Golfsmith International Holdings Inc Sample Contracts
Exhibit 10.2 ESCROW AGREEMENT This ESCROW AGREEMENT is made as of this 15th day of October, 2002 (this "Agreement") by and among Golfsmith International Holdings, Inc., a Delaware corporation ("Parent"), and Carl Paul and Frank Paul, in their capacity...Escrow Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
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ANDPledge Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
Exhibit 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
Exhibit 9.1 STOCKHOLDERS AGREEMENT This STOCKHOLDERS AGREEMENT (this "AGREEMENT"), dated as of October 15, 2002, among Golfsmith International Holdings, Inc., a Delaware corporation (the "COMPANY"), Atlantic Equity Partners III, L.P., a Delaware...Stockholders Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
Exhibit 3.8 GOLFSMITH HOLDINGS, L.P. (A DELAWARE LIMITED PARTNERSHIP) AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT THESE PARTNERSHIP INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR PURSUANT TO THE PROVISIONS...Limited Partnership Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
RECITALS:Indemnification Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
GUARANTYGuaranty • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores
Exhibit 4.3 $93,750,000 PRINCIPAL AMOUNT AT MATURITY GOLFSMITH INTERNATIONAL, INC. 8.375% OF SENIOR SECURED NOTES DUE 2009 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
EXCHANGE AGREEMENTExchange Agreement • July 7th, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
as Issuer,Indenture • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
FRANKLIN C. PAUL EMPLOYMENT AGREEMENT WITH GOLFSMITH INTERNATIONAL, INC.Employment Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
R E C I T A L S:Subordination Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores
WITNESSETH:Security Agreement • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores
RECITALSCredit Agreement • August 17th, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
Exhibit 4.11 INTERCREDITOR AGREEMENT This INTERCREDITOR AGREEMENT, dated as of October 15, 2002 is entered into among General Electric Capital Corporation, as Senior Agent (as defined below), U.S. Bank TRUST National Association, as Trustee and under...Intercreditor Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
EXHIBIT 4.21 EXECUTION COPY TRADEMARK SECURITY AGREEMENT THIS TRADEMARK SECURITY AGREEMENT, dated as of July 24, 2003 (this "TRADEMARK SECURITY AGREEMENT") by and among DON SHERWOOD GOLF SHOP, a California corporation (as "GRANTOR"), and GENERAL...Trademark Security Agreement • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores
RECITALS:Redemption Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
Exhibit 10.4 MANAGEMENT CONSULTING AGREEMENT (this "AGREEMENT"), dated as of October 15, 2002, among GOLFSMITH INTERNATIONAL HOLDINGS, INC., a Delaware corporation ("HOLDINGS"), GOLFSMITH INTERNATIONAL, INC., a Delaware corporation ("GOLFSMITH" and,...Management Consulting Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
CARL F. PAUL EMPLOYMENT AGREEMENT WITH GOLFSMITH INTERNATIONAL, INC.Employment Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
VIRGINIA BUNTE EMPLOYMENT AGREEMENT WITH GOLFSMITH INTERNATIONAL, INC.Employment Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
COMPANY AGREEMENT OF GOLFSMITH DELAWARE, L.L.C. (A DELAWARE LIMITED LIABILITY COMPANY) THESE MEMBERSHIP INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR PURSUANT TO THE PROVISIONS OF ANY STATE SECURITIES ACTCompany Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 12th, 2010 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
This AMENDED AND RESTATED CREDIT AGREEMENT is dated as of June 20, 2006 and entered into by and among GOLFSMITH INTERNATIONAL, L.P., a Delaware limited partnership (“LP”), GOLFSMITH NU, L.L.C., a Delaware limited liability company (“NU”), GOLFSMITH USA, L.L.C., a Delaware limited liability company (“USA”) (LP, NU and USA are sometimes referred to herein as “Borrowers” and individually as a “Borrower”), the other persons designated as “Credit Parties” on the signature pages hereof, the financial institutions who are or hereafter become parties to this Agreement as Lenders, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity “GE Capital”), as a Lender, as the initial L/C Issuer and as Agent and GE CAPITAL MARKETS, INC., as Sole Lead Arranger and Bookrunner (“GECM”).
