SKULLCANDY, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 6th, 2011 • Skullcandy, Inc. • Household audio & video equipment • Delaware
This Indemnification Agreement (“Agreement”) is made as of ________ __, 201_ by and between Skullcandy, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
— ] Shares SKULLCANDY, INC. COMMON STOCK, $0.0001 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • June 1st, 2011 • Skullcandy, Inc. • Household audio & video equipment • New York
Skullcandy, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule II hereto (the “Underwriters”), and certain stockholders of the Company (the “Selling Stockholders”) named in Schedule I hereto severally propose to sell to the several Underwriters, an aggregate of [ — ] shares of the common stock, $0.0001 par value per share of the Company (the “Firm Shares”), of which [ — ] shares are to be issued and sold by the Company and [ — ] shares are to be sold by the Selling Stockholders, each Selling Stockholder selling the amount set forth opposite such Selling Stockholder’s name in Schedule I hereto.
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2014 • Skullcandy, Inc. • Household audio & video equipment • Utah
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of March 27, 2014 (the “Execution Date”), is entered into by and between Skullcandy, Inc., a Delaware corporation (the “Company”) and Samuel Paschel, Jr. (the “Executive”).
AGREEMENT AND PLAN OF MERGER by and among MRSK HOLD CO., MRSL MERGER CO. and SKULLCANDY, INC. Dated as of August 23, 2016Agreement and Plan of Merger • August 24th, 2016 • Skullcandy, Inc. • Household audio & video equipment • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 23, 2016 by and among MRSK Hold Co., a Delaware corporation (“Parent”), MRSL Merger Co., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Acquisition Sub”), and Skullcandy, Inc., a Delaware corporation (the “Company”).
SKULLCANDY, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • July 6th, 2011 • Skullcandy, Inc. • Household audio & video equipment • Delaware
Skullcandy, Inc., a Delaware corporation (the “Company”), pursuant to its 2011 Incentive Award Plan (the “Plan”), hereby grants to the individual listed below (the “Optionee”), an option to purchase the number of shares of the common stock of the Company (“Common Stock”), set forth below (the “Option”). This Option is subject to all of the terms and conditions set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”) and the Plan, which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Stock Option Agreement.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2016 • Skullcandy, Inc. • Household audio & video equipment • Utah
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), dated as of June 23, 2016 (the “Execution Date”), is entered into by and between Skullcandy, Inc., a Delaware corporation (the “Company”) and Patrick Grosso (the “Executive”).
LEASE AGREEMENTLease Agreement • November 9th, 2015 • Skullcandy, Inc. • Household audio & video equipment • Utah
This LEASE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Lease”) is made and entered into as of this 19th day of August, 2015 (the “Effective Date”), by and between BOYER SNYDERVILLE 2, L.C., a Utah limited liability company (the “Landlord”), and SKULLCANDY, INC., a Delaware corporation (the “Tenant”). Landlord and Tenant are sometimes referred to collectively in this Lease as the “Parties” or individually as a “Party”.
SKULLCANDY, INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent Rights Agreement Dated as of June 27, 2016Rights Agreement • June 28th, 2016 • Skullcandy, Inc. • Household audio & video equipment • New York
The Agreement provides that until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the Rights will be transferred with and only with the Common Stock. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), new Common Stock certificates issued after the close of business on the Record Date upon transfer or new issuance of the Common Stock will contain a notation incorporating the Agreement by reference, and the Company will deliver a notice to that effect upon the transfer or new issuance of book entry shares. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the surrender for transfer of any certificates for Common Stock or any book entry shares, with or without such notation, notice or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the Common Stock represented by such certificate or th
Separation AgreementSeparation Agreement • March 17th, 2014 • Skullcandy, Inc. • Household audio & video equipment
Separation AgreementSeparation Agreement • March 17th, 2014 • Skullcandy, Inc. • Household audio & video equipment
ContractSkullcandy, Inc. • June 1st, 2011 • Household audio & video equipment • New York
The obligations evidenced by this instrument are subordinated to the prior payment in full of the Senior Obligations (as defined in the Subordination Agreement hereinafter referred to) pursuant to, and to the extent provided in, the Subordination Agreement, dated as of December , 2008 (as amended, restated or otherwise modified from time to time, the “Subordination Agreement”), made by the Subordinated Agent, each Subordinated Creditor and the Obligors referred to therein in favor of Wells Fargo Foothill, LLC, as Agent, all as referred to in such Subordination Agreement.
