Great Wolf Resorts Inc – Contract (August 9th, 2013)SATISFACTION AND DISCHARGE AGREEMENT (this Discharge), dated as of August 6, 2013, by and among GWR Operating Partnership, L.L.L.P., a Delaware limited liability limited partnership (the Company), and Great Wolf Finance Corp., a Delaware corporation and wholly-owned subsidiary of the Company (together with the Company, the Issuers), and U.S. Bank National Association, in its capacity as trustee (the Trustee) and collateral agent (the Collateral Agent).
Great Wolf Resorts Inc – CREDIT AGREEMENT Dated as of August 6, 2013 Among GREAT WOLF RESORTS INTERMEDIATE HOLDINGS, LLC, as Holdings, GREAT WOLF RESORTS, INC., as Borrower, the Several Lenders From Time to Time Parties Hereto, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, Collateral Agent, Swingline Lender and L/C Issuer DEUTSCHE BANK SECURITIES INC., BARCLAYS BANK PLC, and GOLDMAN SACHS BANK USA, as Joint Lead Arrangers, DEUTSCHE BANK SECURITIES INC., BARCLAYS BANK PLC, and GOLDMAN SACHS BANK USA, as Joint Bookrunners, BARCLAYS BANK PLC and GOLDMAN SACHS BANK USA, as Co-Documentation Agents and Co-S (August 9th, 2013)CREDIT AGREEMENT dated as of August 6, 2013 (this Agreement), among Great Wolf Resorts Intermediate Holdings, LLC (Holdings), GREAT WOLF RESORTS, INC., a Delaware corporation (Borrower), the Lenders party hereto from time to time and Deutsche Bank AG New York Branch, as administrative agent and collateral agent for the Lenders, Swingline Lender and L/C Issuer.
Great Wolf Resorts Inc – COLLATERAL AGREEMENT Dated and Effective as of August 6, 2013 Among GREAT WOLF INTERMEDIATE HOLDINGS, LLC, as Holdings, GREAT WOLF RESORTS, INC., as Borrower, Each Subsidiary of GREAT WOLF RESORTS, INC. Identified Herein, and DEUTSCHE BANK AG NEW YORK BRANCH , as Collateral Agent (August 9th, 2013)COLLATERAL AGREEMENT dated as of August 6, 2013 (as amended, restated, supplemented or otherwise modified from time to time, this Agreement), among GREAT WOLF INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (Holdings), GREAT WOLF RESORTS, INC., a Delaware corporation (the Borrower), each Subsidiary of the Borrower listed on Schedule I hereto and each Subsidiary of the Borrower that becomes a party hereto (each, a Subsidiary Party) and DEUTSCHE BANK AG NEW YORK BRANCH , as Collateral Agent (in such capacity, the Agent) for the Secured Parties (as defined below).
Great Wolf Resorts Inc – Guarantee Agreement (August 9th, 2013)This GUARANTEE AGREEMENT (this Guarantee), dated as of August 6, 2013, by and among the Borrower (as defined herein) and the other Loan Parties identified as such on the signature pages hereof (each, a Guarantor and collectively, the Guarantors), and DEUTSCHE BANK AG NEW YORK BRANCH, as administrative agent and collateral agent (in such capacity, the Agent).
Great Wolf Resorts Inc – K-9 Holdings, Inc. 2012 Equity Incentive Plan Stock Option Agreement (March 29th, 2013)THIS STOCK OPTION AGREEMENT (Agreement), made as of this 13th day of August, 2012 (the Date of Grant), by and between K-9 Holdings, Inc. (the Company) and the grantee whose name appears on the signature page hereto (the Participant).
Great Wolf Resorts Inc – K-9 Holdings, Inc. 2012 Equity Incentive Plan Stock Option Agreement (March 29th, 2013)THIS STOCK OPTION AGREEMENT (Agreement), made as of this 13th day of August, 2012 (the Date of Grant), by and between K-9 Holdings, Inc. (the Company) and the grantee whose name appears on the signature page hereto (the Participant).
Great Wolf Resorts Inc – Consulting Agreement (March 29th, 2013)CONSULTING AGREEMENT dated as of August 13, 2012 (this Agreement), between GWR OPERATING PARTNERSHIP, L.L.L.P., a Delaware Limited Liability Limited Partnership (GWROP), GREAT WOLF RESORTS, INC., a Delaware Corporation (GWRI) and APOLLO MANAGEMENT VII, L.P., a Delaware limited partnership (Apollo).
