACE, L.L.C., a Delaware limited liability company as Landlord, and MOSSIMO, INC., a Delaware corporation, as Tenant. BROADWAY PLACE SUMMARY OF BASIC LEASE INFORMATION The undersigned hereby agree to the following terms of this Summary of Basic Lease Information (the "Summary"). This Summary is hereby incorporated into and made a part of the attached Lease (this Summary and the Lease to be known collectively as the "Lease") which pertains to the certain premises located at 2016 Broadway, Santa Monica, California (the "Premises") which are part of that c (November 14th, 2000)

TERMS OF LEASE DESCRIPTION ----------------------------- ----------- (References are to the Lease) 1. Date: June 29, 2000. 2. Landlord: LEXINGTON-BROADWAY PLACE, L.L.C., a Delaware limited liability company 3. Address of Landlord (SECTION 29.14): 9350 Wilshire Boulevard Suite 400 Beverly Hills, California 90012 Attention: Legal Notices 4. Tenant: Mossimo, Inc., a Delaware corporation. 5. Address of Tenant Mossimo, Inc. (SECTION 29.14): 2016 Broadway

Mossimo Inc – SEPARATION AGREEMENT AND RELEASE (April 17th, 2000)
Mossimo Inc – ENDORSEMENT AGREEMENT (April 14th, 2000)
Mossimo Inc – STOCK OPTION TERMINATION AGREEMENT (April 14th, 2000)
Mossimo Inc – MOSSIMO LICENSE AGREEMENT (March 30th, 2000)
Mossimo Inc – CHEROKEE-MOSSIMO FINDERS AGREEMENT (March 30th, 2000)
Mossimo Inc – SECOND AMENDMENT TO FINANCING AGREEMENT (May 12th, 1999)
Mossimo Inc – REGISTRATION RIGHTS AGREEMENT (March 29th, 1999)
Mossimo Inc – ESCROW AGREEMENT (December 8th, 1998)