Exhibit 1.1 WILSONS THE LEATHER EXPERTS INC. 1,100,000 Units/1/ Consisting of 1,100,000 shares of Common Stock and 1,100,000 Redeemable Common Stock Purchase Warrants UNDERWRITING AGREEMENT May 27, 1997 Equity Securities Investments, Inc. 2820 IDS...Wilsons the Leather Experts Inc • May 27th, 1997 • Retail-family clothing stores • Minnesota
I.. OFFERING MEMORANDUM. The Senior Notes will be offered and sold ------------------- to the Initial Purchaser pursuant to an exemption from the registration requirements under the Securities Act of 1933, as amended (the "Act"). The --- Company and...Registration Rights Agreement • September 11th, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores • New York
PLEDGE AGREEMENT WWT, INC.Pledge Agreement • December 12th, 2000 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
RECITALSCredit Agreement • August 20th, 1998 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
Exhibit 10.8 SECURITY AGREEMENT ------------------ SECURITY AGREEMENT, dated as of May 25, 1996, by WILSONS THE LEATHER EXPERTS INC., a Minnesota corporation (the "Issuer") and the other grantors listed on the signature pages hereto (together with the...Security Agreement • October 11th, 1996 • Wilsons the Leather Experts Inc • New York
LETTER AGREEMENT ---------------- April 13, 2001Letter Agreement • April 19th, 2001 • Wilsons the Leather Experts Inc • Retail-family clothing stores
RECITALSCredit Agreement • December 16th, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
ARTICLE I. APPOINTMENT OF WARRANT AGENT; ISSUANCE, FORM AND EXECUTION OF WARRANT CERTIFICATESWarrant Agreement • October 2nd, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Minnesota
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of January 10, 2002, by and among Wilsons The Leather Experts Inc., a Minnesota corporation (the "COMPANY"), and the investors...Registration Rights Agreement • January 23rd, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • New York
BY AND AMONG WWT, INC. (THE "BUYER"),Agreement and Plan of Merger • April 19th, 2001 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Florida
EXHIBIT 10.3 PLEDGE AGREEMENT BENTLEY'S LUGGAGE CORP. PLEDGE AGREEMENT, dated as of April 13, 2001, (this "Agreement") between BENTLEY'S LUGGAGE CORP., a Florida corporation (the "Pledgor") and GENERAL ELECTRIC CAPITAL CORPORATION, a New York...Pledge Agreement • June 19th, 2001 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
ARTICLE I. DEFINITIONSCommon Stock Purchase Agreement • May 3rd, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Minnesota
Exhibit 4.7 RESTRICTED STOCK AGREEMENT -------------------------- RESTRICTED STOCK AGREEMENT dated as of May 25, 1996, by and among Wilsons The Leather Experts Inc., a Minnesota corporation (the "Company"), and the individuals named on the signature...Restricted Stock Agreement • October 11th, 1996 • Wilsons the Leather Experts Inc • Minnesota
BY AND BETWEEN BERMANS THE LEATHER EXPERTS, INC. A Delaware Corporation, As Seller AND IRET Properties A North Dakota limited partnership, As PurchaserAgreement • September 16th, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Minnesota
FIRST AMENDMENT TO ------------------Credit Agreement • December 14th, 1999 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
Exhibit 4.11 AMENDMENT TO SHAREHOLDER AGREEMENT THIS AMENDMENT TO SHAREHOLDER AGREEMENT is made and entered into as of the 23rd day of May, 1997, by and among Wilsons The Leather Experts Inc., a Minnesota corporation (the "Company"), Leather Investors...Shareholder Agreement • October 2nd, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Exhibit 10.1 FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 23, 2002Credit Agreement • June 18th, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
WITNESSETH:Consulting Agreement • December 16th, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Minnesota
Exhibit 1.1 WILSONS THE LEATHER EXPERTS INC. 1,100,000 Units/1/ Consisting of 1,100,000 shares of Common Stock and 1,100,000 Redeemable Common Stock Purchase Warrants UNDERWRITING AGREEMENT Equity Securities Trading Co., Inc. 2820 IDS Center 80 South...Wilsons the Leather Experts Inc • April 18th, 1997 • Retail-family clothing stores • Minnesota
