WARRANT AGREEMENTWarrant Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
SECURITY AGREEMENTSecurity Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
Page No. ---- ARTICLE I. SALE OF SHARES AND CLOSING 1.01 Purchase and Sale................................. 1 1.02 Purchase Price; Option Cancellation Payment....... 1 1.03 Closing........................................... 3 ARTICLE II....Stock Purchase Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC 1,360 Units consisting of 1,000 Shares of 12% Senior PIK Preferred Stock with Warrants to Purchase 44,440 Shares of Common Stock PURCHASE AGREEMENTNational Tobacco Co Lp • September 3rd, 1997 • New York
as Issuer,National Tobacco Co Lp • September 3rd, 1997 • New York
CONSULTING AGREEMENT AGREEMENT made as of this 25th day of June, 1997 between NORTH ATLANTIC TRADING COMPANY, INC., a Delaware corporation with offices at 257 Park Avenue South, New York, New York 10010, (the "Company"), and JACK AFRICK, who resides...Consulting Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of June 25, 1997 (as amended, modified or supplemented from time to time, the "Agreement"), made by each of the undersigned (each, a "Pledgor" and together with any other entity that becomes a party hereto...Pledge Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
CREDIT AGREEMENTCredit Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC 11% Senior Notes due 2004 PURCHASE AGREEMENTNational Tobacco Co Lp • September 3rd, 1997 • New York
EMPLOYMENT AGREEMENT THIS AGREEMENT is entered into this 1st day of January, 1997, between NTC HOLDING, LLC, a Delaware limited liability company (the "Company"), and JAY MARTIN (the "Employee"). 1. Employment. Unless sooner terminated as set forth in...Employment Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPNational Tobacco Co Lp • September 3rd, 1997 • Delaware
by and amongRegistration Rights Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
W I T N E S S E T H:Assignment and Assumption • September 3rd, 1997 • National Tobacco Co Lp
AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NATIONAL TOBACCO COMPANY, L.P. AMENDMENT NO. 1 dated and effective as of June 25, 1997, to the Third Amended and Restated Agreement of Limited Partnership (the...National Tobacco Co Lp • September 3rd, 1997
SUBSIDIARY GUARANTY SUBSIDIARY GUARANTY, dated as of June 25, 1997 (as amended, modified or supplemented from time to time, this "Guaranty"), made by each of the undersigned (each, a "Guarantor" and together with any other entity that becomes a party...Subsidiary Guaranty • September 3rd, 1997 • National Tobacco Co Lp • New York
UNIT AGREEMENTUnit Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
AMENDMENT NO. 1 TO THE NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • September 3rd, 1997 • National Tobacco Co Lp
PREFERRED STOCK REGISTRATION RIGHTS AGREEMENT Dated as of June 25, 1997 by and among NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC.Preferred Stock Registration Rights Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
PREAMBLEDistribution and License Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
W I T N E S S E T H: - - - - - - - - - -Assignment and Assumption Of • September 3rd, 1997 • National Tobacco Co Lp
COMMON STOCK REGISTRATION RIGHTS AND STOCKHOLDERS AGREEMENT Dated as of June 25, 1997Common Stock Registration Rights and Stockholders Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
AGREEMENTEmployment Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
EXCHANGE ANDExchange and Stockholders' Agreement • September 3rd, 1997 • National Tobacco Co Lp • Delaware
andPurchasing and Processing Agreement • September 3rd, 1997 • National Tobacco Co Lp • Pennsylvania
AGREEMENTEmployment Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NONQUALIFIED STOCK OPTION AGREEMENT GRANTED TO: David I. Brunson EFFECTIVE DATE OF April 23, 1997 GRANT: GRANTED PURSUANT TO: NORTH ATLANTIC TRADING COMPANY 1997 SHARE INCENTIVE PLAN NUMBER OF UNDERLYING 30,928 SHARES: EXERCISE PRICE: 18.19 per share...Nonqualified Stock Option Agreement • September 3rd, 1997 • National Tobacco Co Lp
April 14, 1997National Tobacco Co Lp • September 3rd, 1997
Portions of this exhibit have been omitted pursuant to a request for confidential treatment. The omitted portions marked by [**] have been separately filed with the Commission. RESTATED AMENDMENT, dated as of June 25, 1997 (the "Agreement") between...National Tobacco Co Lp • September 3rd, 1997
