EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 3rd, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Delaware
AGREEMENT --------- ARTICLE I Definitions -----------Loan and Security Agreement • November 10th, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
2- 3 under this Warrant, the Corporation shall execute a new Warrant for the balance of the Shares that may be purchased upon exercise of this Warrant and deliver such new Warrant to the Holder.Warrant Agreement • December 12th, 1996 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses
AMENDED AND RESTATED LICENSE AGREEMENT THIS AMENDED AND RESTATED LICENSE AGREEMENT ("Agreement"), is dated as of December 21, 2000 (the "Effective Date") by and between MacMark Corporation, a Delaware corporation ("MacMark"), Equilink Licensing...License Agreement • February 12th, 2001 • Sport Supply Group Inc • Retail-catalog & mail-order houses • New York
EXHIBIT 10.28 INDEMNIFICATION AGREEMENT This Agreement is made effective as of April 1, 2003, by and between Sport Supply Group, Inc., a Delaware corporation (the "Company"), and Carl Harnick ("Director"). W I T N E S S E T H: WHEREAS, public...Indemnification Agreement • July 11th, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Delaware
SEVERANCE AGREEMENT THIS AGREEMENT is made as of the 14th day of January, 1998, between Sport Supply Group, Inc., a Delaware corporation (the "Company"), and John P. Walker (the "Employee"). WHEREAS, the Board of Directors of the Company (the "Board")...Severance Agreement • May 18th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Delaware
SPORT SUPPLY GROUP, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • November 25th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
EXHIBIT 10.29 LOAN AND SECURITY AGREEMENT by and among CONGRESS FINANCIAL CORPORATION (SOUTHWEST)Loan and Security Agreement • June 29th, 2001 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE (this "First Amendment") is made and entered into as of this 13th day of July, 1998 by and between ACQUIPORT DFWIP, Inc., a Delaware corporation ("Landlord") and SPORT SUPPLY GROUP, INC., a...Lease • August 14th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses
EXHIBIT 10.1 SEPARATION AGREEMENT -------------------- This SEPARATION AGREEMENT (this "Agreement") is made and entered into as of September 26, 2003 (the "Effective Date") by and between Sport Supply Group, Inc., a Delaware corporation and its...Separation Agreement • November 10th, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
1 EXHIBIT 10.20.5 AMENDMENT NUMBER 5 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 30th, 1997 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses
3 - 4 (b) The Pledged Property is directly, legally and beneficially owned by Pledgor, free and clear of all claims, liens, pledges and encumbrances of any kind, nature or description, except for the pledge and security interest in favor of Pledgee...Pledge and Security Agreement • December 12th, 1996 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses • New York
MANAGEMENT SERVICES AGREEMENT THIS MANAGEMENT SERVICES AGREEMENT (the "Agreement"), is made and entered into on July 1, 1997 to be effective as of March 7, 1997 (the "Effective Date"), by and between Sport Supply Group, Inc., a Delaware corporation...Management Services Agreement • September 15th, 1997 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
Article II Amendments to Credit AgreementCredit Agreement • December 28th, 2000 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Award Agreement (the "Agreement"), is entered into as of January 14, 1998, by and between Sport Supply Group, Inc., a Delaware corporation (collectively with its direct and indirect subsidiaries,...Restricted Stock Award Agreement • May 18th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Delaware
2 3 are fully enforceable in accordance with their stated terms, and (b) that the obligations of the OBLIGORS under the ORIGINAL LOAN DOCUMENTS are not subject to any set-off, defense or counterclaim. The OBLIGORS further acknowledge that they have...Modification Agreement • December 12th, 1996 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses • Maryland
RECITALS:Employment Agreement • January 31st, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
1 2 c. Change in Control. A "Change in Control" of the Company shall have occurred if at any time during the term of this Agreement any of the following events shall occur:Sport Supply Group Inc Et Al • January 30th, 1997 • Retail-catalog & mail-order houses • Texas
EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is made as of January 14, 1998 by and between Sport Supply Group, Inc., a Delaware corporation ("Employer"), and Terrence M. Babilla ("Employee"). RECITALS: WHEREAS, Employer desires to...Employment Agreement • May 18th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
AGREEMENT --------- ARTICLE I Definitions -----------Loan and Security Agreement • February 9th, 2004 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is made as of January 23, 1997 to be effective as of December 11, 1996, by and between Sport Supply Group, Inc., a Delaware corporation ("Employer"), and John P. Walker ("Employee")....Employment Agreement • September 15th, 1997 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
AGREEMENT --------- ARTICLE I Definitions ----------- 1.01 Capitalized terms used in this Amendment are defined in the Loan Agreement, as amended hereby, unless otherwise stated. ARTICLE II Amendments ---------- 2.01 Amendments to Section 12.1. (a)...Loan and Security Agreement • August 11th, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
RECITALS:Credit Agreement • February 12th, 2001 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
i 3 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 1996 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses • Texas
EXHIBIT 10.2 AMENDMENT NO. 1 TO LICENSE AGREEMENT ------------------------------------ THIS AMENDMENT TO LICENSE AGREEMENT (this "Amendment"), effective as of the first day of August, 2003, is by and between Sport Supply Group, Inc., a Delaware...License Agreement • November 10th, 2003 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
SPORT SUPPLY GROUP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT January 23, 1997 (Effective Date of Grant) TO: Geoffrey P. Jurick WHEREAS, Sport Supply Group, Inc. (the "Company") desires to encourage Geoffrey P. Jurick's (the "Optionee") sense of...Non-Qualified Stock • September 15th, 1997 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
AMENDMENT NO. 2 TO STOCK OPTION AGREEMENTS THIS AMENDMENT NO. 2 TO STOCK OPTION AGREEMENTS (this "Amendment"), dated to be effective as of January 14, 1998, is by and between Peter S. Blumenfeld ("Blumenfeld") and Sport Supply Group, Inc. ("SSG")....Stock Option Agreements • May 18th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses
RECITALS:Non-Competition, Confidentiality and Severance Agreement • June 27th, 2002 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
SECOND AMENDMENT TO LEASE AGREEMENT THIS SECOND AMENDMENT TO LEASE AGREEMENT (this "Amendment") is executed on and to be effective as of July 31, 2000, by and between ACQUIPORT DFWIP, INC., a Delaware corporation, as landlord ("Lessor") and SPORT...Lease Agreement • August 18th, 2000 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
AGREEMENTAgreement • May 17th, 1999 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Delaware
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this "Amendment") is dated to be efffective as of Februuaarry 25, 2000 (the "Effective Date"), by and between Sport Supply Group, Inc., a Delaware corporation...Employment Agreement • August 18th, 2000 • Sport Supply Group Inc • Retail-catalog & mail-order houses
AMENDMENT NO. 1 TO STOCK OPTION AGREEMENT THIS AMENDMENT TO STOCK OPTION AGREEMENT (this "Amendment"), dated to be effective as of January 14, 1998, is by and between Terrence M. Babilla ("Babilla") and Sport Supply Group, Inc. ("SSG"). WHEREAS, SSG...Stock Option Agreement • May 18th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses
CONSULTING AND SEPARATION AGREEMENT This CONSULTING AND SEPARATION AGREEMENT (this "Agreement"') is made and entered into on August 13, 1998 to be effective as of July 28, 1998 (the "Effective Date"') by and between Sport Supply Group, Inc., a...Consulting and Separation Agreement • November 25th, 1998 • Sport Supply Group Inc • Retail-catalog & mail-order houses • Texas
1 EXHIBIT 10.4 CONSULTING AND SEPARATION AGREEMENT This CONSULTING AND SEPARATION AGREEMENT (this "Agreement") is made and entered into effective as of the 16th day of September 1994 (the "Effective Date"), by and between Sport Supply Group, Inc., a...Consulting and Separation Agreement • January 30th, 1997 • Sport Supply Group Inc Et Al • Retail-catalog & mail-order houses • Texas
AMENDMENT NO. 2 TO LICENSE AGREEMENT AND TRADEMARK MAINTENANCE AGREEMENT This Amendment No. 2 is made this 8th day of October 1998 by and between MACMARK CORPORATION, a Delaware corporation ("MacMark"), EQUILINK LICENSING CORPORATION, a Delaware...License Agreement and Trademark Maintenance Agreement • February 11th, 2000 • Sport Supply Group Inc • Retail-catalog & mail-order houses