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 24th, 1996 • Wilsons the Leather Experts Inc • Retail-family clothing stores • New York
Exhibit 10.1 THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 19, 2001Credit Agreement • June 25th, 2001 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
JOINDER AGREEMENT -----------------Joinder Agreement • June 19th, 2001 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Exhibit 4.5 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT is made and entered into as of the 12th day of August, 1999 by and among Wilsons The Leather Experts Inc., a Minnesota corporation, (the...Registration Rights Agreement • April 10th, 2000 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Exhibit 10.8 PARENT GUARANTY ---------------Wilsons the Leather Experts Inc • September 11th, 1997 • Retail-family clothing stores • Illinois
RECITALS --------Credit Agreement • April 10th, 2000 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (ROGERS)Employment Agreement • April 10th, 2000 • Wilsons the Leather Experts Inc • Retail-family clothing stores
WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF WILSONS THE LEATHER EXPERTS INC. ------------------------------------------------Registration Rights Agreement • October 11th, 1996 • Wilsons the Leather Experts Inc • New York
WITNESSETHRepurchase Agreement • April 14th, 1998 • Wilsons the Leather Experts Inc • Retail-family clothing stores • New York
Exhibit 1.1 2,000,000 Shares WILSONS THE LEATHER EXPERTS INC. Common Stock, $.01 par value FORM OF UNDERWRITING AGREEMENTWilsons the Leather Experts Inc • August 20th, 1998 • Retail-family clothing stores • New York
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of April 24, 2002, by and among Wilsons The Leather Experts Inc., a Minnesota corporation (the "Company"), and the investors...Registration Rights Agreement • May 3rd, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Minnesota
January 14, 2002 Bricoleur Capital Management LLC 12230 El Camino Real Suite 100 San Diego, CA 92130 RE: AMENDMENT TO THE COMMON STOCK PURCHASE AGREEMENT AND THE REGISTRATION RIGHTS AGREEMENT Ladies and Gentlemen: Reference is hereby made to Section...Purchase Agreement • January 23rd, 2002 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Reference is hereby made to Section 2.1 of the Common Stock Purchase Agreement, dated as of January 10, 2002 (the "PURCHASE AGREEMENT"), by and among Wilsons The Leather Experts Inc. (the "COMPANY") and the Purchasers (as defined therein). Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
Exhibit 10.11 AMENDMENT NO. 1 TO CREDIT AGREEMENT ----------------------------------- This AMENDMENT NO. 1 is entered into as of this 11th day of July, 1996 (this "Amendment") among WILSONS LEATHER HOLDINGS INC., a Minnesota corporation (the...Credit Agreement • December 24th, 1996 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Exhibit 4.11 AMENDMENT TO RESTRICTED STOCK AGREEMENT THIS AMENDMENT TO RESTRICTED STOCK AGREEMENT is made and entered into as of May 1, 1997, by and among Wilsons The Leather Experts Inc., a Minnesota corporation (the "Company"), Joel Waller...Restricted Stock Agreement • May 27th, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores
Exhibit 10.19 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of May 25, 1996 (this "Agreement") between RIVER HILLS WILSONS, INC., a Minnesota corporation ("Pledgor"), and MELVILLE CORPORATION, a New York corporation (the "Secured Party"). W I T N E S S...Pledge Agreement • May 27th, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores • New York
This CONSENT AND AMENDMENT NO. 4 TO CREDIT AGREEMENT is entered into as of this 31st day of July, 1997 (this "Amendment") by and between WILSONS LEATHER HOLDINGS INC., a Minnesota corporation ("Borrower"), the other Loan Parties signatory hereto,...Credit Agreement • September 11th, 1997 • Wilsons the Leather Experts Inc • Retail-family clothing stores • Illinois
