EXHIBIT 10.1 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 12th, 2003 • Shoe Pavilion Inc • Retail-shoe stores • California
INDEMNIFICATION AGREEMENT This Indemnification Agreement (the "Agreement") is made as of the ____ day of December, 1997, by and between Shoe Pavilion, Inc., a Delaware corporation (the "Company") and _____________________________ ("Indemnitee"). W I T...Indemnification Agreement • December 10th, 1997 • Shoe Pavilion Inc • Delaware
RECITALSLease Agreement • March 23rd, 1999 • Shoe Pavilion Inc • Retail-shoe stores
SHOE PAVILION, INC. EXCHANGE AGREEMENTExchange Agreement • February 23rd, 1998 • Shoe Pavilion Inc • Retail-shoe stores
Execution Version STOCK PLEDGE AGREEMENT This STOCK PLEDGE AGREEMENT (this "Agreement"), dated as of April 18, 2003, is entered into by and between SHOE PAVILION, INC., a Delaware corporation ("Pledgor"), and WELLS FARGO RETAIL FINANCE, LLC, a...Stock Pledge Agreement • May 12th, 2003 • Shoe Pavilion Inc • Retail-shoe stores • California
UNDERWRITING AGREEMENT February , 1998 ---- VAN KASPER & COMPANY As Representative of the Several Underwriters 600 California Street, Suite 1700 San Francisco, California 94111 Ladies and Gentlemen: Shoe Pavilion, Inc., a Delaware corporation (the...Underwriting Agreement • January 26th, 1998 • Shoe Pavilion Inc • Retail-shoe stores • California
EXHIBIT 10.13 FIRST AMENDMENT TO LICENSE AGREEMENT This FIRST AMENDMENT TO LICENSE AGREEMENT (the "First Amendment") is entered into as of the 20thday of December, 1999, between Richman Gordman 1/2 Price Stores, Inc., a Delaware corporation, having a...License Agreement • March 27th, 2000 • Shoe Pavilion Inc • Retail-shoe stores
RECITALS --------Credit Agreement • March 30th, 2001 • Shoe Pavilion Inc • Retail-shoe stores • California
ARTICLE II Representations and WarrantiesAgreement of Purchase and Sale • December 10th, 1997 • Shoe Pavilion Inc • California
RECITAL -------Credit Agreement • March 23rd, 1999 • Shoe Pavilion Inc • Retail-shoe stores • California
SECURITY AGREEMENT (GUARANTOR)Security Agreement • May 12th, 2003 • Shoe Pavilion Inc • Retail-shoe stores
RECITALS --------Credit Agreement • November 13th, 2001 • Shoe Pavilion Inc • Retail-shoe stores
RECITALS --------Credit Agreement • November 13th, 2001 • Shoe Pavilion Inc • Retail-shoe stores
EXHIBIT 10.21 WELLS FARGO BANK REVOLVING LINE OF CREDIT NOTE ------------------ --------------------------------------------------------------Shoe Pavilion Inc • March 29th, 2002 • Retail-shoe stores • California
Recitals --------License Agreement • August 5th, 1999 • Shoe Pavilion Inc • Retail-shoe stores • Nebraska
S CORPORATION TERMINATION AND TAX ALLOCATION AGREEMENTAllocation Agreement • February 23rd, 1998 • Shoe Pavilion Inc • Retail-shoe stores • Delaware
REVOLVING LINE OF CREDIT NOTE ------------------------------------------------- -------------------------------Shoe Pavilion Inc • August 12th, 2002 • Retail-shoe stores • California
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2005 • Shoe Pavilion Inc • Retail-shoe stores
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchasers (the “Purchase Agreement”).
LEASE AGREEMENT (NNN) BASIC LEASE INFORMATIONLease Agreement • December 10th, 1997 • Shoe Pavilion Inc • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 4th, 2005 • Shoe Pavilion Inc • Retail-shoe stores • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of October 3, 2005, among Shoe Pavilion, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). Notwithstanding anything herein to the contrary, Magnetar Capital Master Fund, Ltd. is the only Purchaser and references hereunder to “Purchasers” or multiple Purchasers shall be disregarded.
