AMENDED AND RESTATED BY-LAWS of BROOKSTONE, INC.Brookstone Holdings Corp. • June 20th, 2014 • Retail-retail stores, nec
Reference is hereby made to the OSIM BROOKSTONE HOLDINGS, INC. SHAREHOLDERS AGREEMENT between OSIM International Ltd., J.W. Childs Equity Partners III, L.P., JWC Fund III Co-Invest, LLC, Century Private Equity Holdings (S) PTE Ltd., the Management Holders and OSIM Brookstone Holdings, Inc., dated October 4, 2005 (the “Shareholders Agreement”). At any such time that the Company stock is held by OSIM Brookstone Holdings, L.P. (whether directly or indirectly), to the extent that any provision of these by-laws conflicts with or is inconsistent with any terms of the Shareholders Agreement, the terms of the Shareholder Agreement shall, to the extent not inconsistent with applicable law, supercede these by-laws and these by-laws shall be considered modified to the extent superceded by such terms.
LIMITED LIABILITY COMPANY AGREEMENT OF BIG BLUE AUDIO LLC (a New Hampshire limited liability company)Limited Liability Company Agreement • June 20th, 2014 • Brookstone Holdings Corp. • Retail-retail stores, nec • New Hampshire
THIS IS THE LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of BIG BLUE AUDIO LLC, a New Hampshire limited liability company (the “Company”), dated as of October 24, 2011, and by which BROOKSTONE HOLDINGS, INC. (the “Member”), in consideration of the capital contributions to the Company and the promises set forth in this Agreement (the adequacy and sufficiency and receipt of which are hereby acknowledged), hereby agrees as follows:
AMENDED AND RESTATED BY-LAWS of BROOKSTONE COMPANY, INC.Brookstone Holdings Corp. • June 20th, 2014 • Retail-retail stores, nec
Reference is hereby made to the OSIM BROOKSTONE HOLDINGS, INC. SHAREHOLDERS AGREEMENT between OSIM International Ltd., J.W. Childs Equity Partners III, L.P., JWC Fund III Co-Invest, LLC, Century Private Equity Holdings (S) PTE Ltd., the Management Holders and OSIM Brookstone Holdings, Inc., dated October 4, 2005 (the “Shareholders Agreement”). At any such time that the Company stock is held by OSIM Brookstone Holdings, L.P. (whether directly or indirectly), to the extent that any provision of these by-laws conflicts with or is inconsistent with any terms of the Shareholders Agreement, the terms of the Shareholder Agreement shall, to the extent not inconsistent with applicable law, supercede these by-laws and these by-laws shall be considered modified to the extent superceded by such terms.
BROOKSTONE HOLDINGS CORP. AND EACH OF THE GUARANTORS PARTY HERETO 10.0% SECOND LIEN SUBORDINATED SECURED NOTES DUE 2021 INDENTURE Dated as of [ ], 2014 Wilmington Trust, National Association TrusteeIndenture • June 20th, 2014 • Brookstone Holdings Corp. • Retail-retail stores, nec • New York
INDENTURE dated as of [ , 2014] among Brookstone Holdings Corp., a Delaware corporation, the Guarantors (as defined) and Wilmington Trustee, National Association, as trustee.
