STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (the "Agreement") is made as of this day of February, 2001 (the "Date of Grant"), by and between FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the "Company"), and DAVID L. WOODS, a...Stock Option Agreement • November 14th, 2001 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Nevada
OFStock Option Agreement • September 27th, 2000 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Nevada
STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (the "Agreement") is made as of this _____ day of February, 2001 (the "Date of Grant"), by and between FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the "Company"), and DAVID L. WOODS, a...Stock Option Agreement • October 17th, 2002 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Nevada
STATE OF NORTH CAROLINA COUNTY OF BEAUFORT EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of August 24, 1998 (the "Effective Date"), by and among FOUNTAIN POWERBOATS, INC., a North Carolina business corporation...Employment Agreement • September 16th, 1999 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
EMPLOYEE STOCK OPTION AGREEMENT (Incentive Stock Option) THIS EMPLOYEE STOCK OPTION AGREEMENT (the "Agreement") is made as of this 19th day of December, 2001 (the "Date of Grant"), by and between FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada...Employee Stock Option Agreement • October 17th, 2002 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Nevada
R#261058.5 [Execution Copy] OMNIBUS AGREEMENT dated September 2, 1998Omnibus Agreement • September 28th, 1998 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
LOAN AGREEMENT THIS LOAN AGREEMENT (hereinafter referred to as the "Agreement") is made this 31st day of December, 1996, by and between GENERAL ELECTRIC CAPITAL CORPORATION, a corporation organized and existing under the laws of New York (hereinafter...Master Security Agreement • October 14th, 1997 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
STATE OF NORTH CAROLINA COUNTY OF BEAUFORT EMPLOYMENT AGREEMENTEmployment Agreement • May 14th, 1999 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • October 14th, 1997 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
FIRST AMENDED AND RESTATED LOAN AGREEMENT between FOUNTAIN POWERBOATS, INC., as Borrower, FOUNTAIN POWERBOAT INDUSTRIES, INC., as Parent Guarantor FOUNTAIN DEALERS’ FACTORY SUPER STORE, INC., as Affiliate Guarantor and REGIONS BANK $14,500,000 Term...Loan Agreement • September 29th, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS FIRST AMENDED AND RESTATED LOAN AGREEMENT, dated as of November 16, 2007, is made and entered into by and among FOUNTAIN POWERBOATS, INC., a North Carolina corporation with its principal office at 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (the “Borrower”), FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the “Parent”), FOUNTAIN DEALERS’ FACTORY SUPER STORE, INC., a North Carolina corporation (the “Affiliate Guarantor”), and REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (together with its successors and assigns, the “Bank”).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • September 29th, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS AMENDED AND RESTATED SECURITY AGREEMENT, dated as of November 16, 2007 (“Security Agreement”), is made by FOUNTAIN POWERBOATS, INC., a North Carolina corporation with its principal office at 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (the “Borrower”), FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the “Parent”), and FOUNTAIN DEALERS’ FACTORY SUPER STORE, INC., a North Carolina corporation (the “Affiliate Guarantor,” and together with the Borrower and the Parent, the “Pledgors”), in favor of REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (the “Bank”). Except as otherwise provided herein, capitalized terms used herein without definition shall have the meanings given to them in the Loan Agreement referred to below.
Exhibit 10.6 FOUNTAIN POWERBOAT INDUSTRIES, INC. OPTION AGREEMENT Dated March 17, 1995 Fountain Powerboat Industries, Inc., a Nevada corporation (the "Company") hereby grants to Mark L. Spencer ("Holder") an Option (the "Option") to purchase 20,000...Fountain Powerboat • September 27th, 2000 • Fountain Powerboat Industries Inc • Ship & boat building & repairing
THE OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF MAY 28, EACH HOLDER HEREOF, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE...Subordination Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Illinois
THIS SECURITY AGREEMENT (this “Agreement”) dated as of May 28, 2008 is between BAJA BY FOUNTAIN, INC., a North Carolina corporation (“Company”), and BAJA MARINE CORPORATION, a Delaware corporation (“Baja”).
THIRD OMNIBUS AMENDMENT AND AGREEMENTAnd Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Illinois
This Omnibus Amendment and Agreement (this “Amendment”) is made and entered into as of this 28th day of May, 2008, by and among Brunswick Corporation, a Delaware corporation (“Brunswick”), Fountain Powerboat Industries, Inc., a Nevada corporation (“FPII”), Fountain Powerboats, Inc., a North Carolina corporation (the “Company”), and Reginald M. Fountain, Jr. (“RMF”).
2 fountain10q1203exh10.txt EXHIBIT 10 AMENDMENT NO. 1 TO LOAN AGREEMENT THIS AMENDMENT NO. 1 TO LOAN AGREEMENT, dated as of February 6, 2004 (this "Amendment"), is made between FOUNTAIN POWERBOATS, INC., a North Carolina corporation (the "Borrower"),...Loan Agreement • February 17th, 2004 • Fountain Powerboat Industries Inc • Ship & boat building & repairing
BAJA ENGINE SUPPLY AGREEMENTBaja Engine Supply Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing
This Agreement, dated as of May 28, 2008, is entered into among Baja By Fountain, Inc., a North Carolina corporation (“Company”), and the Mercury Marine division of Brunswick Corporation, a Delaware corporation ( “Mercury”).
ASSET PURCHASE AGREEMENT Dated as of May 28, 2008 Between BAJA MARINE CORPORATION, BRUNSWICK CORPORATION, BAJA BY FOUNTAIN, INC. and FOUNTAIN POWERBOAT INDUSTRIES, INC.Asset Purchase Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Illinois
ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 28, 2008, between Baja Marine Corporation, a Delaware corporation (“Seller”), Brunswick Corporation, a Delaware corporation (“Brunswick”), Baja By Fountain, Inc., a North Carolina corporation (“Buyer”) and Fountain Powerboat Industries, Inc., a Nevada corporation (“Parent”).
Security AgreementSecurity Agreement • July 23rd, 2003 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
[This Security Agreement (this “Agreement”) contains some provisions preceded by boxes. If a box is marked, the provision applies to this transaction. If it is not marked, the provision does not apply to this transaction.]
ENGINE SUPPLY AGREEMENTEngine Supply Agreement • July 23rd, 2003 • Fountain Powerboat Industries Inc • Ship & boat building & repairing
This Agreement, dated as of July 17, 2003, is entered into among Reginald M. Fountain, Jr. (hereinafter “RMF”), Fountain Powerboat Industries, Inc., a Nevada corporation (hereinafter “FPII”), Fountain Powerboats, Inc., a North Carolina corporation (“Company”), and the Mercury Marine division (hereinafter “Mercury”) of Brunswick Corporation, a Delaware corporation (hereinafter “Brunswick”).
INVESTMENT PROPERTY SECURITY AGREEMENTInvestment Property Security Agreement • July 24th, 2003 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS INVESTMENT PROPERTY SECURITY AGREEMENT is made, entered into and effective as of November 1, 2002, by and between REGINALD M. FOUNTAIN, JR., an individual resident of North Carolina whose address is 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (“Pledgor”) and BRUNSWICK CORPORATION, with an office at 1 North Field Court, Lake Forest, Illinois 60045 (“Lender”), under the following circumstances:
Security AgreementSecurity Agreement • July 23rd, 2003 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
[This Security Agreement (this “Agreement”) contains some provisions preceded by boxes. If a box is marked, the provision applies to this transaction. If it is not marked, the provision does not apply to this transaction.]
SUBORDINATION AGREEMENTSubordination Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
This SUBORDINATION AGREEMENT (this “Agreement”), dated as of May 28, 2008, is by and between BAJA MARINE CORPORATION, a Delaware corporation (“Subordinated Creditor”), and REGIONS BANK, an Alabama chartered bank, in its capacity as Lender (“Lender”).
FIRST AMENDMENT TO PLEDGE AGREEMENTPledge Agreement • August 23rd, 2006 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS FIRST AMENDMENT TO PLEDGE AGREEMENT, dated as of the day of July, 2006 (this “First Amendment”), is made and entered into by and between FOUNTAIN POWERBOATS, INC., a North Carolina corporation with its principal office at 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (the “Borrower”), FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the “Parent”), and REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (the “Bank”).
SECOND AMENDMENT TO PLEDGE AGREEMENTPledge Agreement • September 29th, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS SECOND AMENDMENT TO PLEDGE AGREEMENT, dated as of September 28, 2007 (this “Amendment”), is made by and between FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation with its principal office at 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (the “Pledgor”), and REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (the “Bank”).
SECURITY AGREEMENTSecurity Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS SECURITY AGREEMENT, dated as of May 28, 2008 (“Agreement”), is made by BAJA BY FOUNTAIN, INC., a North Carolina corporation (the “Pledgor”), in favor of REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (the “Bank”). Except as otherwise provided herein, capitalized terms used herein without definition shall have the meanings given to them in the Loan Agreement and the Floor Plan referred to below.
