RECITALSExchange Agreement • November 4th, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
DRAFT 10/31/97 2,275,000 Shares* BRASS EAGLE INC. Common Stock, $.01 par value UNDERWRITING AGREEMENT ---------------------- McDONALD & COMPANY SECURITIES, INC. DAIN BOSWORTH INCORPORATED As Representatives of the Several Underwriters c/o McDonald &...Underwriting Agreement • November 4th, 1997 • Brass Eagle Inc • Retail-retail stores, nec • Ohio
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 AGREEMENTIndemnification Agreement • September 23rd, 1997 • Brass Eagle Inc
WITNESSETH: ----------Distributor Agreement • September 23rd, 1997 • Brass Eagle Inc • New York
EXHIBIT 10(ix) EMPLOYMENT AND NONCOMPETITION AGREEMENT --------------------------------------- This AGREEMENT is made as of September 15, 1997 by and between BRASS EAGLE INC., a Delaware corporation ("Company"), and E. LYNN SCOTT ("Executive"). W I T...Employment and Noncompetition Agreement • September 23rd, 1997 • Brass Eagle Inc • Arkansas
Exhibit 10(vii) FORM OF ADMINISTRATIVE AGREEMENT ------------------------Administrative Agreement • September 23rd, 1997 • Brass Eagle Inc • Arkansas
RECITALSNon-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 (e)(17) SUCCESS BONUS AGREEMENT This SUCCESS BONUS AGREEMENT (this "Agreement") is made and entered into as of this November 26, 2003 by and among Brass Eagle Inc., a Delaware corporation ("Brass Eagle"), K2 Inc., a Delaware corporation...Success Bonus Agreement • November 28th, 2003 • Brass Eagle Inc • Retail-retail stores, nec • Delaware
EXHIBIT 10(v) LEASE AGREEMENT THIS AGREEMENT, entered into the 5th day of June 1997 by and between R.L. Brown Investments who, whether one or more, will hereinafter be designated as Lessor, and Daisy Manufacturing Company, Inc., Brass Eagle Division...Lease Agreement • September 23rd, 1997 • Brass Eagle Inc
EXHIBIT 10(vi) LEASEIndenture • September 23rd, 1997 • Brass Eagle Inc • Missouri
FORM OF CONTINUING GUARANTYBrass 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 AGREEMENTBrass Eagle Inc • November 4th, 2003 • Retail-retail stores, nec
EXHIBIT 10(XV) TAX ALLOCATION AGREEMENT This AGREEMENT, dated as of November __, 1997, by and between BRASS EAGLE INC. ("Brass Eagle"), a Delaware corporation, and NEW DAISY MANUFACTURING COMPANY ("New Daisy"), a Delaware corporation. WHEREAS, prior...Tax Allocation Agreement • November 18th, 1997 • Brass Eagle Inc • Retail-retail stores, nec
EXHIBIT 10(iv) INTERNATIONAL AGENCY AGREEMENT This Agreement, made this 19th day of June, 1996 between DAISY MANUFACTURING COMPANY, INC. (D.B.A. BRASS EAGLE) Post Office Box 220 Rogers, Arkansas 72757-0220 USA (hereinafter called the "Company"); and...International Agency Agreement • September 23rd, 1997 • Brass Eagle Inc • Arkansas
EXHIBIT 10(vii) LEASE AGREEMENT THIS LEASE is made as of December 9, 1997, between Landlord and Tenant, both named and defined below, who now agree as follows: 1. TERMS, DEFINITIONS: Whenever capitalized in this Lease, the following terms shall have...Lease Agreement • March 25th, 1998 • Brass Eagle Inc • Retail-retail stores, nec
