Tandy Brands Accessories Inc Sample Contracts

Tandy Brands Accessories Inc – NINTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (September 27th, 2013)

THIS NINTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) executed as of June 28, 2013, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated of even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – CREDIT AGREEMENT Dated as of July 24, 2013 among TANDY BRANDS ACCESSORIES, INC., as Borrower The Guarantors Named Herein SALUS CAPITAL PARTNERS, LLC as Administrative Agent and Collateral Agent, and The Other Lenders Party Hereto (September 27th, 2013)
Tandy Brands Accessories Inc – SUBORDINATED PROMISSORY NOTE (September 27th, 2013)

For value received, Tandy Brands Accessories, Inc., a Delaware corporation ("Maker") does hereby promise to pay to the order of totes ISOTONER Corporation, an Ohio corporation (together with its successors and assigns, "Licensor"), at such address as Licensor may notify Maker from time to time, in legal and lawful money of the United States of America, the sum of $955,739.90, together with interest from the date hereof on the principal balance outstanding from time to time as hereinafter provided.  Interest shall be computed on a per annum basis of a year of 365 days or 366 days in a leap year, as the case may be.

Tandy Brands Accessories Inc – SUBORDINATED PROMISSORY NOTE (September 27th, 2013)

For value received, Tandy Brands Accessories, Inc., a Delaware corporation ("Maker") does hereby promise to pay to the order of Eddie Bauer Licensing Services LLC ("Payee"), at 10401 NE 8th Street, Suite 500, Bellevue, WA 98004, or such address as Eddie Bauer may notify Maker from time to time, in legal and lawful money of the United States of America, on or before July 15, 2015 (the “Maturity Date”), the sum of $502,946.63, together with interest accruing at the rate of 6% per annum from the date hereof on the principal balance outstanding until paid in full.  Interest shall be computed on a per annum basis of a year of 365 days or 366 days in a leap year, as the case may be.

Tandy Brands Accessories Inc – EIGHTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (September 27th, 2013)

THIS EIGHTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) executed as of May 30, 2013, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated of even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – SUBORDINATED PROMISSORY NOTE (September 27th, 2013)

For value received, Tandy Brands Accessories, Inc., a Delaware corporation ("Maker") does hereby promise to pay to the order of Ample Sources Industries Limited ("Vendor"), at such address as Vendor may notify Maker from time to time, in legal and lawful money of the United States of America, the sum of $1,206,030.03, together with interest from the date hereof on the principal balance outstanding from time to time as hereinafter provided.  Interest shall be computed on a per annum basis of a year of 365 days or 366 days in a leap year, as the case may be.

Tandy Brands Accessories Inc – SUBORDINATED PROMISSORY NOTE (September 27th, 2013)

For value received, Tandy Brands Accessories, Inc., a Delaware corporation ("Maker") does hereby promise to pay to the order of Ocean Ken International Limited ('"Vendor"), at such address as Vendor may notify Maker from time to time, in legal and lawful money of the United States of America, the sum of $856,254.30, together with interest from the date hereof on the principal balance outstanding from time to time as hereinafter provided.  Interest shall be computed on a per annum basis of a year of 365 days or 366 days in a leap year, as the case may be.

Tandy Brands Accessories Inc – MASTER AGREEMENT (September 27th, 2013)

This Master Agreement dated as of  July 24, 2013, is by and between   TANDY BRANDS ACCESSORIES, INC., a Delaware corporation (the "Manager"), and EPK Financial Corporation, a Texas corporation ("EPK").

Tandy Brands Accessories Inc – AMENDMENT NO. 1 TO CREDIT AGREEMENT (September 27th, 2013)

This Amendment No. 1 to Credit Agreement (this “Agreement”) is dated as of September 26, 2013, between TANDY BRANDS ACCESSORIES, INC., a Delaware corporation (“Borrower”), the Persons named on Schedule 1.01 to the Credit Agreement (defined below)(collectively, the “Guarantors”), each Lender (as defined in the Credit Agreement) from time to time party to the Credit Agreement, and SALUS CAPITAL PARTNERS, LLC, a Delaware limited liability company, as  a lender, Administrative Agent and Collateral Agent (“Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Loan Documents (defined below).

