REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2005 • H D Partners Acquisition CORP • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 200 , by and among HD Partners Acquisition Corporation, a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • December 29th, 2006 • HD Partners Acquisition CORP • Blank checks • New York
Agreement made as of June 7, 2006 between HD Partners Acquisition Corporation, a Delaware corporation, with offices at 2601 Ocean Park Boulevard, Suite 320, Santa Monica, California 90405 (“Company”), and American Stock Transfer & Trust Company, a New York corporation, with offices at 59 Maiden Lane, Plaza Level, New York, New York 10038 (“Warrant Agent”).
UNDERWRITING AGREEMENT between HD PARTNERS ACQUISITION CORPORATION and MORGAN JOSEPH & CO. INC. Dated: , 2006Underwriting Agreement • April 21st, 2006 • HD Partners Acquisition CORP • Blank checks • New York
The undersigned, HD Partners Acquisition Corporation, a Delaware corporation (“Company”), hereby confirms its agreement with Morgan Joseph & Co. Inc. (“Morgan Joseph & Co.”, referred to herein variously as “you,” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Morgan Joseph & Co. is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • December 20th, 2005 • H D Partners Acquisition CORP • New York
Agreement made as of , 200 between HD Partners Acquisition Corporation, a Delaware corporation, with offices at 2601 Ocean Park Boulevard, Suite 320, Santa Monica, California 90405 (“Company”), and American Stock Transfer & Trust Company, a New York corporation, with offices at 59 Maiden Lane, Plaza Level, New York, New York 10038 (“Warrant Agent”).
HD PARTNERS ACQUISITION CORPORATION FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENTFounding Director Warrant • May 16th, 2006 • HD Partners Acquisition CORP • Blank checks • Delaware
THIS FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of May 9, 2006 between HD Partners Acquisition Corporation, a Delaware corporation (the “Company”), on the one hand, and Lawrence Chapman, Steven Cox, Eddy Hartenstein, Bruce Lederman and Robert Meyers, or their designees, on the other hand (collectively, the “Purchasers” or individually, a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 10 hereof.
AMENDED AND RESTATED SUBORDINATED REVOLVING LINE OF CREDIT AGREEMENTLine of Credit Agreement • May 30th, 2006 • HD Partners Acquisition CORP • Blank checks • Delaware
This Amended and Restated Subordinated Revolving Line of Credit Agreement dated as of May 26, 2006 (this “Agreement”) amends and restates in its entirety the Subordinated Revolving Line of Credit Agreement entered into as of May 2, 2006 and amended and restated as of May 10, 2006 by and between HD Partners Acquisition Corporation, a Delaware corporation (“Borrower”), and the individuals and entities set forth on Schedule A (“Lenders”), with reference to the following facts.
HD PARTNERS ACQUISITION CORPORATION FORM OF FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENTPurchase Agreement • April 12th, 2006 • HD Partners Acquisition CORP • Blank checks • Delaware
THIS FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of , 2006 between HD Partners Acquisition Corporation, a Delaware corporation (the “Company”), on the one hand, and Lawrence Chapman, Steven Cox, Eddy Hartenstein, Bruce Lederman and Robert Meyers, or their designees, on the other hand (collectively, the “Purchasers” or individually, a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 10 hereof.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 23rd, 2006 • HD Partners Acquisition CORP • Blank checks • New York
This Agreement is made as of May , 2006 by and between HD Partners Acquisition Corporation (the “Company”) and American Stock Transfer & Trust Company (“Trustee”).
HD PARTNERS ACQUISITION CORPORATIONH D Partners Acquisition CORP • December 20th, 2005
STOCK ESCROW AGREEMENTStock Escrow Agreement • December 20th, 2005 • H D Partners Acquisition CORP • New York
STOCK ESCROW AGREEMENT, dated as of _________, 200_ (“Agreement”), by and among the parties listed under Existing Stockholder on Exhibit A hereto (each an “Existing Stockholder” and collectively the “Existing Stockholders”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
WARRANT CLARIFICATION AGREEMENTWarrant Clarification Agreement • December 29th, 2006 • HD Partners Acquisition CORP • Blank checks • New York
This Warrant Clarification Agreement (this “Agreement”), dated December 29, 2006, is to the Warrant Agreement, dated as of June 7, 2006 (the “Warrant Agreement”), by and between HD Partners Acquisition Corporation, a Delaware corporation (“Company”), and American Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”).
AMENDMENT TO UNIT PURCHASE OPTIONUnit Purchase Option • December 29th, 2006 • HD Partners Acquisition CORP • Blank checks • New York
This AMENDMENT TO UNIT PURCHASE OPTION (this ‘‘Amendment’’), dated December 29, 2006, is made by and between HD Partners Acquisition Corporation (the ‘‘Company’’) and the holder designated on the signature page hereof (‘‘Holder’’), to that certain Unit Purchase Option referred to below.
ASSET PURCHASE AGREEMENT between HD PARTNERS ACQUISITION CORPORATION (“Buyer”) and NATIONAL HOT ROD ASSOCIATION (“Seller”) Dated as of May 30, 2007Asset Purchase Agreement • June 5th, 2007 • HD Partners Acquisition CORP • Blank checks • California
This ASSET PURCHASE AGREEMENT, dated as of May 30, 2007 (this “Agreement”), is by and between HD Partners Acquisition Corporation, a Delaware corporation (“Buyer” or “HDP”), and the National Hot Rod Association, a California nonprofit mutual benefit corporation (“Seller” or the “Association”). Capitalized terms used in this Agreement, unless otherwise defined herein or in Annex I hereto, shall have the meanings ascribed to them in that certain Key Definitions Agreement, dated as of the date hereof (the “Key Definitions Agreement”), between Buyer and Seller.
FORM OF SELECTED DEALERS AGREEMENTSelected Dealers Agreement • January 24th, 2006 • H D Partners Acquisition CORP • Blank checks • New York
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 30th, 2006 • HD Partners Acquisition CORP • Blank checks • Delaware
This Agreement is made as of May , 2006 by and between HD Partners Acquisition Corporation (the “Company”) and American Stock Transfer & Trust Company (“Trustee”).
AGREEMENTAgreement • November 9th, 2007 • HD Partners Acquisition CORP • Blank checks
AGREEMENT, dated as of November 9, 2007, by and between HD Partners Acquisition Corporation., a Delaware corporation with its address at 2601 Ocean Park Boulevard, Suite 320, Santa Monica, California 90405 (the “Company”), and Morgan Joseph & Co. Inc., a Delaware corporation (“MJ”).
FORM OF FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENTForm of Founding Director Warrant Purchase Agreement • February 22nd, 2006 • H D Partners Acquisition CORP • Blank checks • Delaware
THIS FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of February , 2006 between HD Partners Acquisition Corporation, a Delaware corporation (the “Company”), on the one hand, and Lawrence Chapman, Steven Cox, Eddy Hartenstein, Bruce Lederman and Robert Meyers, or their designees, on the other hand (collectively, the “Purchasers” or individually, a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 10 hereof.
December 29, 2006 HD Partners Acquisition CorporationHD Partners Acquisition CORP • December 29th, 2006 • Blank checks
