CONSULTING AGREEMENTConsulting Agreement • March 12th, 2019 • Crimson Wine Group, LTD • Beverages • California
This Consulting Agreement (the “Agreement”) is entered into on June 1, 2018 (the “Effective Date”) by and between Craig Williams, an independent consultant (“Williams”) and Crimson Wine Group, Ltd., a Delaware corporation (the “Company”).
SEVERANCE AGREEMENT AND RELEASESeverance Agreement and Release • February 7th, 2020 • Crimson Wine Group, LTD • Beverages • Illinois
This Severance Agreement and Release (this “Agreement”), dated as of the last date set forth on the signature page hereof but effective as of the Effective Date defined in Section 3 below, is hereby made and entered into by and between Crimson Wine Group, Ltd. (the “Company”) and Mike S. Cekay (“Employee”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • February 25th, 2013 • Crimson Wine Group, LTD • Beverages • New York
THIS ADMINISTRATIVE SERVICES AGREEMENT (“Agreement”) is entered into as of the 1st day of February, 2013 between Leucadia National Corporation, a New York corporation (“Leucadia”) and Crimson Wine Group, Ltd., a Delaware corporation (“Crimson”).
GUARANTYGuaranty • July 3rd, 2017 • Crimson Wine Group, LTD • Beverages • California
This Guaranty (“Guaranty”), dated as of June 29, 2017, is executed by Crimson Wine Group, LTD, a Delaware corporation (“Guarantor”) in favor of American AgCredit, FLCA (“Lender”), with reference to the following facts:
LOAN AGREEMENTLoan Agreement • July 3rd, 2017 • Crimson Wine Group, LTD • Beverages • California
This Loan Agreement (this “Agreement”), dated as of June 29, 2017, is entered into by and between by Double Canyon Vineyards, LLC, a Delaware limited liability company, and A Fine Old Building, LLC, a Washington limited liability company (individually and collectively, as the context may require, “Borrower”) and American AgCredit, FLCA (“Lender”) with reference to the following:
TITLE OF DOCUMENT: Deed of Trust, Assignment of Rents, Security Agreement and Fixture FilingCrimson Wine Group, LTD • July 3rd, 2017 • Beverages • Washington
This Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing (“Deed of Trust”) is made as of June 29, 2017, by A Fine Old Building, LLC, a Washington limited liability company, whose principal place of business is 2700 Napa Valley Corporate Drive, Suite B, Napa, CA 94558 Attn: Chief Financial Officer (herein “Grantor”), the owner of the real property described hereinbelow, to First American Title Insurance Company, as trustee, subject to substitution as provided in Section 4.13 (herein “Trustee”), for the benefit of American AgCredit, FLCA, whose principal place of business is 200 Concourse Boulevard, Santa Rosa, CA 95402 (herein “Beneficiary”).
TAX MATTERS AGREEMENT BY AND BETWEEN LEUCADIA NATIONAL CORPORATION AND CRIMSON WINE GROUP, LTD. DATED FEBRUARY 1, 2013Tax Matters Agreement • February 25th, 2013 • Crimson Wine Group, LTD • Beverages
THIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of February 1, 2013, is by and between Leucadia National Corporation, a New York corporation, (“Leucadia”), and Crimson Wine Group, Ltd., a Delaware corporation (“Crimson”). Each of Leucadia and Crimson is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
SEPARATION AGREEMENT BY AND BETWEEN LEUCADIA NATIONAL CORPORATION AND CRIMSON WINE GROUP, LTD. Dated February 1, 2013Separation Agreement • February 25th, 2013 • Crimson Wine Group, LTD • Beverages • New York
This SEPARATION AGREEMENT (this “Agreement”), dated as of February 1, 2013, is by and between Leucadia National Corporation, a New York corporation (“Leucadia”), and Crimson Wine Group, Ltd., a Delaware corporation (“Crimson”). Capitalized terms used herein shall have the meanings assigned to them in Article I hereof or as otherwise expressly set forth herein.
ContractSecurity Agreement and Fixture Filing • July 3rd, 2017 • Crimson Wine Group, LTD • Beverages • Oregon
Recording Requested by and afterRecording Return to:Winston & Strawn LLP101 California Street, 34th FloorSan Francisco, CA 94111Attn: Loren Kessler Higgins
SEVERANCE AGREEMENT AND GENERAL RELEASE OF ALL CLAIMSSeverance Agreement and General Release • November 6th, 2014 • Crimson Wine Group, LTD • Beverages • California
This Severance Agreement and General Release of All Claims (“Agreement”) is made as a compromise between Crimson Wine Group, Ltd., a Delaware corporation, on behalf of itself, its parent and its subsidiaries, (collectively “Company”), and Erle Martin (“Employee”).
