EXHIBIT 10.40 ----------------------------------------------------------------- --------------- SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 15th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
AGREEMENTAgreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
RECITALSRegistration Rights Agreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
EXHIBIT 4.9 SECOND AMENDMENT TO RIGHTS AGREEMENT THIS SECOND AMENDMENT to the Rights Agreement (the "Rights Agreement") dated as of September 11, 1996, between Empire of Carolina, Inc. and American Stock Transfer & Trust Company as Rights Agent...Rights Agreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
EXHIBIT 10.56 February 5, 1997 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina RE: CONSENT AND SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT Gentlemen: Reference is made to that certain Loan and Security Agreement (as amended, the...Loan and Security Agreement • February 7th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 4.7 [FORM OF WARRANT]Empire of Carolina Inc • May 15th, 1997 • Games, toys & children's vehicles (no dolls & bicycles) • New York
EXHIBIT 10.42 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 13th, 1998 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Illinois
Exhibit 10.59 March 30, 1998 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina RE: SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT Gentlemen: Reference is made to that certain Loan and Security Agreement (as amended, the "Loan...Security Agreement • March 31st, 1998 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 10.55 December 6, 1996 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina Re: First Amendment to Amended and Restated Loan and Security Agreement Gentlemen: Reference is made to that certain Loan and Security Agreement (as...Subordination Agreement • December 11th, 1996 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 10.41 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT AMENDMENT, dated as of June 5, 1997, to Securities Purchase Agreement (the "Securities Purchase Agreement") dated as of May 5, 1997 among EMPIRE OF CAROLINA, INC., a Delaware corporation...Securities Purchase Agreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 99.2 STOCK PURCHASE AGREEMENT Dated as of January , 2001Stock Purchase Agreement • February 2nd, 2001 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
EXHIBIT 99.2 ASSET PURCHASE AGREEMENT ------------------------ THIS ASSET PURCHASE AGREEMENT is made as of this 31st day of May, 2001, by and between Empire of Carolina, Inc., a Delaware corporation ("Carolina"), Empire Toys (HK), Ltd., a Hong Kong...Asset Purchase Agreement • June 5th, 2001 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Florida
EXHIBIT 4.8 WARRANT AGREEMENT (the "AGREEMENT"), dated as of June 17, 1997, by and between Empire of Carolina, Inc., a Delaware corporation (the "COMPANY"), on the one hand, and the holders from time to time of the warrants on the other (each, a...Warrant Agreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
June 11, 1997 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina Re: Fourth Amendment to Loan and Security Agreement Dear ____________________: Reference is made to that certain Loan and Security Agreement (the "Loan Agreement") dated...Empire of Carolina Inc • March 30th, 1998 • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 3 SECOND AMENDMENT TO RIGHTS AGREEMENT THIS SECOND AMENDMENT to the Rights Agreement (the "Rights Agreement") dated as of September 11, 1996, between Empire of Carolina, Inc. and American Stock Transfer & Trust Company as Rights Agent...Rights Agreement • June 25th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
AGREEMENT Agreement, dated as of March 13, 1998, by and among Empire of Carolina, Inc., a Delaware corporation (the "Company"), Empire Industries, Inc., a North Carolina corporation ("Industries"), and Smedley Industries, Inc. Liquidating Trust (the...Agreement Agreement • April 7th, 1998 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
AGREEMENTAgreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
EXHIBIT 10.39 April 30, 1997 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina Reference is made to that certain Loan and Security Agreement (the "Loan Agreement") dated as of May 29, 1996 among Empire Industries, Inc. ("Empire"),...Empire of Carolina Inc • May 5th, 1997 • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 10.55 August 25, 1997 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina RE: FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT Gentlemen: Reference is made to that certain Loan and Security Agreement (as amended, the "Loan...Security Agreement • October 10th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
