COMMON STOCKUnderwriting Agreement • October 1st, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores • New York
Article I. BASIC AGREEMENTSSettlement Agreement • August 22nd, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores • New York
RECITALSIndemnification Agreement • July 16th, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
ORIX LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 16th, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores • California
BIRTHDAYEXPRESS.COM, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • January 12th, 2000 • Celebrateexpress Com Inc • Washington
North Carolina ) ) SECOND AMENDMENT TO LEASE GUILFORD County ) THIS SECOND AMENDMENT TO LEASE, made and entered into this 15th day of December, 2004, by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North Carolina Limited Partnership,...Celebrate Express, Inc. • April 14th, 2005 • Retail-misc general merchandise stores
BirthdayExpress.com AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT TABLE OF CONTENTSRights Agreement • January 12th, 2000 • Celebrateexpress Com Inc • Washington
RECITALSRights Agreement • July 16th, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
RECITALSVoting Agreement • January 12th, 2000 • Celebrateexpress Com Inc • Washington
LEASE PROVISIONS & EXHIBITS LANDLORD: HIGHWOODS REALTY LIMITED PARTNERSHIP TENANT: BIRTHDAY EXPRESS.COM, INC. LEASE DATE: BUILDING ADDRESS: 488 Gallimore Dairy Road, Suite D, Greensboro, North Carolina 27409 NOTICES ADDRESS: 11220 120th Avenue, N.E.,...Lease • January 12th, 2000 • Celebrateexpress Com Inc • North Carolina
RECITALSRefusal Agreement • January 12th, 2000 • Celebrateexpress Com Inc • Washington
andPreferred Shares Rights Agreement • July 25th, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
EXHIBIT 10.8 LEASE AMENDMENT NO. 1 DATED: MARCH 3, 2004 BETWEEN: QUEEN INVESTMENT COMPANY, LLC LANDLORD a Washington limited liability company AND: CELEBRATE EXPRESS.COM, INC. TENANT a Washington corporation By written Lease dated October 1, 2003,...Celebrate Express, Inc. • July 16th, 2004 • Retail-misc general merchandise stores
EXHIBIT 10.2 October 14, 2005 Lori Liddle 6516 156th Ave. SE Bellevue, WA 98006 Dear Lori: This letter memorializes the parties' agreement, reached on September 30, 2005, which is set forth below. Although Celebrate Express, Inc. ("Company") has no...Celebrate Express, Inc. • October 21st, 2005 • Retail-misc general merchandise stores
EXHIBIT 10.7 LEASE AGREEMENT 1. PARTIES. This Lease, dated for reference purposes only, October 1, 2003, is made by and between QUEEN INVESTMENT COMPANY, LLC, a Washington Limited Liability Company (herein called "Landlord"), and CELEBRATE...Lease Agreement • July 16th, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores
LEASE AMENDMENT NO. 7Celebrate Express, Inc. • October 10th, 2007 • Retail-misc general merchandise stores
By written Lease dated October 1, 2003, Tenant leased from Landlord approximately 37,314 square feet of office and warehouse space located at 405 Business Park, 11218, 11220 and 11232 120th Avenue NE, Kirkland, Washington 98033, (hereinafter referred to as the “Premises”). By Lease Amendment No. 1, dated March 3, 2004, Tenant leased an additional approximate 3,450 square feet of office space bringing the total square feet to 40,764. By Lease Amendment No. 2, dated June 8, 2004, Tenant extended the lease term for space 11218. By Lease Amendment No. 3, dated November 30, 2004, Tenant extended the lease term for space 11218. By Lease Amendment No. 4, dated February 11, 2005, Tenant extended the lease term for space 11218. By Lease Amendment No. 5, dated March 31, 2005, Tenant extended the lease term for space 11218. By Lease Amendment No. 6, dated May 31, 2005, Tenant extended the lease term for space 11218. Said documents are hereinafter jointly referred to as the “Lease”. The Lease expi
LEASE AMENDMENTCelebrateexpress Com Inc • January 12th, 2000
VOTING AGREEMENTVoting Agreement • June 27th, 2008 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Delaware
THIS VOTING AGREEMENT dated as of June 26, 2008 (this “Agreement”), by and among Liberty Media Corporation, a Delaware corporation (“Parent”); and ARCH Venture Fund IV, LP, ARCH Entrepreneurs Fund L.P., Thesis Capital Master Fund Limited, LP, Thesis Capital, LP, and Spencer Capital Management, LLC (each, a “Shareholder” and collectively, the “Shareholders.”
Date: August 12, 1998 General Electric Capital Corporation 44 Old Ridgebury Road Danbury, CT 06810 To induce you to enter into, purchase or otherwise acquire, now or at any time hereafter, any promissory notes, security agreements, chattel mortgages,...Individual Guaranty • January 12th, 2000 • Celebrateexpress Com Inc
This Guaranty is a guaranty of prompt payment and performance (and not merely n guaranty of collection). Nothing herein shall require you to first seek or exhaust any remedy against the Customer, its successors and assigns, or any other person obligated with respect to the Obligations, or to first foreclose, exhaust or otherwise proceed against any leased equipment, collateral or security which may be given in connection with the Obligations. It is agreed that you may, upon any breach or default of the Customer, or at any time thereafter, make demand upon the undersigned and receive payment and performance of the Obligations, with or without notice or demand for payment or performance by the Customer, its successors or assigns, or any other person. Suit may be brought and maintained against the undersigned, at your election, without joinder of the Customer or any other person as parties thereto. The obligations of each signatory to this Guaranty shall be joint and several.