by and amongCredit Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
PRELIMINARY STATEMENTCredit Agreement • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores
BARCODE] RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Timothy N. Tucker, Esq. King & Spalding LLP 191 Peachtree Street Atlanta, Georgia 30303 [Site #7] LEASEHOLD DEED OF TRUST (SANTA ANA, CALIFORNIA LOCATION) LEASEHOLD DEED OF TRUST ("Deed of...Leasehold Deed of Trust • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • California
GOLFSMITH INTERNATIONAL HOLDINGS, INC. (a Delaware corporation) l Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • June 1st, 2006 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
The undersigned, a stockholder of Golfsmith International Holdings, Inc., a Delaware corporation (the “Company”), understands that Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), J.P. Morgan Securities Inc. (“J.P. Morgan”) and Lazard Capital Markets LLC propose to enter into a Purchase Agreement (the “Purchase Agreement”) with the Company providing for the initial public offering (the “Offering”) of shares (the “Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In recognition of the benefit that such an offering will confer upon the undersigned as a stockholder of the Company, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees with each underwriter to be named in the Purchase Agreement that, during a period of 180 days from the date of the Purchase Agreement, the undersigned will not, without the prior written consent of
WITNESSETHAssumption and Joinder Agreement • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
Exhibit 4.6 This instrument prepared by: Timothy M. Sullivan, Esq. King & Spalding 191 Peachtree Street Atlanta, Georgia DEED OF TRUST DEED OF TRUST ("Deed of Trust"), dated as of October 15, 2002, by GOLFSMITH INTERNATIONAL, L.P., a Delaware limited...Deed of Trust • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
LEASEHOLD DEED OF TRUST (SAN DIEGO COUNTY, CALIFORNIA LOCATION (MISSION VALLEY))Leasehold Deed of Trust • April 1st, 2005 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • California
LEASEHOLD DEED OF TRUST (“Deed of Trust”), dated as of Nov. 9TH , 2004, by GOLFSMITH USA, L.L.C., a Delaware limited liability company (being hereinafter called “Grantor”) to CHICAGO TITLE COMPANY, a California corporation, as Trustee (the “Trustee”) for the benefit of U.S. BANK TRUST NATIONAL ASSOCIATION, as Collateral Agent (the “Collateral Agent”) under the Indenture, dated as of October 15, 2002, by and among the Grantor, U.S. Bank Trust National Association, as Trustee and the Guarantors, as defined therein (as amended, restated or otherwise modified from time to time, the “Indenture”), as collateral agent for the Holders, as defined in the Indenture;
LEASEHOLD MORTGAGE Dated as of November 12, 2004 between GOLFSMITH NU, L.L.C., a Delaware limited liability company, as Mortgagor and LOCATION OF SECURED PROPERTY Orange County, FloridaLeasehold Mortgage • April 1st, 2005 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Florida
This mortgage is part of a multi-state transaction and partially secures an out-of-state loan. The value of the Florida property securing the loan is $866,000.00. The value of the non-Florida property securing the loan is $43,041,945.00. The value of all property securing the loan is $43,907,945.00. The ratio of Florida property to all property securing the loan is $866,000/$43,907,945. The pro-rata portion of the loan which the Florida property bears is $1,849,038.94. Accordingly, documentary stamp taxes and intangibles tax are being paid in connection with the recording of this mortgage in an amount of $6,471.85 for documentary taxes and $3,698.08 for intangibles taxes.
between GOLFSMITH NU, L.L.C., a Delaware limited liability company, as Mortgagor andLeasehold Mortgage • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York
Exhibit 4.14 SUBSIDIARY SECURITIES CONTROL AGREEMENT (GOLFSMITH HOLDINGS, L.P.) General Electric Capital Corporation, as Agent 335 Madison Ave New York, New York 10017 ATTN: Golfsmith Account Officer U.S. Bank Trust National Association, as Collateral...Subsidiary Securities Control Agreement • April 4th, 2003 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Delaware
MARTIN HANAKA AMENDED AND RESTATED EMPLOYMENT AGREEMENT WITH GOLFSMITH INTERNATIONAL HOLDINGS, INC.Employment Agreement • December 29th, 2009 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
This is an Amended and Restated Employment Agreement (this “Employment Agreement”), dated as of December 28, 2009, entered into between Golfsmith International Holdings, Inc., a Delaware corporation (the “Company”), and Martin Hanaka (“Executive”).
CONFIDENTIALITY, INTELLECTUAL PROPERTY AND NON-COMPETE AGREEMENTConfidentiality, Intellectual Property and Non-Compete Agreement • March 30th, 2012 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • Texas
This CONFIDENTIALITY, INTELLECTUAL PROPERTY AND NON-COMPETE AGREEMENT (“Agreement”) is made and entered into as of the 19th day of January, 2010 (the “Effective Date”) by and between Golfsmith International Holdings, Inc. and its subsidiaries (the “Company”) and Steve Larkin (“Executive”).
RECITALSCredit Agreement • April 2nd, 2004 • Golfsmith International Holdings Inc • Retail-miscellaneous shopping goods stores • New York