CRIMSON WINE GROUP, LTD.Nonqualified Stock Option Award Agreement • August 5th, 2021 • Crimson Wine Group, LTD • Beverages • Delaware
This Nonqualified Stock Option Agreement consists of this Notice of Grant of Nonqualified Stock Options (the “Grant Notice”) and the Nonqualified Stock Option Award Agreement immediately following. The Nonqualified Stock Option Award Agreement sets forth the specific terms and conditions governing Nonqualified Stock Option Awards under the Crimson Wine Group, Ltd. 2013 Omnibus Incentive Plan (the “Plan”). All of the terms of the Plan are incorporated herein by reference. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Plan.
November 4, 2019Letter Agreement • November 7th, 2019 • Crimson Wine Group, LTD • Beverages • California
JOINT FILING AGREEMENTJoint Filing Agreement • May 23rd, 2018 • Crimson Wine Group, LTD • Beverages
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the undersigned parties hereby agrees to file jointly the Schedule 13D (including any amendments thereto) (the “Statement”) with respect to the acquisition or disposition of common stock, $0.01 par value per share (the “Common Stock”), of Crimson Wine Group, Ltd., a Delaware corporation (the “Company”).
DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILINGCrimson Wine Group, LTD • November 17th, 2015 • Beverages • California
This Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing (“Deed of Trust”) is made as of November 10, 2015, by Pine Ridge Winery, LLC a Delaware limited liability company, whose principal place of business is 2700 Napa Valley Corporate Drive, Suite B (herein “Trustor”), the owner of the real property described hereinbelow, to Fidelity National Title Company, as trustee, subject to substitution as provided in Section 4.13 (herein “Trustee”), for the benefit of American AgCredit, FLCA, whose principal place of business is 200 Concourse Boulevard, Santa Rosa, CA 95402 (herein “Beneficiary”).
SEVERANCE AGREEMENT AND GENERAL RELEASE OF ALL CLAIMSSeverance Agreement and General Release • July 29th, 2014 • Crimson Wine Group, LTD • Beverages • California
This Severance Agreement and General Release of All Claims (“Agreement”) is made as a compromise between Crimson Wine Group, Ltd., a Delaware corporation, on behalf of itself and its subsidiaries, (collectively the “Company”), and Mary Jo Dale (“Employee”).
FIRST AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • August 2nd, 2013 • Crimson Wine Group, LTD • Beverages • New York
This First Amendment (“Amendment”), dated effective August 1, 2013 (the “Effective Date”), to that certain Administrative Services Agreement (the “Original Agreement” and as amended by this Amendment, the “Agreement”), dated effective as of February 25, 2013, by and between Crimson Wine Group, Ltd., a Delaware corporation (“Crimson”), and Leucadia National Corporation, a New York corporation (“Leucadia”). Crimson and Leucadia are hereinafter referred to as the “Parties.”
AGREEMENTAgreement • March 5th, 2013 • Crimson Wine Group, LTD • Beverages
This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date with respect to the beneficial ownership of the undersigned of shares of common stock of Crimson Wine Group, Ltd. is being filed on behalf of each of the persons named below. This agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
ContractCredit Agreement • March 19th, 2024 • Crimson Wine Group, LTD • Beverages • California
March 11, 2022Employment Agreement • April 12th, 2022 • Crimson Wine Group, LTD • Beverages
Reference is made to the Employment Agreement by and between you and Crimson Wine Group, Ltd. (the “Company” or “Crimson Wine Group”), effective December 2, 2019 (the “Employment Agreement”). This letter (this “First Amendment”) amends the terms and conditions of the Employment Agreement and shall become effective as of the date on which it is executed.
AGREEMENT TO PURCHASE LANDAgreement to Purchase Land • March 28th, 2014 • Crimson Wine Group, LTD • Beverages • Washington
THIS AGREEMENT TO PURCHASE LAND (“Agreement”) is made this 25th day of March, 2014 (the “Effective Date”), by and between Double Canyon Vineyards, LLC, a Delaware limited liability company (“Seller”), and Winemakers, L.L.C., a Washington limited liability company (“Purchaser”).