Tandy Brands Accessories Inc – SUBORDINATED PROMISSORY NOTE (September 27th, 2013)

For value received, Tandy Brands Accessories, Inc., a Delaware corporation ("Maker") does hereby promise to pay to the order of Best Development Company (Hong Kong) Limited ("Vendor"), at such address as Vendor may notify Maker from time to time, in legal and lawful money of the United States of America, the sum of $5,389,821.80, together with interest from the date hereof on the principal balance outstanding from time to time as hereinafter provided.  Interest shall be computed on a per annum basis of a year of 365 days or 366 days in a leap year, as the case may be.

Tandy Brands Accessories Inc – NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT pursuant to the TANDY BRANDS ACCESSORIES, INC. 2012 OMNIBUS PLAN (September 27th, 2013)

This NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT is made as of this ____ day of _____, 2013 (the "Date of Grant"), between Tandy Brands Accessories, Inc., a Delaware corporation (the "Company"), and ___________, a non-employee member of the Board of Directors of the Company ("Director"). Capitalized terms used in this Agreement shall have the meaning ascribed under the Tandy Brands Accessories, Inc. 2012 Omnibus Plan (the "Plan") unless expressly provided herein.

Tandy Brands Accessories Inc – SEVENTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (April 17th, 2013)

THIS SEVENTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this "Amendment") executed as of April 11, 2013, is by and among Tandy Brands Accessories, Inc., a Delaware corporation ("Parent"), H.A. Sheldon Canada Ltd., an Ontario corporation ("HA Sheldon"; Parent and HA Sheldon are herein collectively called "Company"), Wells Fargo Bank, National Association ("Wells Fargo"), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated of even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – Tandy Brands Receives Nasdaq Notice Regarding Listing Requirements (February 27th, 2013)

DALLAS, Feb. 27, 2013 (GLOBE NEWSWIRE) -- On February 22, 2013, Tandy Brands Accessories, Inc. (Nasdaq:TBAC) (the "Company"), a leading designer and marketer of branded men's, women's and children's accessories, received a notification letter from the Nasdaq Global Market ("Nasdaq") stating that because the Company has not yet filed its Quarterly Report on Form 10-Q for the period ended December 31, 2012 (the "10-Q") with the Securities and Exchange Commission (the "Commission"), it was not in compliance with the continued listing requirements under Nasdaq Listing Rule 5250(c)(1). This press release is being issued in accordance with Nasdaq Listing Rule 5810(b).

Tandy Brands Accessories Inc – SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (November 15th, 2012)

THIS SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this "Amendment") executed on November 12, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation ("Parent"), H.A. Sheldon Canada Ltd., an Ontario corporation ("HA Sheldon"; Parent and HA Sheldon are herein collectively called "Company"), Wells Fargo Bank, National Association ("Wells Fargo"), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated of even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – SEVERANCE PAY AGREEMENT (September 4th, 2012)

This SEVERANCE PAY AGREEMENT ("Agreement"), effective as of February 20, 2012 (the "Effective Date"), by and between Tandy Brands Accessories, Inc., a Delaware corporation (the "Company"), and Hilda McDuff (the "Executive"), evidences that;

Tandy Brands Accessories Inc – THIRD AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND CONSENT (September 4th, 2012)

THIS THIRD AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND CONSENT (this “Amendment”) executed on June 5, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – FIFTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (September 4th, 2012)

THIS FIFTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this "Amendment") executed on August 29, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation ("Parent"), H.A. Sheldon Canada Ltd., an Ontario corporation ("HA Sheldon"; Parent and HA Sheldon are herein collectively called "Company"), Wells Fargo Bank, National Association ("Wells Fargo"), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – SEVERANCE PAY AGREEMENT (September 4th, 2012)

This SEVERANCE PAY AGREEMENT ("Agreement"), effective as of February 20, 2012 (the "Effective Date"), by and between Tandy Brands Accessories, Inc., a Delaware corporation (the "Company"), and Robert J. McCarten (the "Executive"), evidences that;

Tandy Brands Accessories Inc – FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (September 4th, 2012)

THIS FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) executed on August 9, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust, a Pennsylvania business trust, and TBAC-TOREL, Inc., a Delaware corporation, consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – SEVERANCE PAY AGREEMENT (September 4th, 2012)

This SEVERANCE PAY AGREEMENT ("Agreement"), effective as of February 20, 2012 (the "Effective Date"), by and between Tandy Brands Accessories, Inc., a Delaware corporation (the "Company"), and Joseph C. Talley (the "Executive"), evidences that;

