GAMESTOP CORP. GAMESTOP HOLDINGS CORP. GAMESTOP, INC. GAMESTOP.COM, INC. SUNRISE PUBLICATIONS, INC. MARKETING CONTROL SERVICES, INC. GAMESTOP BRANDS, INC. GAMESTOP OF TEXAS (GP), LLC GAMESTOP (LP), LLC GAMESTOP TEXAS LP ELECTRONICS BOUTIQUE HOLDINGS...Credit Agreement • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • New York
GUARANTYGuaranty • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • New York
RIGHTS AGENTRights Agreement • July 8th, 2005 • GSC Holdings Corp. • Retail-computer & computer software stores • New York
OPEN MARKET SALE AGREEMENTSMGameStop Corp. • December 8th, 2020 • Retail-computer & computer software stores • New York
Exhibit 10.4 PATENT AND TRADEMARK SECURITY AGREEMENT PATENT AND TRADEMARK SECURITY AGREEMENT (this "Agreement") dated as of October 11, 2005 by and among each of: GAMESTOP CORP., a corporation organized under the laws of the State of Delaware having a...Patent and Trademark Security Agreement • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • New York
GAMESTOP CORP., as the Issuer, and The Subsidiary Guarantors party hereto, as the Subsidiary Guarantors 10.00% SENIOR SECURED NOTES DUE 2023 INDENTURE Dated as of July 6, 2020 U.S. BANK NATIONAL ASSOCIATION, as Trustee and Notes Collateral AgentIndenture • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
This INDENTURE, dated as of July 6, 2020, is by and between GAMESTOP CORP. (the “Issuer”), the Subsidiary Guarantors party hereto (the “Subsidiary Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”) and as notes collateral agent (the “Notes Collateral Agent”).
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into between Steven R. Morgan ("Executive") and GameStop Corp. (the "Company"), collectively referred to as the "Parties," with an "Effective Date" of...Executive Employment Agreement • December 13th, 2005 • GameStop Corp. • Retail-computer & computer software stores
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 30th, 2019 • GameStop Corp. • Retail-computer & computer software stores • Texas
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into between Chris R. Homeister (“Executive”) and GameStop Corp. (the “Company”) (collectively referred to as the “Parties”) on May 30, 2019.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • June 2nd, 2015 • GameStop Corp. • Retail-computer & computer software stores • Delaware
TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of June 1, 2015, is by and among GameStop Corp., a Delaware corporation (“Parent”), Gadget Acquisition, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Sub”), and Kenneth G. Langone (“Stockholder”).
EXECUTIVE EMPLOYMENT AGREEMENT [copy of agreement incorporating March 1, 2018 amendment]Executive Employment Agreement • April 2nd, 2018 • GameStop Corp. • Retail-computer & computer software stores
THIS EMPLOYMENT AGREEMENT (this “Agreement”) entered into between Daniel Kaufman (“Executive”) and GameStop Corp. (the “Company”), collectively referred to as the “Parties,” with an “Effective Date” of October 1, 2012.
GAMESTOP CORP. SPLIT DOLLAR AGREEMENTSplit Dollar Agreement • April 2nd, 2018 • GameStop Corp. • Retail-computer & computer software stores
This Agreement is entered into by and between GameStop Corp., a Delaware corporation (the “Corporation”) and Michael Mauler (“Insured Participant”).
INDUCEMENT AWARD AGREEMENTInducement Award Agreement • July 1st, 2019 • GameStop Corp. • Retail-computer & computer software stores • Delaware
THIS INDUCEMENT AWARD AGREEMENT (this “Agreement”), effective as of July 1, 2019 (the “Effective Date”), represents the grant of restricted shares of Class A common stock, par value $.001 per share (“Restricted Shares”) of GameStop Corp. (the “Company”) to James A. Bell (the “Participant”), subject to the terms and conditions set forth below. The Company and the Participant agree as follows:
RETENTION AGREEMENTRetention Agreement • June 4th, 2018 • GameStop Corp. • Retail-computer & computer software stores • Texas
THIS RETENTION AGREEMENT (the “Agreement”) is made, effective May 31, 2018 (the “Effective Date”), by and between GameStop Corp., a Delaware corporation, (the “Company”) and Robert A. Lloyd (the “Executive”).