RECITALSRegistration Rights Agreement • June 30th, 1997 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
Exhibit 10-1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT is made this 4th day of May, 2000, by and between Empire Industries, Inc., a North Carolina corporation and Empire of Carolina, Inc., a Delaware corporation (collectively "Seller"),...Asset Purchase Agreement • August 14th, 2000 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
April 30, 1997 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina Reference is made to that certain Loan and Security Agreement (the "Loan Agreement") dated as of May 29, 1996 among Empire Industries, Inc. ("Empire"), LaSalle National...Empire of Carolina Inc • March 30th, 1998 • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 10.46 March 9, 1999Empire of Carolina Inc • March 26th, 1999 • Games, toys & children's vehicles (no dolls & bicycles)
November 11, 1998 Empire Industries, Inc. 501 Daniel Street Tarboro, North Carolina Re: Seventh Amendment and Waiver of Events of Default Gentlemen: Reference is made to that certain Loan and Security Agreement (as amended, the "Loan Agreement") dated...Empire of Carolina Inc • November 13th, 1998 • Games, toys & children's vehicles (no dolls & bicycles)
WARRANT AMENDMENTEmpire of Carolina Inc • June 30th, 1997 • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 99.6 [WILSON LOGO]Empire of Carolina Inc • February 2nd, 2001 • Games, toys & children's vehicles (no dolls & bicycles)
EXHIBIT 10.58 FIRST AMENDMENT TO WARRANT AGREEMENT THIS FIRST AMENDMENT to the Warrant Agreement, dated June 17 1997, by and between Empire of Carolina, Inc., a Delaware corporation (the "Company"), one the one hand, and the holders from time to time...Warrant Agreement • March 30th, 1998 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
RELEASE OF GUARANTY (Apple Group Loans) Reference is made to the Amended, Restated And Consolidated Loan And Security Agreement ("Loan Agreement") dated March 24, 1999, by and among CONGRESS FINANCIAL CORPORATION (CENTRAL) ("Congress"), as a Lender,...Empire of Carolina Inc • February 2nd, 2001 • Games, toys & children's vehicles (no dolls & bicycles)
Reference is made to the Amended, Restated And Consolidated Loan And Security Agreement ("Loan Agreement") dated March 24, 1999, by and among CONGRESS FINANCIAL CORPORATION (CENTRAL) ("Congress"), as a Lender, with an office at 150 South Wacker Drive, Suite 2200, Chicago, Illinois 60606. FINOVA CAPITAL CORPORATION ("FINOVA"), as a Lender, with an office at 311 South Wacker Drive, Suite 4100, Chicago, Illinois 60606, LASALLE NATIONAL BANK, a national banking association (in its individual capacity, "LaSalle"), 135 South LaSalle Street, Chicago, Illinois 60603-4 105, for itself, and as Agent for all Lenders that are parties to the Loan Agreement, as the same has been amended from time to time, (including amendments contemporaneous with the execution of this Release of Guaranty), pursuant to which the Lenders granted credit and made loans to APPLE SPORTS, INC. ("Apple"), One Roebling Court, Ronkonkoma, New York 11779, APPLE GOLF SHOES, INC. ("Golf'), One Roebling Court, Ronkonkoma, New Yo
RELEASE OF GUARANTY (Empire Loans) Reference is made to the Loan And Security Agreement (the "Loan Agreement") dated May 29, 1996 by and among BT COMMERCIAL CORPORATION ("BTCC"), as a lender, and as administrative agent ("Administrative Agent") for...Release of Guaranty • February 2nd, 2001 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles)
Reference is made to the Loan And Security Agreement (the "Loan Agreement") dated May 29, 1996 by and among BT COMMERCIAL CORPORATION ("BTCC"), as a lender, and as administrative agent ("Administrative Agent") for all "Lenders" (as hereinafter defined), with an office at 233 South Wacker Drive, Chicago, Illinois 60606, LASALLE NATIONAL BANK, a national banking association, as a lender ("LASALLE") and as collateral agent ("Collateral Agent") for all lenders with an address at 135 South LaSalle Street, Chicago, Illinois 60674, and EMPIRE INDUSTRIES, INC., a North Carolina corporation ("Borrower") as the same has been amended from time to time (including amendments contemporaneous with the execution of this Release of Guaranty), pursuant to which the Lenders granted credit and made loans to Borrower. LASALLE, is now Agent for itself, and as Agent for all Lenders that are parties to the Loan Agreement, which currently are LASALLE, CONGRESS FINANCIAL CORPORATION (CENTRAL) ("Congress"), and
EXHIBIT 10.47And Consolidated Loan and Security Agreement • March 26th, 1999 • Empire of Carolina Inc • Games, toys & children's vehicles (no dolls & bicycles) • Illinois
