AGREEMENT for the sale and purchase of the entire issued share capital of THE WRIGHT SADDLE COMPANY LIMITED Clyde&co Beaufort House Chertsey Street Guildford Surrey GU1 4HA Tel: +44 (0) 1483 555 555 Fax: +44 (0) 1483 567 330 Ref: RKV/TWM/0002912Agreement • August 16th, 2000 • Derby Cycle Corp • Motorcycles, bicycles & parts
RECITALSSupplemental Indenture • July 2nd, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
CONTENTSAgreement • April 1st, 1999 • Derby Cycle Corp • Motorcycles, bicycles & parts • England
Exhibit 10.9 ================================================================== ============== The Derby Cycle Corporation Warrant to Purchase 2,500 Shares of Class C Common Stock Warrant Agreement Dated as of February 15, 2000 This WARRANT AGREEMENT...Warrant Agreement • March 30th, 2000 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
BetweenAsset Purchase Agreement • August 20th, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
THIS EMPLOYMENT AGREEMENT is made this 14th day of May 1998 by and between THE DERBY CYCLE CORPORATION, a corporation organized and existing under the laws of the State of Delaware, with its registered office in the State of Delaware at Corporation...Employment Agreement • August 11th, 1998 • Derby Cycle Corp • Washington
Exhibit 10.49 SEPARATION AGREEMENT This Separation Agreement (this "Agreement"), made and entered into as of December 21, 2000, by and between The Derby Cycle Corporation, a Delaware corporation (the "Company"), and Daniel S. Lynch (the "Executive"...Separation Agreement • April 13th, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
WAIVER AND NINTH AMENDMENT AGREEMENT relating to a facility agreement dated 12 May 1998 DLA 3 Noble Street LONDON EC2V 7EEDerby Cycle Corp • August 16th, 2000 • Motorcycles, bicycles & parts • England
Amendment Agreement relating to the Revolving multicurrency Credit Facility AGREEMENT of up to DM209, 355,403 Dated 12 May 1998 -------------------------------------------------Derby Cycle Corp • February 7th, 2001 • Motorcycles, bicycles & parts • Derby
INDENTUREDerby Cycle Corp • August 11th, 1998 • New York
ARTICLE 1 DEFINITIONS AND INTERPRETATIONSupport Agreement • August 11th, 1998 • Derby Cycle Corp • Ontario
EXHIBIT 1.1 THE DERBY CYCLE CORPORATION LYON INVESTMENTS B.V. $100,000,000 10% Senior Notes due 2008 DM110,000,000 9 3/8% Senior Notes due 2008 PURCHASE AGREEMENTDerby Cycle Corp • August 11th, 1998 • New York
EXHIBIT 2.3 SECOND AMENDMENT TO RECAPITALIZATION AGREEMENT ---------------------------------------------- THIS SECOND AMENDMENT (this "Amendment") to the Recapitalization Agreement dated as of March 11, 1998 (the "Recapitalization Agreement") is made...Recapitalization Agreement • August 11th, 1998 • Derby Cycle Corp • New York
FACILITY AGREEMENT DATED 12 MAY 1998Facility Agreement • August 11th, 1998 • Derby Cycle Corp • Derby
EXHIBIT 2Employment Agreement • August 11th, 1999 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
WAIVER AND AMENDMENT AGREEMENT relating to a facility agreement dated 12 May 1998 ________________________________________ CONTENTSWaiver and Amendment Agreement • August 16th, 2000 • Derby Cycle Corp • Motorcycles, bicycles & parts • England
EXECUTION DERBY CYCLE CORPORATION FORM OF AGREEMENT EVIDENCING A GRANT OF A STOCK OPTION UNDER 1998 STOCK OPTION PLAN Agreement made as of March ___, 1999, between Derby Cycle Corporation, a Delaware corporation (the "Company"), and _____________...Derby Cycle Corp • April 1st, 1999 • Motorcycles, bicycles & parts • New York
AGREEMENT ---------Senior Subordinated Loan Agreement • April 1st, 1999 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
EXHIBIT 2.1 RECAPITALIZATION AGREEMENT -------------------------- THIS RECAPITALIZATION AGREEMENT is entered into this 11th day of March 1998 by and between: THE DERBY CYCLE CORPORATION (d.b.a. Raleigh USA Bicycle Company) a corporation organized and...Recapitalization Agreement • August 11th, 1998 • Derby Cycle Corp • New York
EXHIBIT 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made this 14th day of May 1998 by and between THE DERBY CYCLE CORPORATION, a corporation organized and existing under the laws of the State of Delaware, with its registered office in the...Employment Agreement • August 11th, 1998 • Derby Cycle Corp • England
EXHIBIT 10.2 THE DERBY CYCLE CORPORATION SHAREHOLDERS' AGREEMENT THIS AGREEMENT is made this 14th day of May, 1998 by and among: (1) THE DERBY CYCLE CORPORATION (dba Raleigh USA Bicycle Company), a corporation organized and existing under the laws of...Shareholders' Agreement • August 11th, 1998 • Derby Cycle Corp • New York