GUARANTY AGREEMENTGuaranty Agreement • June 3rd, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing
THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of May 28, 2008, by the undersigned (hereinafter referred to as the “Guarantor”), to and for the benefit of REGIONS BANK, a Alabama chartered bank (the “Bank”).
LOAN AGREEMENTLoan Agreement • July 23rd, 2003 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
This Loan Agreement (the “Agreement”) dated as of July 17, 2003, by and between Bank of America, N.A., a national banking association (“Bank”) and the Borrower described below.
This Instrument Was Prepared By And Upon Recording Return To: Patricia Snyder Womble Carlyle Sandridge & Rice, PLLCSecurity Agreement, and Financing Statement • September 29th, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
STATE OF NORTH CAROLINA COUNTY OF BEAUFORTEmployment Agreement • October 13th, 2005 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of the 1st day of September, 2004 (the “Effective Date”), by and between FOUNTAIN POWERBOATS, INC., a North Carolina corporation with its principal place of business in Washington, Beaufort County, North Carolina (“Fountain”); and R. DAVID KNIGHT (“Employee”).
DEALER FLOOR PLAN AND SECURITY AGREEMENTDealer Floor Plan and Security Agreement • September 29th, 2008 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
SECOND OMNIBUS AMENDMENT AND AGREEMENTAnd Agreement • June 25th, 2007 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Illinois
This Omnibus Amendment and Agreement (this “Amendment”) is made and entered into as of this 21st day of June, 2007, by and among Brunswick Corporation, a Delaware corporation (“Brunswick”), Fountain Powerboat Industries, Inc., a Nevada corporation (“FPII”), Fountain Powerboats, Inc., a North Carolina corporation (the “Company”), and Reginald M. Fountain, Jr. (“RMF”).
DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FINANCING STATEMENT COLLATERAL INCLUDES FIXTURESSecurity Agreement • September 23rd, 2005 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FINANCING STATEMENT made and entered into as of September 19, 2005, by and among FOUNTAIN POWERBOATS, INC., a North Carolina corporation, whose address is 1653 Whichard’s Beach Road, Washington, North Carolina 27889, and whose organizational identification number is 0055124 (hereinafter called “Grantor”), BRYAN F. KENNEDY, III, a resident of North Carolina, whose address is 6805 Morrison Boulevard, Suite 100, Charlotte, North Carolina 28211 (hereinafter called “Trustee”), and REGIONS BANK, an Alabama chartered bank, whose address is 6805 Morrison Boulevard, Suite 100, Charlotte, North Carolina 28211 (hereinafter called “Beneficiary”);
FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • August 23rd, 2006 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS FIRST AMENDMENT TO SECURITY AGREEMENT, dated as of the day of July, 2006 (this “First Amendment”), is made and entered into by and between FOUNTAIN POWERBOATS, INC., a North Carolina corporation with its principal office at 1653 Whichard’s Beach Road, Washington, North Carolina 27889 (the “Borrower”), FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the “Parent”), and REGIONS BANK, an Alabama chartered bank with offices in Charlotte, North Carolina (the “Bank”).
OMNIBUS AMENDMENT AND AGREEMENTOmnibus Amendment and Agreement • September 23rd, 2005 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • Illinois
This Omnibus Amendment and Agreement (this “Amendment”) is made and entered into as of this 13th day of September, 2005, by and among Brunswick Corporation, a Delaware corporation (“Brunswick”), Fountain Powerboat Industries, Inc., a Nevada corporation (“FPII”), Fountain Powerboats, Inc., a North Carolina corporation (the “Company”), and Reginald M. Fountain, Jr. (“RMF”).
FIRST AMENDMENT TO DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FINANCING STATEMENTSecurity Agreement and Financing Statement • August 23rd, 2006 • Fountain Powerboat Industries Inc • Ship & boat building & repairing • North Carolina
THIS FIRST AMENDMENT TO DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FINANCING STATEMENT (this “Amendment”) is made and entered into as of July 12, 2006, by and among FOUNTAIN POWERBOATS, INC., a North Carolina corporation, whose address is 1653 Whichard’s Beach Road, Washington, North Carolina 27889, and whose organizational identification number is 0055124 (hereinafter called “Grantor”), EDMUND HAWES, a resident of North Carolina, whose address is 6805 Morrison Boulevard, Suite 100, Charlotte, North Carolina 28211 (hereinafter called “Trustee”), and REGIONS BANK, an Alabama chartered bank, whose address is 6805 Morrison Boulevard, Suite 100, Charlotte, North Carolina 28211 (hereinafter called “Beneficiary”).
