1 EXHIBIT 10.11 SAMUELS JEWELERS, INC. STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (the "Agreement") is made as of July ___, 2000 between Samuels Jewelers, Inc., a Delaware corporation (the "Company"), and ________________ (the...Stock Purchase Agreement • September 1st, 2000 • Samuels Jewelers Inc • Retail-jewelry stores • Texas
Contract Type FiledSeptember 1st, 2000 Company Industry Jurisdiction
AMONG SAMUELS JEWELERS, INC., AS BORROWER,Loan Agreement • July 19th, 2001 • Samuels Jewelers Inc • Retail-jewelry stores • Massachusetts
Contract Type FiledJuly 19th, 2001 Company Industry Jurisdiction
AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • April 21st, 1997 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores
Contract Type FiledApril 21st, 1997 Company Industry
WITNESSETH:Registration Rights Agreement • September 1st, 2000 • Samuels Jewelers Inc • Retail-jewelry stores • New York
Contract Type FiledSeptember 1st, 2000 Company Industry Jurisdiction
EMPLOYMENT AGREEMENT (Chad Haggar)Employment Agreement • October 6th, 1998 • Samuels Jewelers Inc • Retail-jewelry stores • Texas
Contract Type FiledOctober 6th, 1998 Company Industry Jurisdiction
EXHIBIT 10.1 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 3rd, 2003 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledJuly 3rd, 2003 Company Industry
RECITALSEmployment Agreement • August 28th, 1998 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores • California
Contract Type FiledAugust 28th, 1998 Company Industry Jurisdiction
1 EXHIBIT 10.8 PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 13th, 1999 • Samuels Jewelers Inc • Retail-jewelry stores • Ohio
Contract Type FiledSeptember 13th, 1999 Company Industry Jurisdiction
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of October 2, 1998, is entered into between Samuels Jewelers, Inc., a Delaware corporation (the "Company"), and each of the other persons or...Registration Rights Agreement • October 6th, 1998 • Samuels Jewelers Inc • Retail-jewelry stores • New York
Contract Type FiledOctober 6th, 1998 Company Industry Jurisdiction
1 Exhibit 10.17 EMPLOYMENT AGREEMENT (Bill Edgel)Employment Agreement • August 28th, 1998 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores • California
Contract Type FiledAugust 28th, 1998 Company Industry Jurisdiction
EMPLOYMENT AGREEMENT (Chad Haggar)Employment Agreement • August 28th, 1998 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores • California
Contract Type FiledAugust 28th, 1998 Company Industry Jurisdiction
RECITALSLoan and Security Agreement • September 13th, 1999 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledSeptember 13th, 1999 Company Industry
EXHIBIT - 10.1 LOAN AND SECURITY AGREEMENT AMONG SAMUELS JEWELERS, INC., AS BORROWER, THE FINANCIAL INSTITUTIONS NAMED HEREIN, AS LENDERS, AND DDJ CAPITAL MANAGEMENT, LLC, AS AGENT TABLE OF CONTENTSLoan and Security Agreement • October 16th, 2001 • Samuels Jewelers Inc • Retail-jewelry stores • Massachusetts
Contract Type FiledOctober 16th, 2001 Company Industry Jurisdiction
1 EXHIBIT 10.10 INVESTMENT AGREEMENT This Investment Agreement (this "Agreement"), dated as of __________, 2000, is made between ____________________________________ (the "Investor") and Samuels Jewelers, Inc., a Delaware corporation (the "Company")....Investment Agreement • September 1st, 2000 • Samuels Jewelers Inc • Retail-jewelry stores • New York
Contract Type FiledSeptember 1st, 2000 Company Industry Jurisdiction
ADOPTION AGREEMENTAdoption Agreement • July 10th, 2000 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledJuly 10th, 2000 Company Industry
EXHIBIT 10.2 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 15th, 2002 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledJanuary 15th, 2002 Company Industry
EXHIBIT 10.3 FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • January 15th, 2002 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledJanuary 15th, 2002 Company Industry
EXHIBIT 10.1 SECOND AMENDMENT TO LOAN AGREEMENTLoan Agreement • October 15th, 2002 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledOctober 15th, 2002 Company Industry
EXHIBIT 10.2 THIRD AMENDMENT TO LOAN AGREEMENTLoan Agreement • July 3rd, 2003 • Samuels Jewelers Inc • Retail-jewelry stores
Contract Type FiledJuly 3rd, 2003 Company Industry