EXHIBIT 10.3 REGISTRATION AGREEMENT THIS REGISTRATION AGREEMENT (this "Agreement") is made as of May 14, 1998, by and among The Derby Cycle Corporation, a corporation organized and existing under the laws of the State of Delaware (the "Company"),...Registration Agreement • August 11th, 1998 • Derby Cycle Corp
EXHIBIT 4.4 THE DERBY CYCLE CORPORATION LYON INVESTMENTS B.V. (formerly Lyon Cycle B.V.) $100,000,000 10% Senior Notes due 2008 DM110,000,000 9 3/8% Senior Notes due 2008 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTDerby Cycle Corp • August 11th, 1998 • New York
EXECUTION THE DERBY CYCLE CORPORATION AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT THIS AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT is made this 3rd day of February, 1999 by and among: (1) THE DERBY CYCLE CORPORATION (dba Raleigh USA Bicycle...Shareholders' Agreement • April 1st, 1999 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
THE DERBY CYCLE CORPORATION SECOND AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT THIS SECOND AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT is made this 22nd day of November, 2000 by and among: (1) THE DERBY CYCLE CORPORATION (dba Raleigh USA Bicycle...Shareholders' Agreement • November 28th, 2000 • Derby Cycle Corp • Motorcycles, bicycles & parts • New York
EXHIBIT 10.6 THIS PUT AND CALL OPTION AGREEMENT (the "Agreement") is made this 13/th/ day of May, 1998 by and among THE DERBY CYCLE CORPORATION (dba Raleigh USA Bicycle Company), a corporation organized and existing under the laws of Delaware, having...Put and Call Option Agreement • August 11th, 1998 • Derby Cycle Corp • New York
EXECUTION FORM OF MANAGEMENT STOCK PURCHASE AGREEMENT This MANAGEMENT STOCK PURCHASE AGREEMENT (this "Agreement") is dated as of March __, 1999, by and between Derby Cycle Corporation, a Delaware corporation (the "Company") and ______________...Management Stock Purchase Agreement • April 1st, 1999 • Derby Cycle Corp • Motorcycles, bicycles & parts • Delaware
FOURTH AMENDMENT AGREEMENT relating to a facility agreement dated 12 May 1998Derby Cycle Corp • March 30th, 2000 • Motorcycles, bicycles & parts
AMENDMENT AGREEMENT relating to the REVOLVING MULTICURRENCY CREDIT FACILITY AGREEMENT of up to DM209, 355,403 Dated 12 May 1998 ______________________________________Derby Cycle Corp • April 13th, 2001 • Motorcycles, bicycles & parts • Derby
AMENDMENT AGREEMENT relating to the REVOLVING MULTICURRENCY CREDIT FACILITY AGREEMENT of up to DM209, 355,403 Dated 12 May 1998 -----------------------------------------Derby Cycle Corp • April 13th, 2001 • Motorcycles, bicycles & parts • Derby
CHASE MANHATTAN plc as Arranger THE FINANCIAL INSTITUTIONS NAMED HEREIN as Banks CHASE MANHATTAN INTERNATIONAL LIMITED as Facility Agent CHASE MANHATTAN INTERNATIONAL LIMITED as Security Agent THIRD AMENDMENT AGREEMENT relating to a facility agreement...Derby Cycle Corp • September 7th, 1999 • Motorcycles, bicycles & parts
EXHIBIT 5 WAIVER REGARDING THE DERBY CYCLE CORPORATION AND OTHERS DM214,000,000 REVOLVING MULTI-CURRENCY CREDIT FACILITY This waiver ("Waiver") is dated August 1999 and entered into by and among:- 1. THE DERBY CYCLE CORPORATION, a company incorporated...Derby Cycle Corp • September 7th, 1999 • Motorcycles, bicycles & parts • England
Exhibit 10.50 ASSIGNMENT CONTRACT ------------------- between Executive Interim Management AG ('EIM') (1) and Derby Cycle Corporation ('Client') (2) Both parties agree as follows: Article I Duties ---------------- EIM accepts an assignment from the...Assignment Contract • April 13th, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts
Exhibit 10.47 EXECUTIVE SERVICES AGREEMENT ---------------------------- THIS EXECUTIVE SERVICES AGREEMENT is made this 22nd day of November, 2000 by and between THE DERBY CYCLE CORPORATION, a corporation organized and existing under the laws of the...Executive Services Agreement • April 13th, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts • Delaware
Exhibit 10.46 SEPARATION AND RELEASE AGREEMENT -------------------------------- This Agreement is entered into as of this 1st day of September, 2000, by and between NANCY URIDIL, ("the Employee") and THE DERBY CYCLE CORPORATION ("the Company"). In...Separation and Release Agreement • April 13th, 2001 • Derby Cycle Corp • Motorcycles, bicycles & parts • Connecticut