WITNESSETH:Securities Collateral Pledge Agreement • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • New York
Exhibit 10.3 SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement") dated as of October 11, 2005 by and among each of: GAMESTOP CORP., a corporation organized under the laws of the State of Delaware having a place of business at 625 Westport...Security Agreement • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • New York
GAMESTOP CORP., as the Issuer, and The Subsidiary Guarantors party hereto, as the Subsidiary Guarantors INDENTURE Dated as of March 9, 2016 as TrusteeIndenture • March 9th, 2016 • GameStop Corp. • Retail-computer & computer software stores • New York
This INDENTURE, dated as of March 9, 2016, is by and between GAMESTOP CORP. (the “Issuer”), the Subsidiary Guarantors party hereto (the “Subsidiary Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
AGREEMENTAgreement • January 11th, 2021 • GameStop Corp. • Retail-computer & computer software stores • Delaware
This Agreement (this “Agreement”) is made and entered into as of January 10, 2021 by and among GameStop Corp. (the “Company”) and the entities and natural persons set forth in the signature pages hereto (collectively, “RC Ventures”) (each of the Company and RC Ventures, a “Party” to this Agreement, and collectively, the “Parties”).
144A GLOBAL NOTEGameStop Corp. • March 9th, 2016 • Retail-computer & computer software stores
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER
AGREEMENT AND PLAN OF MERGER dated as of June 1, 2015 by and among Geeknet, Inc., GameStop Corp., and Gadget Acquisition, Inc.Agreement and Plan of Merger • June 2nd, 2015 • GameStop Corp. • Retail-computer & computer software stores • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 1, 2015, is by and among Geeknet, Inc., a Delaware corporation (the “Company”), GameStop Corp., a Delaware corporation (“Parent”), and Gadget Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”). Parent, Acquisition Sub and the Company are referred to individually as a “Party” and collectively as “Parties.”
GAMESTOP CORP., as the Issuer, and The Subsidiary Guarantors party hereto, as the Subsidiary Guarantors 5.50% SENIOR NOTES DUE 2019Indenture • September 24th, 2014 • GameStop Corp. • Retail-computer & computer software stores • New York
This INDENTURE, dated as of September 24, 2014, is by and between GAMESTOP CORP. (the “Issuer”), the Subsidiary Guarantors party hereto (the “Subsidiary Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
GameStop Corp. 6,500,000 Shares Class A Common Stock ($.001 par value) Underwriting AgreementGameStop Corp. • April 13th, 2006 • Retail-computer & computer software stores • New York
Certain stockholders (together, the “Selling Stockholders”) identified in Schedule II hereto of GameStop Corp., a corporation organized under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. (the “Representatives”) are acting as representatives, the number of shares (the “Securities”) of Class A Common Stock, $.001 par value (“Common Stock”) of the Company set forth in Schedule II hereto. To the extent there are no additional Underwriters listed on Schedule I other than Citigroup Global Markets Inc., the term Representatives as used herein shall mean Citigroup Global Markets Inc., as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.
TRANSITION AND SEPARATION AGREEMENTTransition and Separation Agreement • April 30th, 2021 • GameStop Corp. • Retail-computer & computer software stores • Texas
Employee and GameStop have voluntarily agreed to enter into this Agreement, which sets forth the complete understanding between them regarding the cessation of Employee’s service as Executive Vice President and Chief Merchandising Officer of GameStop, Employee’s provision of transition services until his Separation Date, and the commitments and obligations arising out of the termination of the employment relationship between Employee and GameStop.
Exhibit 10.8 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT ("Agreement") is made as of October 8th, 2005, by and among GSC Holdings Corp. (to be renamed GameStop Corp.), a Delaware corporation (the "Company"), and EB Nevada Inc., a...Registration Rights Agreement • October 12th, 2005 • GameStop Corp. • Retail-computer & computer software stores • Delaware
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 4th, 2008 • GameStop Corp. • Retail-computer & computer software stores
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on August 28, 2008, between Paul Raines (“Executive”) and GameStop Corp. (the “Company”), collectively referred to as the “Parties,” with an “Effective Date” of September 7, 2008.
March 1, 2018Employment Agreement • March 6th, 2018 • GameStop Corp. • Retail-computer & computer software stores
This letter agreement (this “Amendment”) amends the Executive Employment Agreement dated May 10, 2013 (the “Base Agreement”) between you (“Executive) and GameStop Corp. (the “Company”) as follows:
THIRD AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 9th, 2011 • GameStop Corp. • Retail-computer & computer software stores
THIS THIRD AMENDMENT, dated as of February 9, 2011, to Amended and Restated Executive Employment Agreement, dated as of December 31, 2008, between R. Richard Fontaine (“Executive”) and GameStop Corp. (the “Company”), as amended as of April 5, 2010 and June 2, 2010 (such agreement, as previously amended, the “Original Agreement”). (Defined terms used herein shall have the respective meanings ascribed thereto in the Original Agreement.)