CRIMSON WINE GROUP, LTD.Omnibus Incentive Plan • March 13th, 2023 • Crimson Wine Group, LTD • Beverages • Delaware
This Nonqualified Stock Option Agreement consists of this Notice of Grant of Nonqualified Stock Options (the “Grant Notice”) and the Nonqualified Stock Option Award Agreement immediately following. The Nonqualified Stock Option Agreement sets forth the specific terms and conditions governing Nonqualified Stock Option Awards under the Crimson Wine Group, Ltd. 2022 Omnibus Incentive Plan (the “Plan”). All of the terms of the Plan are incorporated herein by reference.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 29th, 2014 • Crimson Wine Group, LTD • Beverages • California
This PURCHASE AND SALE AGREEMENT (this “Agreement”), dated and effective as of August 25, 2014 (“Effective Date”), is made by and between SILVERADO SONOMA VINEYARDS, LLC, a California limited liability company (“Seller”), and PINE RIDGE WINERY, LLC, a Delaware limited liability company, doing business as Crimson Wine Group, and/or its nominee (“Buyer”).
SEVEN HILLS WINERY, LLC as Seller - and - DOUBLE CANYON VINEYARDS, LLC as PurchaserAsset Purchase Agreement • March 15th, 2016 • Crimson Wine Group, LTD • Beverages • Washington
Contract11 Separation Agreement • August 9th, 2023 • Crimson Wine Group, LTD • Beverages • California
SEVERANCE AGREEMENT AND GENERAL RELEASE OF ALL CLAIMSSeverance Agreement and General Release • March 8th, 2016 • Crimson Wine Group, LTD • Beverages • California
This Severance Agreement and General Release of All Claims (“Agreement”) is made as a compromise between Crimson Wine Group, Ltd., a Delaware corporation, on behalf of itself, its parent and its subsidiaries, (collectively the “Company”), and Natasha Hayes (“Employee”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 5th, 2023 • Crimson Wine Group, LTD • Beverages • California
This Fourth Amendment to Credit Agreement, dated as of May 31, 2023 (this “Amendment”), is made by and among American AgCredit, FLCA, in its capacity as agent under the Credit Agreement referred to below (in such capacity, “Agent”), the “Lenders” under and as defined in such Credit Agreement, Crimson Wine Group, Ltd., a Delaware corporation, Pine Ridge Winery, LLC, Chamisal Vineyards, LLC and Double Canyon Vineyards, LLC, each, a Delaware limited liability company (collectively “Borrowers” and each, a “Borrower” and, together with any other “Credit Party” under and as defined in the Credit Agreement, the “Credit Parties”), with reference to the following:
ContractLetter Agreement • March 19th, 2024 • Crimson Wine Group, LTD • Beverages
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 27th, 2018 • Crimson Wine Group, LTD • Beverages • California
This Second Amendment to Credit Agreement dated as of March 21, 2018 (this “Amendment”), is made by and among American AgCredit, FLCA, in its capacity as agent under the Credit Agreement referred to below (in such capacity, “Agent”), the “Lenders” under and as defined in such Credit Agreement, Crimson Wine Group, Ltd., a Delaware corporation, Pine Ridge Winery, LLC, Chamisal Vineyards, LLC and Double Canyon Vineyards, LLC, each, a Delaware limited liability company (collectively “Borrowers” and each, a “Borrower” and, together with any other “Credit Party” under and as defined in the Credit Agreement, the “Credit Parties”), with reference to the following:
SEVERANCE AGREEMENTSeverance Agreement • June 11th, 2019 • Crimson Wine Group, LTD • Beverages • California
This Severance Agreement (“Agreement”) dated as of the last date set forth on the signature page hereof but effective as of the Effective Date defined in Paragraph 25, is made and entered into between Crimson Wine Group, Ltd., a Delaware corporation, on behalf of itself, its parent and its subsidiaries, (collectively the “Company”), and Patrick DeLong (“Employee”). The Company and Employee may be referred to collectively herein as the “Parties.”
CREDIT AGREEMENT Dated as of March 22, 2013 among CRIMSON WINE GROUP, LTD, PINE RIDGE WINERY, LLC, CHAMISAL VINEYARDS, LLC, and DOUBLE CANYON VINEYARDS, LLC, as Borrowers, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES, AMERICAN...Credit Agreement • March 28th, 2013 • Crimson Wine Group, LTD • Beverages • California
This CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of March 22, 2013, among Crimson Wine Group, Ltd., a Delaware corporation, Pine Ridge Winery, LLC, Chamisal Vineyards, LLC and Double Canyon Vineyards, LLC, each, a Delaware limited liability company (the foregoing, collectively “Borrowers” and each, a “Borrower”), Crimson Wine Group, Ltd., a Delaware corporation, as Borrower Representative, the other Persons party hereto from time to time that are designated as a “Credit Party,” those persons from time to time party to this Agreement as lenders (collectively, the “Lenders”; individually, each a “Lender”), and American AgCredit, FLCA, as Agent for the Lenders and for itself as a Lender (including as Swingline Lender) .