EMPLOYMENT AND NON-COMPETE AGREEMENTEmployment and Non-Compete Agreement • January 28th, 2011 • Skullcandy, Inc. • Delaware
Employment and Non-Compete Agreement, dated as of November 28, 2008 (this “Agreement”), between Skullcandy, Inc., a Delaware corporation (the “Company”), and Jeremy Andrus, an individual with a principal place of residence located at 2681 S. Chadwick Street, Salt Lake City, Utah 84106 (“Executive”).
SKULLCANDY, INC.Stock Option Agreement • July 6th, 2011 • Skullcandy, Inc. • Household audio & video equipment • Utah
Unless otherwise defined herein, the terms defined in the 2005 Stock Plan shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 6th, 2014 • Skullcandy, Inc. • Household audio & video equipment • New York
THIS FIRST AMENDMENT (this “Amendment”), dated April 29, 2014, is entered into by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”), and SKULLCANDY, INC., a Delaware corporation (“Borrower”).
SKULLCANDY, INC. NONQUALIFIED INDUCEMENT STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • May 10th, 2013 • Skullcandy, Inc. • Household audio & video equipment • Delaware
As an inducement material to the decision by the individual listed below (the “Optionee”) to accept employment with Skullcandy, Inc., a Delaware corporation (the “Company”), and pursuant to that certain offer letter entered into by and between the Optionee and the Company, effective as of March 18, 2013 (the “Offer Agreement”), the Company hereby grants to Optionee a nonqualified option to purchase the number of shares of the common stock of the Company (“Common Stock”), set forth below (the “Option”). This Option is subject to all of the terms and conditions set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”), which is incorporated herein by reference. This Option is made and granted as a stand-alone award and is not granted under or pursuant to the Amended and Restated Skullcandy, Inc. 2011 Incentive Award Plan (the “Plan”). However, unless otherwise defined herein, the terms defined in the Plan shall have the same defined me
JOINT FILING AGREEMENTJoint Filing Agreement • February 24th, 2012 • Skullcandy, Inc. • Household audio & video equipment
In accordance with Rule 13(d)-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13D and to all amendments to such statement.
AMENDMENT TO SECURITY HOLDERS AGREEMENTSecurity Holders Agreement • July 6th, 2011 • Skullcandy, Inc. • Household audio & video equipment • Delaware
THIS AMENDMENT TO SECURITY HOLDERS AGREEMENT (this “Amendment”) is executed as of July 6, 2011, by and among Skullcandy, Inc., a Delaware corporation (the “Company”), and the investors listed on the signature pages hereto (each of which is referred to herein as “Investor,” and all of which are referred to collectively herein as “Investors”).
EXPANSION SPACE AGREEMENTExpansion Space Agreement • November 9th, 2015 • Skullcandy, Inc. • Household audio & video equipment • Utah
This EXPANSION SPACE AGREEMENT (this “Agreement”) is entered into as of August 19, 2015 (the “Effective Date”), between BOYER SNYDERVILLE JUNCTION, L.C., a Utah limited liability company (the “Boyer”), and SKULLCANDY, INC., a Utah corporation (the “SCI”). Boyer and SCI are referred to in this Agreement individually as a “Party,” and collectively as the “Parties.”