Great Wolf Resorts Inc – Contract (March 29th, 2013)This EMPLOYMENT AGREEMENT by and between Great Wolf Resorts, Inc., a Delaware corporation (the Company), and Jeffrey Scott Maupin (Executive) (collectively the Parties) is made as of the 13th day of August, 2012 (the Effective Date).
Great Wolf Resorts Inc – Contract (March 29th, 2013)This AMENDED AND RESTATED EMPLOYMENT AGREEMENT by and between Great Wolf Resorts, Inc., a Delaware corporation (the Company), and Timothy Black (Executive) (collectively the Parties) is made as of the 16th day of October, 2012.
Great Wolf Resorts Inc – K-9 Holdings, Inc. 2012 Equity Incentive Plan Stock Option Agreement (March 29th, 2013)THIS STOCK OPTION AGREEMENT (Agreement), made as of this 13th day of August, 2012 (the Date of Grant), by and between K-9 Holdings, Inc. (the Company) and the grantee whose name appears on the signature page hereto (the Participant).
Great Wolf Resorts Inc – Contract (March 29th, 2013)This EMPLOYMENT AGREEMENT by and between Great Wolf Resorts, Inc., a Delaware corporation (the Company), and Kimberly K. Schaefer (Executive) (collectively the Parties) is made as of the 13th day of August, 2012 (the Effective Date).
Great Wolf Resorts Inc – Expense Reimbursement and Indemnity Agreement (March 29th, 2013)EXPENSE REIMBURSEMENT AND INDEMNITY AGREEMENT dated as of August 13, 2012 (this Agreement), between GWR OPERATING PARTNERSHIP, L.L.L.P., a Delaware Limited Liability Limited Partnership (GWROP), GREAT WOLF RESORTS, INC., a Delaware Corporation (GWRI) and APOLLO MANAGEMENT VII, L.P., a Delaware limited partnership (Apollo).
Great Wolf Resorts Inc – K-9 Holdings, Inc. 2012 Equity Incentive Plan (March 29th, 2013)
Great Wolf Resorts Inc – K-9 Holdings, Inc. 2012 Equity Incentive Plan Stock Option Agreement (March 29th, 2013)THIS STOCK OPTION AGREEMENT (Agreement), made as of this 13th day of August, 2012 (the Date of Grant), by and between K-9 Holdings, Inc. (the Company) and the grantee whose name appears on the signature page hereto (the Participant).
Great Wolf Resorts Inc – Contract (March 29th, 2013)This EMPLOYMENT AGREEMENT (Agreement) by and between Great Wolf Resorts, Inc., a Delaware corporation (the Company), and Gary W. Ferrera (Executive) (collectively the Parties) is made as of February 5, 2013.
Great Wolf Resorts Inc – Separation and Release Agreement (November 15th, 2012)This Separation and Release Agreement (the Agreement) is dated as of this 9th day of November, 2012, by and between Great Wolf Resorts, Inc. (together with its successors and assigns, the Company) and James Calder (the Executive).
Great Wolf Resorts Inc – Amended and Restated Bylaws of K-9 Acquisition, Inc. Article I. Offices (May 4th, 2012)The secretary of the Company or, if he shall be presiding over such meeting in accordance with the provisions of this Section 2.5 or if he shall be absent from such meeting, the person (who
Great Wolf Resorts Inc – Amended and Restated Certificate of Incorporation of Great Wolf Resorts, Inc. (May 4th, 2012)SECOND: The address of the registered office of the Corporation in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle. The name of its registered agent at that address is Corporation Service Company.
Great Wolf Resorts Inc – Third Amendment to Agreement and Plan of Merger (April 20th, 2012)This Third Amendment (this "Third Amendment"), dated as of April 20, 2012, is made and entered into by and among K-9 HOLDINGS, INC., a Delaware corporation ("Parent"), K-9 ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub") and GREAT WOLF RESORTS, INC., a Delaware corporation (the "Company"). Capitalized terms used and not otherwise defined herein have the meanings set forth in the Merger Agreement (as defined below).