SECOND AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 9th, 2011 • GameStop Corp. • Retail-computer & computer software stores
THIS SECOND AMENDMENT, dated as of February 9, 2011, to Amended and Restated Executive Employment Agreement, dated as of December 31, 2008, between Paul Raines (“Executive”) and GameStop Corp. (the “Company”), as amended as of June 2, 2010 (such agreement, as previously amended, the “Original Agreement”). (Defined terms used herein shall have the respective meanings ascribed thereto in the Original Agreement.)
Immutable X Protocol Services and License AgreementGameStop Corp. • February 3rd, 2022 • Retail-computer & computer software stores
INTERCREDITOR AGREEMENT by and among BANK OF AMERICA, N.A., as ABL Agent, U.S. BANK NATIONAL ASSOCIATION, as Notes Agent, each additional representative from time to time party hereto, and each of the Credit Parties party hereto Dated as of July 6, 2020Intercreditor Agreement • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
THIS INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of July 6, 2020, by and among (a) BANK OF AMERICA, N.A. (in its individual capacity, “Bank of America”), in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “ABL Agent”) for the ABL Secured Parties (as defined below), (b) U.S. BANK NATIONAL ASSOCIATION (in its individual capacity, “U.S. Bank”), in its capacity as notes collateral agent under the Original Notes Indenture referred to below (together with its successors and assigns in such capacity, the “Notes Agent”) for the Notes Secured Parties (as defined below), (c) each additional representative in respect of Additional Debt (as defined below) from time to time party hereto and (d) each of the Credit Parties (as defined below) party hereto.
OPEN-END MORTGAGE AND COLLATERAL ASSIGNMENT OF LEASES AND RENTSGameStop Corp. • October 12th, 2005 • Retail-computer & computer software stores • New York
ContractExecutive Employment Agreement • March 5th, 2013 • GameStop Corp. • Retail-computer & computer software stores
EQUITY PURCHASE AGREEMENT BY AND AMONG PRIME COMMUNICATIONS, L.P. PRIME ACQUISITION COMPANY, LLC SPRING COMMUNICATIONS HOLDING, INC. SPRING COMMUNICATIONS PARENT, INC. AND GAMESTOP CORP.Equity Purchase Agreement • November 21st, 2018 • GameStop Corp. • Retail-computer & computer software stores • Delaware
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”), dated as of November 21, 2018 (the “Agreement Date”), is made by and among Prime Communications, L.P., a Texas limited partnership (“Parent”), Prime Acquisition Company, LLC, a Delaware limited liability company and wholly‑owned subsidiary of Parent (“Purchaser”), Spring Communications Holding, Inc. (the “Company”), GameStop Corp., a Delaware corporation (“Seller”) and Spring Communications Parent, Inc., a Delaware corporation and wholly‑owned subsidiary of Seller (“Holdco” and collectively, with Seller, the “Seller Parties”). Parent, Purchaser, Seller, Holdco and the Company are referred to collectively as the “Parties” and individually as a “Party.”
SECURITY AGREEMENTSecurity Agreement • November 18th, 2008 • GameStop Corp. • Retail-computer & computer software stores • New York
GAMESTOP CORP., a corporation organized under the laws of the State of Delaware having a place of business at 625 Westport Parkway, Grapevine, Texas 76051; and
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 9th, 2011 • GameStop Corp. • Retail-computer & computer software stores
THIS AMENDMENT, dated as of February 9, 2011, to Executive Employment Agreement, dated as of June 2, 2010, between Robert Lloyd (“Executive”) and GameStop Corp. (the “Company”) (such agreement, the “Original Agreement”). (Defined terms used herein shall have the respective meanings ascribed thereto in the Original Agreement.)
AMENDED AND RESTATED SECURITY AGREEMENTAmended And • January 6th, 2011 • GameStop Corp. • Retail-computer & computer software stores • New York
WHEREAS, the Lead Borrower and certain of the Grantors, among others, have entered into (i) that certain Credit Agreement, dated as of October 11, 2005 (as amended and in effect on and prior to the date hereof, the “Existing Credit Agreement”) by, among others, the Lead Borrower, the other Borrowers party thereto, the “Lenders” as defined therein, Bank of America, N.A. as “Administrative Agent” and “Collateral Agent”, Citicorp North America, Inc., as “Syndication Agent”, and Merrill Lynch Capital a Division of Merrill Lynch Business Financial Services, Inc., as “Documentation Agent” and (ii) that certain Security Agreement, dated as of October 11, 2005 (as amended and in effect on and prior to the date hereof, the “Existing Security Agreement”) by and among such Grantors and Bank of America, N.A., as “Collateral Agent”; and