Tandy Brands Accessories Inc – Tandy Brands Accessories, Inc. 2013 Performance Unit Award Agreement (September 4th, 2012)

This award agreement ("Award Agreement") sets forth the terms and conditions of the 2013 Performance Unit Program (the "Program") which is governed by the Tandy Brands Accessories, Inc. 2002 Omnibus Plan (the "Plan"). This Award Agreement, together with the Plan, govern the rights under the Program with respect to the performance-based unit (each, a "Performance Unit") Awards granted under this Award Agreement, and set forth all of the conditions and limitations affecting such rights.  Terms used in this Award Agreement that are not otherwise defined herein shall have the meanings ascribed to them in the Plan.  If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan's terms shall supersede and replace the conflicting terms of this Award Agreement.  For purposes of this Award Agreement, "Company" means Tandy Brands Accessories, Inc., its affiliates, and/or its subsidiaries.

Tandy Brands Accessories Inc – Summary of Fiscal 2013 Management Incentive Plan for Tandy Brands Accessories, Inc. (July 2nd, 2012)

The Board of Directors of Tandy Brands Accessories, Inc. (the "Company"), on June 26, 2012, approved the Company's fiscal 2013 management incentive plan, pursuant to which cash bonuses for the Company's executive officers will be determined for fiscal 2013.  Under the management incentive plan, target payout opportunities are expressed as a percentage of base salary, with threshold, target and maximum payout opportunities expressed as a percentage of the target award (actual payouts may generally range anywhere between the threshold and maximum percentages).  No cash bonuses will be paid if threshold performance is not achieved.  All executive officer payouts are subject to the approval of the Board of Directors.

Tandy Brands Accessories Inc – SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND WAIVER (May 14th, 2012)

THIS SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND WAIVER (this “Amendment”) executed on May 11, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division, and TBAC Investment Trust and TBAC-TOREL, Inc. consenting to this Amendment and ratifying their respective Guaranties (as defined in the Credit Agreement) each dated even date with the Credit Agreement (defined below).

Tandy Brands Accessories Inc – [CONFIDENTIAL TREATMENT REQUESTED FOR PORTIONS OF DOCUMENT] WELLS FARGO BUSINESS CREDIT CREDIT AND SECURITY AGREEMENT (April 19th, 2012)

THIS CREDIT AND SECURITY AGREEMENT (the “Agreement”) is dated as of August 25, 2011, and is entered into between Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), and Wells Fargo Bank, National Association (as more fully defined in Exhibit A, “Wells Fargo”), acting through its Wells Fargo Business Credit operating division.

Tandy Brands Accessories Inc – FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT (February 10th, 2012)

THIS FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”), executed on January 20, 2012, is by and among Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), and Wells Fargo Bank, National Association (“Wells Fargo”), acting through its Wells Fargo Business Credit operating division.

Tandy Brands Accessories Inc – NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT pursuant to the TANDY BRANDS ACCESSORIES, INC. 2002 OMNIBUS PLAN (September 1st, 2011)

This NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT is made as of this ____ day of _____, 20___ (the "Date of Grant"), between Tandy Brands Accessories, Inc., a Delaware corporation (the "Company"), and «Grantee», a non-employee member of the Board of Directors of the Company ("Director"). Capitalized terms used in this Agreement shall have the meaning ascribed under the Tandy Brands Accessories, Inc. 2002 Omnibus Plan (the "Plan") unless expressly provided herein.

Tandy Brands Accessories Inc – 2012 Performance Unit Award Agreement (September 1st, 2011)

This award agreement ("Award Agreement") sets forth the terms and conditions of the 2012 Performance Unit Program (the "Program") which is governed by the Tandy Brands Accessories, Inc. 2002 Omnibus Plan (the "Plan"). This Award Agreement, together with the Plan, govern the rights under the Program with respect to the performance-based unit (each, a "Performance Unit") Awards granted under this Award Agreement, and set forth all of the conditions and limitations affecting such rights.  Terms used in this Award Agreement that are not otherwise defined herein shall have the meanings ascribed to them in the Plan.  If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan's terms shall supersede and replace the conflicting terms of this Award Agreement.  For purposes of this Award Agreement, "Company" means Tandy Brands Accessories, Inc., its affiliates, and/or its subsidiaries.

