Brass Eagle Inc Sample Contracts

RECITALS
Exchange Agreement • November 4th, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
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R E C I T A L S ---------------
Non-Competition Agreement • November 4th, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 23rd, 1997 • Brass Eagle Inc
WITNESSETH: ----------
Distributor Agreement • September 23rd, 1997 • Brass Eagle Inc • New York
Exhibit 10(vii) FORM OF ADMINISTRATIVE AGREEMENT ------------------------
Administrative Agreement • September 23rd, 1997 • Brass Eagle Inc • Arkansas
RECITALS
Non-Competition Agreement • November 4th, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
AMONG K2 INC.,
Agreement and Plan of Merger and Reorganization • October 23rd, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
FORM OF ------- ASSIGNMENT, ASSUMPTION AND INDEMNIFICATION AGREEMENT ----------------------------------------------------
Assumption and Indemnification Agreement • November 4th, 1997 • Brass Eagle Inc • Retail-retail stores, nec
EXHIBIT 10(vi) LEASE
Indenture • September 23rd, 1997 • Brass Eagle Inc • Missouri
FORM OF CONTINUING GUARANTY
Brass Eagle Inc • November 4th, 1997 • Retail-retail stores, nec • Arkansas
Dear Stockholders:
Brass Eagle Inc • November 4th, 2003 • Retail-retail stores, nec

We are pleased to inform you that, on October 22, 2003, Brass Eagle Inc. (the “Company”) entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with K2 Inc. (“K2”) and Cabe Acquisition Sub, Inc. (“Acquisition Sub”), a newly formed corporation and wholly owned subsidiary of K2. Pursuant to the Merger Agreement, K2 has commenced an offer to acquire each issued and outstanding share of common stock, $0.01 par value, of the Company (the “Shares”) in exchange for 0.6036 of a share of common stock, par value $1.00 per share, of K2 (including the associated preferred share purchase rights). If the exchange offer is successful, Acquisition Sub will thereafter be merged with and into the Company, with the Company surviving the merger and all of our Shares then-outstanding (other than Shares held by K2, Acquisition Sub or the Company or stockholders who properly exercise appraisal rights, if any, under Delaware law) being cancelled and converted into the right t

BRASS EAGLE INC. NONQUALIFIED STOCK OPTION AWARD AGREEMENT
Brass Eagle Inc • November 4th, 2003 • Retail-retail stores, nec
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