Great Wolf Resorts Inc – Second Amendment to Agreement and Plan of Merger (April 18th, 2012)This Second Amendment (this "Second Amendment"), dated as of April 18, 2012, is made and entered into by and among K-9 HOLDINGS, INC., a Delaware corporation ("Parent"), K-9 ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub") and GREAT WOLF RESORTS, INC., a Delaware corporation (the "Company"). Capitalized terms used and not otherwise defined herein have the meanings set forth in the Merger Agreement (as defined below).
Great Wolf Resorts Inc – First Amendment to Agreement and Plan of Merger (April 9th, 2012)This First Amendment (this Amendment), dated as of April 6, 2012, is made and entered into by and among K-9 HOLDINGS, INC., a Delaware corporation (Parent), K-9 ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub) and GREAT WOLF RESORTS, INC., a Delaware corporation (the Company). Capitalized terms used and not otherwise defined herein have the meanings set forth in the Merger Agreement (as defined below).
Great Wolf Resorts Inc – First Amendment to Loan Agreement (March 13th, 2012)This FIRST AMENDMENT TO LOAN AGREEMENT (this Amendment) dated as of March 12, 2012, by and among GREAT WOLF LODGE OF THE CAROLINAS, LLC, a Delaware limited liability company, having an office at c/o Great Wolf Resorts, Inc., 525 Junction Road, Suite 6000 South, Madison, Wisconsin 53717 (Borrower), CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, a banking corporation organized under the laws of the Republic of France, having an office at 1301 Avenue of the Americas, New York, New York 10019 (CA-CIB), and DEUTSCHE BANK TRUST COMPANY AMERICAS, having an office at NYC 60-1008, 60 Wall Street, 10th Floor, New York, New York 10025 (DBTCA; CA-CIB and DBTCA, each, together with its successors and assigns in its capacity as a lender, including any Assignees, a Lender and collectively Lenders), and CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, a banking corporation organized under the laws of the Republic of France, having an office at 1301 Avenue of the Americas, New York, New York 10019, in it
Great Wolf Resorts Inc – CERTIFICATE OF DESIGNATION OF SERIES a JUNIOR PARTICIPATING PREFERRED STOCK (Pursuant to Section 151 of the Delaware General Corporation Law) (March 13th, 2012)Great Wolf Resorts, Inc., a Delaware corporation (the Company), hereby certifies that the following resolution was adopted by the Board of Directors of the Company as required by Section 151 of the Delaware General Corporation Law at a meeting duly called and held on March 12, 2012:
Great Wolf Resorts Inc – Great Wolf Resorts, Inc. Adopts Stockholder Rights Plan (March 13th, 2012)Madison, Wis., March 13, 2012 The Board of Directors of Great Wolf Resorts, Inc. (NASDAQ: WOLF) (the Company or Great Wolf) announced today that it has adopted a stockholder rights plan (the Plan).
Great Wolf Resorts Inc – AGREEMENT AND PLAN OF MERGER by and Among K-9 HOLDINGS, INC., K-9 ACQUISITION, INC. And GREAT WOLF RESORTS, INC. Dated as of March 12, 2012 (March 13th, 2012)AGREEMENT AND PLAN OF MERGER, dated as of March 12, 2012 (this Agreement), by and among K-9 HOLDINGS, INC., a Delaware corporation (Parent), K-9 ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), and GREAT WOLF RESORTS, INC., a Delaware corporation (the Company).
Great Wolf Resorts Inc – Rights Agreement (March 13th, 2012)
Great Wolf Resorts Inc – GREAT WOLF RESORTS, INC. And U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of ________, ___ Providing for Issuance of Senior Debt Securities in Series (August 1st, 2011)THIS INDENTURE between GREAT WOLF RESORTS, INC., a Delaware corporation (hereinafter called the Company) having its principal office at 525 Junction Road, Suite 6000 South, Madison, Wisconsin 53717, and U.S. BANK NATIONAL ASSOCIATION, as trustee (hereinafter called the Trustee), is made and entered into as of __________, __.
Great Wolf Resorts Inc – GREAT WOLF RESORTS, INC. And U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of _________, ___ Providing for Issuance of Subordinated Debt Securities in Series (August 1st, 2011)THIS INDENTURE between GREAT WOLF RESORTS, INC., a Delaware corporation (hereinafter called the Company) having its principal office at 525 Junction Road, Suite 6000 South, Madison, Wisconsin 53717, and U.S. BANK NATIONAL ASSOCIATION, as trustee (hereinafter called the Trustee), is made and entered into as of _________, __.