EXHIBIT 10.3 CELEBRATE EXPRESS, INC. SEVERANCE AND CHANGE IN CONTROL AGREEMENT This Severance Agreement (the "Agreement") is dated as of September 18, 2006, by and between Darin White ("Employee") and Celebrate Express, Inc., a Washington corporation...Severance and Change in Control Agreement • October 13th, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
EXHIBIT 10.1 SEPARATION AND CONSULTING AGREEMENT This SEPARATION AND CONSULTING AGREEMENT is entered into as of the 15th day of February, 2006, by and between CELEBRATE EXPRESS, INC., a Washington corporation (the "Company"), and MICHAEL K. JEWELL...Separation and Consulting Agreement • February 21st, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
Exhibit 10.1 SEPARATION AND CONSULTING AGREEMENT This Separation and Consulting Agreement, Waiver, and Release ("Agreement) is entered into as of March 10, 2006, by and between Celebrate Express, Inc. ("Company"), and Louis Usarzewicz ("Usarzewicz")....Separation and Consulting Agreement • March 15th, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
RECITALSLease Agreement • July 16th, 2004 • Celebrate Express, Inc. • Retail-misc general merchandise stores • North Carolina
EXHIBIT 10.10 (CELEBRATE EXPRESS LOGO) May 6, 2005 Allen McDowell Dear Allen: After much consideration, we regret that we must terminate your employment at Celebrate Express, Inc. ("Celebrate Express, Inc." or the "Company"). Although Celebrate...Celebrate Express, Inc. • August 22nd, 2005 • Retail-misc general merchandise stores
EXHIBIT 10.9 LEASE AGREEMENT 1. PARTIES. This Lease, dated for reference purposes only, April 3, 2006, is made by and between QUEEN INVESTMENT COMPANY, LLC, a Washington Limited Liability Company (herein called "Landlord"), and CELEBRATE EXPRESS,...9 Lease Agreement • August 28th, 2006 • Celebrate Express, Inc. • Retail-misc general merchandise stores
EXHIBIT 10.6 North Carolina ) ) FIRST AMENDMENT TO LEASE Guilford County ) THIS FIRST AMENDMENT TO LEASE ("First Amendment"), is made and entered into this day of _____________, 2004, by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North...Celebrate Express, Inc. • July 16th, 2004 • Retail-misc general merchandise stores
BASIC LEASE PROVISIONS OF THE LEASE AGREEMENT FOR 405 BUSINESS PARK BETWEEN 405 BUSINESS PARK LIMITED PARTNERSHIP, AS LESSOR, AND BIRTHDAY EXPRESS, INC., AS LESSEEIndustrial Lease Agreement • January 12th, 2000 • Celebrateexpress Com Inc
AMENDMENT TO PREFERRED SHARES RIGHTS AGREEMENT OF CELEBRATE EXPRESS, INC.Preferred Shares Rights Agreement • June 2nd, 2008 • Celebrate Express, Inc. • Retail-misc general merchandise stores • New York
This Amendment To the Preferred Shares Rights Agreement (this “Amendment”) by and between Celebrate Express, Inc., a Washington corporation (the “Company”) and American Stock Transfer and Trust Company (the “Rights Agent”) is made as of this 23rd day of May, 2008.
EXHIBIT 10.2 LEASE AMENDMENT NO. 6 DATED: MAY 31, 2005 BETWEEN: QUEEN INVESTMENT COMPANY, LLC LANDLORD a Washington limited liability company AND: CELEBRATE EXPRESS. INC. TENANT a Washington corporation By written Lease dated October 1, 2003, Tenant...Celebrate Express, Inc. • January 12th, 2007 • Retail-misc general merchandise stores
AGREEMENT AND PLAN OF MERGER BY AND AMONG LIBERTY MEDIA CORPORATION, WASHINGTON MERGER SUB, INC., AND CELEBRATE EXPRESS, INC. June 26, 2008Agreement and Plan of Merger • June 27th, 2008 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 26, 2008, by and among Liberty Media Corporation, a Delaware corporation (“Parent”), Washington Merger Sub, Inc., a Washington corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and Celebrate Express, Inc., a Washington corporation (the “Company”), with reference to the following facts:
CELEBRATE EXPRESS, INC. SEVERANCE AGREEMENTSeverance Agreement • April 11th, 2008 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
This Severance Agreement (the “Agreement”) is dated as of MARCH 13, 2008 by and between HAROLD EGLER (“Employee”) and Celebrate Express, Inc., a Washington corporation (the “Company”).
THIRD AMENDMENT TO LEASECelebrate Express, Inc. • April 24th, 2007 • Retail-misc general merchandise stores
THIS THIRD AMENDMENT TO LEASE, made and entered into this 18th day of April, 2007, by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North Carolina Limited Partnership, hereinafter referred to as “Landlord” and Celebrate Express, Inc., a Washington corporation, hereinafter referred to as “Tenant”. Tenant leases from Landlord space in the amount of 86,400 square feet, located at 488 Gallimore Dairy Road Suite D, Greensboro, North Carolina.
CELEBRATE EXPRESS, INC. FORM OF SEVERANCE AGREEMENTForm of Severance Agreement • April 11th, 2008 • Celebrate Express, Inc. • Retail-misc general merchandise stores • Washington
This Severance Agreement (the “Agreement”) is dated as of MARCH 13, 2008 by and between DENNIS EVERHART, KRISTOPHER GALVIN and LISA TUTTLE (“Employee”) and Celebrate Express, Inc., a Washington corporation (the “Company”).