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS ADMINISTRATIVE AGENT) AND UPS CAPITAL CORPORATION (AS LENDER AND FOREIGN COLLATERAL AGENT) WITH SKULLCANDY, INC. AND Each Person joined hereto as a borrower from...Security Agreement • January 28th, 2011 • Skullcandy, Inc. • New York
Revolving Credit and Security Agreement dated as of August 31, 2010 among SKULLCANDY, INC., a corporation organized under the laws of the State of Delaware (“Skullcandy”, together with each Person joined hereto as a borrower from time to time, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and each individually a “Lender”), UPS CAPITAL CORPORATION, a Delaware corporation (“UPSC”), as foreign collateral agent for the Lenders (in such capacity, the “Foreign Collateral Agent”), and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as administrative agent for Lenders (in such capacity, the “Administrative Agent”).
FIRST AMENDMENT AND WAIVER TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • October 31st, 2011 • Skullcandy, Inc. • Household audio & video equipment • New York
This First Amendment and Waiver to Revolving Credit and Security Agreement (the “Amendment”) is made this 25th day of October 2011 by and among SKULLCANDY, INC., a Delaware corporation (“Skullcandy”), AG ACQUISITION CORPORATION, a Delaware corporation (“AG”, together with Skullcandy, the “Borrowers” and each a “Borrower”), the financial institutions which are now or which hereafter become a party hereto as lenders (the “Lenders”), UPS CAPITAL CORPORATION, a Delaware corporation (“UPSC”), as foreign collateral agent for the Lenders (in such capacity, the “Foreign Collateral Agent”), and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent” and together with Foreign Collateral Agent, each, an “Agent” and, collectively, the “Agents”).
LEASE ADDENDUM NO. 2Skullcandy, Inc. • January 28th, 2011
THIS LEASE ADDENDUM NO. 2 (“Addendum No. 2”) is made and executed as of this 21 day of July, 2010, by and between COTTONWOOD NEWPARK ONE, L. C., a Utah limited liability company (“Landlord”), and SKULLCANDY, INC., a Delaware corporation (“Tenant”), as an addendum to that certain Lease Agreement between Landlord and Tenant dated the 27t h day of August, 2007, as amended by that certain Lease Addendum No. 1 dated the 18th day of June, 2008 (collectively, the “Lease”). Landlord and Tenant are sometimes collectively referred to below as the “parties.”
SEPARATION AGREEMENTSeparation Agreement • March 5th, 2012 • Skullcandy, Inc. • Household audio & video equipment • Utah
This Separation Agreement (the “Agreement”) is entered into as of March 5, 2012, by and between Skullcandy, Inc., a Delaware corporation (the “Company”) and Mitch Edwards (the “Executive”).
SKULLCANDY, INC. INDUCEMENT RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 10th, 2013 • Skullcandy, Inc. • Household audio & video equipment • Delaware
As an inducement material to the decision by the holder listed below (the “Grantee”) to accept employment with Skullcandy, Inc., a Delaware corporation (the “Company”), and pursuant to that certain offer letter entered into by and between the Grantee and the Company, effective as of May 10, 2013, the Company hereby grants to the Grantee an award (the “Award”) of time-vesting restricted stock units (the “RSUs”). Each RSU represents the right to receive one (1) share of Common Stock (each, a “Share”) in accordance with the terms and conditions hereof if applicable vesting conditions are satisfied. This Award is subject to all of the terms and conditions set forth in this Inducement Restricted Stock Unit Grant Notice (the “Grant Notice”) and the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the “RSU Agreement”), which is incorporated herein by reference. This Award is made and granted as a stand-alone award and is not granted under or pursuant to the Amended and Rest
LEASE ADDENDUM NO. 6Skullcandy, Inc. • August 6th, 2014 • Household audio & video equipment
THIS LEASE ADDENDUM NO. 6 (“Addendum No. 6”) is made and executed as of this 3rd day of June, 2014, by and between COTTONWOOD NEWPARK ONE, L.C., a Utah limited liability company (“Landlord”), and SKULLCANDY, INC., a Delaware corporation (“Tenant”), as an addendum to that certain Lease Agreement between Landlord and Tenant dated the 27th day of August, 2007, as amended by that certain Lease Addendum No. 1 dated the 18th day of June, 2008, that certain Lease Addendum No. 2 dated the 21st day of July, 2010, that certain Lease Addendum No. 3 dated the 2nd day of September, 2010, certain Lease Addendum No. 4 dated the 4th day of October, 2011 and that certain Lease Addendum No. 5 dated the 16th day of November, 2012 (collectively, the “Lease”). Landlord and Tenant are sometimes collectively referred to below as the “parties.”
SHARE PURCHASE AGREEMENT BY AND AMONG SKULLCANDY, INC., SKULLCANDY INTERNATIONAL AG, AND 57 NORTH AB DATED AS OF AUGUST 26, 2011Share Purchase Agreement • August 31st, 2011 • Skullcandy, Inc. • Household audio & video equipment
This Share Purchase Agreement (this “Agreement”) is entered into as of August 26, 2011, by and among 57 North AB, corp reg no 556707-0056, a company organized under the laws of Sweden (“Seller”), Skullcandy, Inc., a Delaware company (“Parent”), and Skullcandy International AG, a wholly owned subsidiary of Parent (“Buyer”). Parent, Buyer and Seller are referred to collectively herein as the “Parties.”
FIRST AMENDMENT TO THE RIGHTS AGREEMENTRights Agreement • August 3rd, 2016 • Skullcandy, Inc. • Household audio & video equipment • Delaware
This First Amendment (this “First Amendment”), dated as of August 3, 2016, to the Rights Agreement, dated as of June 27, 2016 (the “Rights Agreement”), is between Skullcandy, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • February 8th, 2013 • Skullcandy, Inc. • Household audio & video equipment • Delaware
This Separation Agreement and Release (“Agreement”) is made by and between Jeremy Andrus (“Executive”) and Skullcandy, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
AMENDMENT TO CONVERTIBLE PROMISSORY NOTE AND SECURITY AGREEMENTConvertible Promissory Note and Security Agreement • January 28th, 2011 • Skullcandy, Inc. • New York
This AMENDMENT TO CONVERTIBLE PROMISSORY NOTE AND SECURITY AGREEMENT (this “Amendment”) is made and entered into as of December 16, 2008, by and among Skullcandy, Inc., a Delaware corporation (the “Company”), and Goode Skullcandy Holdings LLC, as Holder and as Agent. Capitalized terms used but not defined herein shall have the meaning given to such terms in the Note (as defined below).
REVOLVING LINE OF CREDIT NOTESkullcandy, Inc. • August 21st, 2013 • Household audio & video equipment • New York
Capitalized terms used but not otherwise defined herein have the meanings given such terms in that certain Credit Agreement between Borrower, as borrower, and Bank, as lender, dated as of August 19, 2013 (as amended, restated or otherwise modified from time to time, the “Credit Agreement”). As used herein, the following terms shall have the meanings set forth after each, and any other term defined in this Note shall have the meaning set forth at the place defined:
LEASE ADDENDUM NO. 5Skullcandy, Inc. • March 13th, 2013 • Household audio & video equipment
THIS LEASE ADDENDUM NO. 5 (“Addendum No. 5”) is made and executed as of this 16th day of November, 2012, by and between COTTONWOOD NEWPARK ONE, L.C., a Utah limited liability company (“Landlord”), and SKULLCANDY, INC., a Delaware corporation (“Tenant”), as an addendum to that certain Lease Agreement between Landlord and Tenant dated the 27th day of August, 2007, as amended by that certain Lease Addendum No. 1 dated the 18th day of June, 2008, that certain Lease Addendum No. 2 dated the 21st day of July, 2010, that certain Lease Addendum No. 3 dated the 2nd day of September, 2010 and that certain Lease Addendum No. 4 dated the 4th day of October, 2011 (collectively, the “Lease”). Landlord and Tenant are sometimes collectively referred to below as the “parties.”
SECURITY HOLDERS AGREEMENTSecurity Holders Agreement • January 28th, 2011 • Skullcandy, Inc. • Delaware
This Security Holders Agreement (as amended, restated and modified from time to time, this “Agreement”), dated as of November 28, 2008, is by and among (i) Skullcandy, Inc., a Delaware corporation (the “Company”), (ii) the holders of Common Stock, Series A Preferred Stock and Series B Preferred Stock identified on Exhibit A attached hereto (the “Prior Stockholders”), (iii) Goode Skullcandy Holdings LLC, a Delaware limited liability company (“Goode”), and (iv) any other Person that from time to time becomes party to this Agreement by execution of a Joinder Agreement in substantially the form attached hereto as Exhibit B (a “Joinder Agreement”). Capitalized terms used in this Agreement have the meanings ascribed to them in Article I.
WORK LETTERWork Letter • November 9th, 2015 • Skullcandy, Inc. • Household audio & video equipment • Utah
This WORK LETTER (“Work Letter”) is attached to and made a part of that certain Lease Agreement (the “Lease”) made and entered into as of the 19th day of August, 2015 (“Effective Date”), by and between BOYER SNYDERVILLE 2, L.C., a Utah limited liability company (the “Landlord”), and SKULLCANDY, INC., a Delaware corporation (the “Tenant”), with respect to certain premises located in Summit County, Utah, as more particularly described in the Lease. The execution and delivery of this Work Letter is an inducement for, and condition precedent to, the execution and delivery of the Lease and that certain Expansion Option Agreement, dated as of the Effective Date (the “Expansion Option Agreement”), between Tenant and BOYER SNYDERVILLE JUNCTION, L.C., a Utah limited liability company (“Buyer”), is in furtherance, and in consideration, of the mutual benefits to be derived from the Lease, this Work Letter and the Expansion Option Agreement, and is in consideration of other good and valuable consi
AMENDMENT TO UNSECURED SUBORDINATED PROMISSORY NOTESubordinated Promissory Note • January 28th, 2011 • Skullcandy, Inc. • New York
This AMENDMENT TO UNSECURED SUBORDINATED PROMISSORY NOTE (this “Amendment”) is made and entered into as of August 31, 2010, by and among Skullcandy, Inc., a Delaware corporation (the “Company”), and Richard P. Alden, as agent for itself and the Subordinated Creditors, acting at the direction of the Required Subordinated Lenders (such term and each other capitalized term used but not defined herein shall have the meaning given to such term in the Note (as defined below)).
Skullcandy, Inc.Skullcandy, Inc. • July 6th, 2016 • Household audio & video equipment
We are pleased to inform you that, on June 23, 2016, Skullcandy, Inc. (“Skullcandy”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Incipio, LLC (“Parent”) and Powder Merger Sub, Inc., a wholly-owned subsidiary of Parent (“Purchaser”). In accordance with the Merger Agreement, Purchaser has commenced on July 6, 2016 a tender offer (the “Offer”) to purchase all of the outstanding shares of our common stock, par value $0.0001 per share (the “Company Shares”), other than any Cancelled Company Shares (as defined below), at a price per Company Share of $5.75, net to the holder thereof in cash, without interest (the “Offer Price”) and subject to any withholding of taxes required by applicable law.
LEASE ADDENDUM NO. 3Skullcandy, Inc. • January 28th, 2011
THIS LEASE ADDENDUM NO. 3 (“Addendum No. 3”) is made and executed as of this day 2 of September, 2010, by and between COTTONWOOD NEWPARK ONE, L.C., a Utah limited liability company (“Landlord”), and SKULLCANDY, INC., a Delaware corporation (“Tenant”), as an addendum to that certain Lease Agreement between Landlord and Tenant dated the 27th day of August, 2007, as amended by that certain Lease Addendum No. 1 dated the 18th day of June, 2008 and that certain Lease Addendum No. 2 dated the 21st day of July, 2010 (“Addendum No. 2”) (collectively, the “Lease”). Landlord and Tenant are sometimes collectively referred to below as the “parties.”