Great Wolf Resorts Inc – Purchase Agreement (May 5th, 2011)This PURCHASE AGREEMENT (this Agreement) is made and entered into this 17th day of March, 2011, by and between CLAREMONT NEW FRONTIER RESORT LLC, a Delaware limited liability company (Purchaser) and BLUE HARBOR RESORT SHEBOYGAN, LLC, a Wisconsin limited liability company (Seller). The Effective Date of this Agreement shall be the date on which the last of the parties to execute this Agreement delivers the fully-executed agreement to the other party, as evidenced by the date set forth immediately below their respective signatures hereto, which date shall be inserted on the cover page of this Agreement.
Great Wolf Resorts Inc – RE: Confidential Separation Agreement and Release (Agreement) (May 5th, 2011)This will confirm your separation from employment with Great Wolf Resorts, Inc. (the Company) as we discussed on January 20, 2011. Your last day of work with the Company will be on February 23, 2011. You agree you shall continue to provide services as assigned by the Company CEO to assist in the transition and wrap-up of your activities on behalf of the Company from January 20, 2011, until your final date of employment which shall be February 23, 2011, (the Separation Date), and the Company will consider your termination as a termination for other than cause under Section 4.2(a) of the Employment Agreement signed by you on December 13, 2004 (the Employment Agreement). In connection with the separation, the Company offers you the following:
Great Wolf Resorts Inc – Option Surrender Agreement (October 7th, 2010)In consideration of the sum of Ten Dollars ($10.00) in hand paid, the receipt and sufficiency of which are acknowledged, the undersigned employee (Employee) hereby surrenders to Great Wolf Resorts, Inc., a Delaware corporation (the Company) all of the options to purchase shares of common stock of the Company that were granted to Employee under the Companys 2004 Incentive Stock Plan (the Plan), as set forth on Attachment 1. This surrender does not affect any restricted stock award that may have been made to Employee at any time. Employee hereby further acknowledges and agrees that he or she will have no rights to or interest in the surrendered options effective as of the date hereof.
Great Wolf Resorts Inc – GWR OPERATING PARTNERSHIP, L.L.L.P. AND GREAT WOLF FINANCE CORP. AND EACH OF THE GUARANTORS PARTY HERETO 10.875% FIRST MORTGAGE NOTES DUE 2017 Dated as of April 7, 2010 U.S. BANK NATIONAL ASSOCIATION AS TRUSTEE AND COLLATERAL AGENT (May 5th, 2010)INDENTURE dated as of April 7, 2010 among GWR Operating Partnership, L.L.L.P., a Delaware limited liability limited partnership, Great Wolf Finance Corp., a Delaware corporation, the Guarantors (as defined) and U.S. Bank National Association, as trustee.
Great Wolf Resorts Inc – GWR OPERATING PARTNERSHIP, L.L.L.P. And GREAT WOLF FINANCE CORP. $230,000,000 10.875% FIRST MORTGAGE NOTES DUE 2017 PURCHASE AGREEMENT (May 5th, 2010)DEUTSCHE BANK SECURITIES INC. BANC OF AMERICA SECURITIES LLC WELLS FARGO SECURITIES, LLC CREDIT AGRICOLE SECURITIES (USA) INC. As Representatives of several Initial Purchasers named in Schedule I attached hereto, c/o Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005
Great Wolf Resorts Inc – Great Wolf Resorts, Inc. Employment Agreement For (March 2nd, 2010)This is an Employment Agreement entered into between Great Wolf Resorts, Inc., a Delaware corporation, or the Company, and J. Michael Schroeder, or Executive, the terms and conditions of which are as follows:
Great Wolf Resorts Inc – Second Amendment to Employment Agreement for J. Michael Schroeder (March 2nd, 2010)This is a SECOND AMENDMENT TO EMPLOYMENT AGREEMENT, dated July 2, 2008, between Great Wolf Resorts, Inc., a Delaware corporation (Employer) and J. Michael Schroeder, a natural person resident of the State of Wisconsin as of the date hereof (Employee), the terms and conditions of which are as follows: