Buyer Notice Address: Name: ILX Resorts Incorporated Attn: Mr. Joseph P. Martori Chairman of the Board Address: 2111 E. Highland, Suite 210 Phoenix, AZ 85016 Telephone: (602) 957-2777 Facsimile: (602) 957-2290 Seller/Leaseholder Name: Las Vegas Golf...Purchase and Sale Agreement • November 13th, 2000 • Ilx Resorts Inc • Real estate dealers (for their own account) • California
COMMON STOCKUnderwriting Agreement • March 13th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account) • New York
Exhibit 10.44 GENERAL BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, SEDONA WORLDWIDE INCORPORATED, an Arizona corporation ("Seller"), hereby grants,...Assignment and Assumption Agreement • April 1st, 2002 • Ilx Resorts Inc • Real estate dealers (for their own account)
2. ILX as executed a Promissory Note, dated June 15th, 1997, in the amount of Two Million Four Hundred Thousand Dollars ($2,400,000.00) ("Note"). 1Settlement Agreement • July 16th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
LEASE AGREEMENT Edward John Martori, hereafter "Landlord", agrees to lease to Red Rock Collection Incorporated, an Arizona corporation, hereafter "Tenant", and Tenant agrees to lease from Landlord, the real property situated in Maricopa County,...Lease Agreement • March 29th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
UNDERWRITING AGREEMENT ---------------------- Phoenix, Arizona October __, 1995 BROOKSTREET SECURITIES CORPORATION As representative of the several Underwriters named in Schedule I hereto 2361 Campus Drive, Suite 210 Irvine, California 92715 Ladies...Underwriting Agreement • October 27th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
AGREEMENT FOR TRANSFER OF LIMITED PARTNERSHIP INTEREST THIS AGREEMENT FOR TRANSFER OF LIMITED PARTNERSHIP INTEREST is entered into to be effective as of August 29, 1997, by and between ILX Incorporated, an Arizona corporation ("ILX") and Alan R....Ilx Inc/Az/ • September 19th, 1997 • Real estate dealers (for their own account) • Arizona
RECITALS:Ilx Resorts Inc • August 21st, 2002 • Real estate dealers (for their own account) • Arizona
b) The negotiation, execution and elivery of documentation satisfactory to RSC containing all required representations and warranties, conditions, covenants, and events of default;Ilx Inc/Az/ • November 28th, 1995 • Real estate dealers (for their own account) • New York
E. Interest Rate: (i) Interest shall be payable monthly on so ------------- much of the principal of the Loan as shall have been advanced to the Borrower and be unpaid at a floating rate of four (4%) percentage points above the highest prime rate as...Ilx Inc/Az/ • November 28th, 1995 • Real estate dealers (for their own account) • Pennsylvania
INDENTUREIlx Inc/Az/ • November 17th, 1995 • Real estate dealers (for their own account) • Arizona
PURCHASE AND SALE AGREEMENT FOR 121 PORTAL LANE SEDONA, ARIZONAPurchase and Sale Agreement • November 14th, 2001 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
AGREEMENT FOR PURCHASE AND SALE OF DEBBIE REYNOLDS HOTEL & CASINO LAS VEGAS, NEVADA SELLER: DEBBIE REYNOLDS HOTEL & CASINO, INC. a Nevada corporation DEBBIE REYNOLDS RESORTS, INC. a Nevada corporation BUYER: ILX INCORPORATED an Arizona corporation or...Agreement • February 27th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Nevada
ARTICLES OF LIMITED PARTNERSHIP These Articles of Limited Partnership ("Articles) are made and entered into by and between Syracuse Project Incorporated, an Arizona Corporation (the "General Partner") and Hotel Syracuse Timeshare Corporation, a New...Ilx Inc/Az/ • November 28th, 1995 • Real estate dealers (for their own account) • New York
RECITALSManagement Agreement • November 27th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
RECITALSStock Pledge Agreement • August 21st, 2002 • Ilx Resorts Inc • Real estate dealers (for their own account) • Rhode Island
Recitals:Guaranty Agreement • April 15th, 1999 • Ilx Resorts Inc • Real estate dealers (for their own account) • New York
LOAN AND SECURITY AGREEMENT AGREEMENT dated as of this 25th day of August, 1995, by and between TAMMAC FINANCIAL CORP., a Delaware Corporation, having its principal office located at 100 Commerce Boulevard, Wilkes-Barre, Pennsylvania 18702...Loan and Security Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is effective as of the 1st day of January, 1997, by and between ILX Incorporated, an Arizona corporation (the "Company"), and Investor Resource Services, Inc., a Florida corporation...Consulting Agreement • January 15th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
RECITALS: ---------Financing Agreement • November 14th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
AGREEMENT OF PURCHASE AND SALE OF REAL PROPERTY, IMPROVEMENTS AND ASSOCIATED PERSONALITY THIS AGREEMENT OF PURCHASE AND SALE ("Agreement") is made as of the 12th day of September, 1995, and between Hotel Syracuse, Inc., a New York corporation...Agreement of Purchase and Sale • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
ASSUMPTION AGREEMENT (MEI/ILX/IRS)Assumption Agreement • May 20th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account)
GUARANTYGuaranty • July 16th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
1 STEELE/ILX First Modification AgreementModification Agreement • November 14th, 2001 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
LEASE AGREEMENT Edward John Martori, hereafter "Landlord", agrees to lease to ILX Resorts Incorporated, an Arizona corporation, hereafter "Tenant", and Tenant agrees to lease from Landlord, the real property situated in Maricopa County, Arizona, more...Lease Agreement • March 30th, 2000 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Exhibit 10-2 SECURED LINE OF CREDIT PROMISSORY NOTEIlx Resorts Inc • August 14th, 1998 • Real estate dealers (for their own account)
2. Term. The term of this Option (the "Option Term") shall commence upon the date hereof and shall terminate as described in paragraph 1. hereof; provided, however, that if Consultant has timely exercised as to all the shares described in...Option Agreement • February 11th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
AGREEMENT FOR PURCHASE AND SALE ------------------------------- THIS AGREEMENT FOR PURCHASE AND SALE ("Agreement") is made as of the 10th day of March 1995, by and between KOHL'S RANCH ASSOCIATES, an Arizona general partnership ("Seller"), and ILX...Agreement for Purchase and Sale • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
1 EXHIBIT 10.36Employment Agreement • March 13th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
PROMISSORY NOTE ----------- ---------- ---------- ------- ---- ---------- ------- ------- ------ Principal Loan Date Maturity Loan No Call Collateral Account Officer Init. $255,000.00 04-28-1995 05-01-1997 02836 220 61 0015204 007 -----------...Promissory Note • March 29th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account)
References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. --------------------------------------------------------------------------------
ARTICLE 2 TERMService Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account)
Borrower acknowledges and agrees that the outstanding unpaid principal balance remaining due to TAMMAC under the Loan, without offset, defense or counterclaim, as of the date of this First Modification Agreement, is: $1,193,627.46. -2-Loan and Security Agreement • November 14th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
JUNIOR ------ DEED OF TRUST, ASSIGNMENT OF RENTS, ----------------------------------- AND SECURITY AGREEMENT ----------------------And Security Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account)
CREDIT AGREEMENT (ILX ESOP) THIS CREDIT AGREEMENT ("Agreement") is entered into as of August 12, 1999, by and between Patrick J. McGroder, III, Nancy J. Stone, and James M. Myers, in their capacity as Trustees for the ILX Resorts Incorporated Employee...Credit Agreement • November 12th, 1999 • Ilx Resorts Inc • Real estate dealers (for their own account) • Colorado
EXHIBIT 10-2 AGREEMENT FOR SALE AND TRANSFER OF PROMISSORY NOTE THIS AGREEMENT FOR SALE AND TRANSFER OF PROMISSORY NOTE is entered into as of September 29, 1998, by and between ILX Resorts Incorporated, an Arizona corporation ("ILX") and Martori...Ilx Resorts Inc • November 16th, 1998 • Real estate dealers (for their own account) • Arizona