R E C I T A L SIntercreditor and Subordination Agreement • July 19th, 2001 • Samuels Jewelers Inc • Retail-jewelry stores • California
Contract Type FiledJuly 19th, 2001 Company Industry Jurisdiction
FORM OF CONSIGNMENT AGREEMENTConsignment Agreement • October 14th, 1997 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores • California
Contract Type FiledOctober 14th, 1997 Company Industry Jurisdiction
EXHIBIT 4.1 WARRANT AGREEMENT This Agreement ("Agreement"), dated as of October 2, 1998, is made between Samuels Jewelers, Inc., a Delaware corporation (the "Company"), and Norwest Bank Minnesota, N.A. ("Warrant Agent"), with reference to the...Warrant Agreement • October 6th, 1998 • Samuels Jewelers Inc • Retail-jewelry stores • New York
Contract Type FiledOctober 6th, 1998 Company Industry Jurisdiction
dated as of April 17, 2002 betweenSettlement and Termination Agreement • August 30th, 2002 • Samuels Jewelers Inc • Retail-jewelry stores • Delaware
Contract Type FiledAugust 30th, 2002 Company Industry Jurisdiction
AGREEMENTAgreement • August 28th, 1998 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores
Contract Type FiledAugust 28th, 1998 Company Industry
EXHIBIT 10.3Junior Security Agreement • July 19th, 2001 • Samuels Jewelers Inc • Retail-jewelry stores • Massachusetts
Contract Type FiledJuly 19th, 2001 Company Industry Jurisdiction
AGREEMENTAgreement • August 28th, 1998 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores
Contract Type FiledAugust 28th, 1998 Company Industry
EXHIBIT 10.8 SAMUELS JEWELERS, INC. 2914 Montopolis Drive, Suite 200 Austin, Texas 78741 September 29, 1998 Mr. Paul W. Hart Dear Mr. Hart: Samuels Jewelers, Inc. ("Samuels") hereby grants to you, as of the Effective Date (as hereinafter defined) and...Samuels Jewelers Inc • June 8th, 1999 • Retail-jewelry stores • Texas
Company FiledJune 8th, 1999 Industry Jurisdiction
FORM OF TRADE FINANCING AGREEMENTTrade Financing Agreement • October 14th, 1997 • Barrys Jewelers Inc /Ca/ • Retail-jewelry stores • California
Contract Type FiledOctober 14th, 1997 Company Industry Jurisdiction
WITNESSETH:Assignment of Claims and Release • July 3rd, 2003 • Samuels Jewelers Inc • Retail-jewelry stores • Kentucky
Contract Type FiledJuly 3rd, 2003 Company Industry Jurisdiction
EXHIBIT 10.7 SAMUELS JEWELERS, INC. 2914 Montopolis Drive, Suite 200 Austin, Texas 78741 September 29, 1998 Mr. Bill R. Edgel Dear Mr. Edgel: Samuels Jewelers, Inc. ("Samuels") hereby grants to you, as of the Effective Date (as hereinafter defined)...Samuels Jewelers Inc • June 8th, 1999 • Retail-jewelry stores • Texas
Company FiledJune 8th, 1999 Industry Jurisdiction
EXHIBIT 10.5 SAMUELS JEWELERS, INC. 2914 Montopolis Drive, Suite 200 Austin, Texas 78741 September 29, 1998 Mr. E. Peter Healey Dear Mr. Healey: Samuels Jewelers, Inc. ("Samuels") hereby grants to you, as of the Effective Date (as hereinafter defined)...Samuels Jewelers Inc • June 8th, 1999 • Retail-jewelry stores • Texas
Company FiledJune 8th, 1999 Industry Jurisdiction
1 EXHIBIT 10.7 PRIVATE LABEL CREDIT CARD PROGRAM AGREEMENTSamuels Jewelers Inc • September 13th, 1999 • Retail-jewelry stores
Company FiledSeptember 13th, 1999 Industry
1 EXHIBIT 10.15(a) TRADE FINANCING AGREEMENT TERM SHEET This term sheet with respect to the principle terms of a Trade Financing Agreement is entered into this 22nd day of July, 1997, subject only to approval by the United States Bankruptcy Court for...Barrys Jewelers Inc /Ca/ • October 14th, 1997 • Retail-jewelry stores
Company FiledOctober 14th, 1997 Industry
EXHIBIT 10.6 SAMUELS JEWELERS, INC. 2914 Montopolis Drive, Suite 200 Austin, Texas 78741 September 29, 1998 Mr. Chad C. Haggar Dear Mr. Haggar: Samuels Jewelers, Inc. ("Samuels") hereby grants to you, as of the Effective Date (as hereinafter defined)...Samuels Jewelers Inc • June 8th, 1999 • Retail-jewelry stores • Texas
Company FiledJune 8th, 1999 Industry Jurisdiction
EXHIBIT 10.4 SAMUELS JEWELERS, INC. 2914 Montopolis Drive, Suite 200 Austin, Texas 78741 September 29, 1998 Mr. Randy N. McCullough Dear Mr. McCullough: Samuels Jewelers, Inc. ("Samuels") hereby grants to you, as of the Effective Date (as hereinafter...Samuels Jewelers Inc • June 8th, 1999 • Retail-jewelry stores • Texas
Company FiledJune 8th, 1999 Industry Jurisdiction