RECITALS --------Credit Agreement • March 27th, 2000 • Shoe Pavilion Inc • Retail-shoe stores
RECITALSCredit Agreement • August 12th, 2002 • Shoe Pavilion Inc • Retail-shoe stores
LOAN AGREEMENT ---------------------------------------------------------------- ------------------------------------------- PRINCIPAL LOAN DATE MATURITY LOAN NO. CALL COLLATERAL ACCOUNT OFFICER INITIALS $10,000,000.00 10-24-1997 04-30-1999 513-59...Loan Agreement • January 26th, 1998 • Shoe Pavilion Inc • Retail-shoe stores • Washington
Execution Version GENERAL CONTINUING GUARANTY This GENERAL CONTINUING GUARANTY (this "Guaranty"), dated as of April 18, 2003, is executed and delivered by and among Shoe Pavilion, Inc., a Delaware corporation ("Guarantor"), in favor of WELLS FARGO...General Continuing Guaranty • May 12th, 2003 • Shoe Pavilion Inc • Retail-shoe stores • California
RECITALS --------Credit Agreement • March 27th, 2000 • Shoe Pavilion Inc • Retail-shoe stores • California
Exhibit 10.8 CONTINUING GUARANTY TO: WELLS FARGO BANK, NATIONAL ASSOCIATION 1. GUARANTY; DEFINITIONS. In consideration of any credit or other financial accommodation heretofore, now or hereafter extended or made to SHOE PAVILION CORPORATION...Shoe Pavilion Inc • March 23rd, 1999 • Retail-shoe stores • California
WHEREAS, Zappos is engaged in the business of marketing and selling shoes by designing, developing, hosting and maintaining an electronic commerce Web site on the Internet at URL: www.Zappos.com (the "Zappos Web Site") and --------------...Web Services Agreement • May 10th, 2000 • Shoe Pavilion Inc • Retail-shoe stores • California
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of SHOE PAVILION, INC.Common Stock Purchase Warrant • October 4th, 2005 • Shoe Pavilion Inc • Retail-shoe stores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the third anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Shoe Pavilion, Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
AMENDMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 3rd, 2006 • Shoe Pavilion Inc • Retail-shoe stores • California
This AMENDMENT NUMBER FIVE, dated as of October 30, 2006, (this "Amendment") is an amendment to the Loan and Security Agreement, dated as of April 18, 2003, by and between Shoe Pavilion Corporation, a Washington corporation (the "Borrower") and Wells Fargo Retail Finance, LLC, as "Lender", as amended by that Amendment Number One to Loan and Security Agreement dated as of September 24, 2004 by and between the Borrower and the Lender, as amended by that Amendment Number Two to Loan and Security Agreement dated as of May 12, 2005 by and between the Borrower and the Lender, as amended by that Amendment Number Three to Loan and Security Agreement dated as of August 11, 2005, as amended by that Amendment Number Four to Loan and Security Agreement dated as of March 15, 2006 by and between the Borrower and the Lender (as further amended from time to time, the "Loan Agreement"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2006 • Shoe Pavilion Inc • Retail-shoe stores • California
This Employment Agreement is entered into as of July 7, 2006 by and between SHOE PAVILION, INC., a Delaware corporation (the "Company") and BRUCE ROSS, an individual ("Executive").
AMENDMENT NUMBER ONE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 31st, 2005 • Shoe Pavilion Inc • Retail-shoe stores • California
This AMENDMENT NUMBER ONE TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of September 24, 2004, by and among, WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company (“Lender”), on the one hand, and, on the other hand, SHOE PAVILION CORPORATION, a Washington corporation (“Borrower”), with reference to the following:
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 12th, 2002 • Shoe Pavilion Inc • Retail-shoe stores
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of September 1, 2002, by and between Shoe Pavilion Corporation, a Washington corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
3,000,000 Shares1 Shoe Pavilion, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 23rd, 2006 • Shoe Pavilion Inc • Retail-shoe stores • California
Shoe Pavilion, Inc., a Delaware corporation (the “Company”), and the selling shareholder named in Schedule B hereto (the “Selling Stockholder”) propose to sell to you and other firms and corporations named in Schedule A attached hereto (the “Underwriters,” which term shall also include any underwriter substituted as provided in Section 10 hereof), for which you are acting as representatives (“Representatives”), 3,000,000 shares (the “Primary Shares”) of the Company’s Common Stock, par value $0.001 per share (“Common Stock”). In addition, the Selling Stockholder proposes to grant to the Underwriters an option to purchase, for the purpose of covering over-allotments, up to an additional 450,000 shares of the Common Stock (the “Over-Allotment Shares”). The Primary Shares and the Over-Allotment Shares are collectively referred to below as the “Shares.” The Company and the Selling Stockholder agree with the several Underwriters as set forth below.
EXECUTION COPY AMENDMENT NUMBER THREE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 16th, 2005 • Shoe Pavilion Inc • Retail-shoe stores • California
This AMENDMENT NUMBER THREE, dated as of August 11, 2005, (this “Amendment”) is an amendment to the Loan and Security Agreement, dated as of April 18, 2003, by and between Shoe Pavilion Corporation, a Washington corporation (the “Borrower”) and Wells Fargo Retail Finance, LLC, as “Lender”, as amended by that Amendment Number One to Loan and Security Agreement dated as of September 24, 2004 by and between the Borrower and the Lender and as amended by that Amendment Number Two to Loan and Security Agreement dated as of May 12, 2005 by and between the Borrower and the Lender (as amended from time to time, the “Loan Agreement”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.
Exhibit 10.7 WELLS FARGO BANK REVOLVING LINE OF CREDIT NOTE ------------------------------------------------------------------------------- $15,000,000.00 OAKLAND, CALIFORNIACredit Agreement • March 23rd, 1999 • Shoe Pavilion Inc • Retail-shoe stores • California