Tandy Brands Accessories Inc – [CONFIDENTIAL TREATMENT REQUESTED FOR PORTIONS OF DOCUMENT] WELLS FARGO BUSINESS CREDIT CREDIT AND SECURITY AGREEMENT (September 1st, 2011)

THIS CREDIT AND SECURITY AGREEMENT (the “Agreement”) is dated as of August 25, 2011, and is entered into between Tandy Brands Accessories, Inc., a Delaware corporation (“Parent”), H.A. Sheldon Canada Ltd., an Ontario corporation (“HA Sheldon”; Parent and HA Sheldon are herein collectively called “Company”), and Wells Fargo Bank, National Association (as more fully defined in Exhibit A, “Wells Fargo”), acting through its Wells Fargo Business Credit operating division.

Tandy Brands Accessories Inc – Summary of Fiscal 2012 Management Incentive Plan for Tandy Brands Accessories, Inc. (June 30th, 2011)

Pursuant to authority granted by the Board of Directors of Tandy Brands Accessories, Inc. (the “Company”), on June 24, 2011, the Compensation Committee of the Company’s Board of Directors approved the Company’s fiscal 2012 management incentive plan, pursuant to which cash bonuses for the Company’s executive officers will be determined for fiscal 2012. Under the management incentive plan, target payout opportunities are expressed as a percentage of base salary, with threshold, target and maximum payout opportunities expressed as a percentage of the target award (actual payouts may generally range anywhere between the threshold and maximum percentages). No cash bonuses will be paid if threshold performance is not achieved. All executive officer payouts are subject to the approval of the Board of Directors.

Tandy Brands Accessories Inc – AMENDMENT NO. 4 TO CREDIT AGREEMENT (May 12th, 2011)

This Amendment No. 4 to Credit Agreement (“Amendment”) is dated as of March 31, 2011 (“Effective Date”) between Tandy Brands Accessories, Inc., a Delaware corporation (“Borrower”) and Comerica Bank, a Texas banking association (“Bank”).

Tandy Brands Accessories Inc – AMENDMENT NO. 4 TO CREDIT AGREEMENT (May 12th, 2011)

This Amendment No. 4 to Credit Agreement (“Amendment”) is dated as of March 31, 2011 (“Effective Date”) between Tandy Brands Accessories, Inc., a Delaware corporation (“Borrower”) and Comerica Bank, a Texas banking association (“Bank”).

Tandy Brands Accessories Inc – SERVICES AGREEMENT (February 10th, 2011)

THIS SERVICES AGREEMENT is made and entered into as of January 2, 2011, between RDMartin, Ltd, a Georgia corporation (“RDMartin”), and Tandy Brands Accessories, Inc. (the “Client”).

Tandy Brands Accessories Inc – Separation Agreement and Release of Claims (February 10th, 2011)

This Separation Agreement and Release of Claims (“Agreement”) is made by and between Craig Mackey an Employee, and Tandy, Employer (collectively, the “Parties”).

Tandy Brands Accessories Inc – INDUSTRIAL LEASE AGREEMENT BETWEEN PINNACLE INDUSTRIAL CENTER LIMITED PARTNERSHIP AS LANDLORD AND TANDY BRANDS ACCESSORIES, INC. AS TENANT (August 26th, 2010)

THIS LEASE AGREEMENT (the “Lease”) is made as of the “Lease Date” (as defined in Section 37 herein) by and between PINNACLE INDUSTRIAL CENTER LIMITED PARTNERSHIP, a Texas limited partnership (“Landlord”), and TANDY BRANDS ACCESSORIES, INC., a Delaware corporation (“Tenant”) (the words “Landlord” and “Tenant” to include their respective legal representatives, successors and permitted assigns where the context requires or permits).

Tandy Brands Accessories Inc – Tandy Brands Accessories, Inc. 2011 Performance Unit Award Agreement (August 26th, 2010)

This award agreement (“Award Agreement”) sets forth the terms and conditions of the 2011 Performance Unit Program (the “Program”) which is governed by the Tandy Brands Accessories, Inc. 2002 Omnibus Plan (the “Plan”). This Award Agreement, together with the Plan, govern the rights under the Program with respect to the performance-based units (each, a “Performance Unit”) Awards granted under this Award Agreement, and set forth all of the conditions and limitations affecting such rights. Terms used in this Award Agreement that are not otherwise defined herein shall have the meanings ascribed to them in the Plan. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement. For purposes of this Award Agreement, “Company” means Tandy Brands Accessories, Inc., its affiliates, and/or its subsidiaries.