EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 14 day of December, 2004 (the “Effective Date”), by and between General Nutrition Centers, Inc., a Delaware corporation (the “Company”), and Thomas Dowd (the “Executive”).
CREDIT AGREEMENT among GNC CORPORATION, GENERAL NUTRITION CENTERS, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, J.P. MORGAN SECURITIES INC. and GOLDMAN SACHS CREDIT PARTNERS L.P., as Joint Lead Arrangers GOLDMAN SACHS...Credit Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
CREDIT AGREEMENT, dated as of March 16, 2007, among GNC CORPORATION, a Delaware corporation (“Holdings”), GENERAL NUTRITION CENTERS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), J.P. MORGAN SECURITIES INC. and GOLDMAN SACHS CREDIT PARTNERS L.P., as joint lead arrangers and joint bookrunners (in such capacities, the “Arrangers”), GOLDMAN SACHS CREDIT PARTNERS L.P., as syndication agent (in such capacity, the “Syndication Agent”), JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and MERRILL LYNCH CAPITAL CORPORATION and LEHMAN COMMERCIAL PAPER INC., as documentation agents (in such capacity, the “Documentation Agents”).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
THIS SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of March 5, 2007, is among General Nutrition Centers, Inc., a Delaware corporation (the “Company”), the Guarantors (the “Guarantors”) under the Indenture referred to below, and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
EXHIBIT 10.34 AMENDED AND RESTATED GNC/RITE AID RETAIL AGREEMENT THIS AMENDED AND RESTATED GNC/RITE AID AGREEMENT ("Retail Agreement"), previously entered into and dated as of the 8th day of December, 1998 (Effective Date), and amended on November 20,...Rite Aid Retail Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • Pennsylvania
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • Delaware
This Indemnification Agreement (“Agreement”) is made as of March , 2007 by and between GNC Acquisition Holding Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
This MANAGEMENT SERVICES AGREEMENT (this “Agreement”), dated as of March 16, 2007 (the “Effective Date”), is made by and between GNC Acquisition Holdings Inc., a Delaware corporation (the “Holdings”), and General Nutrition Centers, Inc., a Delaware corporation (“Centers”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 5, 2007, is among General Nutrition Centers, Inc., a Delaware corporation (the “Company”), the Guarantors (the “Guarantors”) under the Indenture referred to below, and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
STOCKHOLDERS’ AGREEMENT BY AND AMONG GNC PARENT CORPORATION AND ITS STOCKHOLDERS Dated as of November 10, 2006Stockholders’ Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • Delaware
THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of November 10, 2006, is by and among GNC Parent Corporation, a Delaware corporation (the “Company”), GNC Investors, LLC, a Delaware limited liability company (“GNC LLC”), Apollo Investment Fund V, L.P., a Delaware limited partnership (“Apollo LP”), and each of the other persons (as defined in Section 1 and whose names are listed on the Schedule of Stockholders maintained by the Secretary of the Company) other than GNC LLC and Apollo. Each of the parties to this Agreement (other than the Company), and each person who shall become a party to or agree to be bound by the terms of this Agreement after the date hereof, is sometimes hereinafter referred to as a “Stockholder.” All capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in Section 1 hereto.
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • Delaware
AGREEMENT, executed this [date], among GNC Acquisition Holdings Inc., a Delaware corporation (the “Company”), and [Indemnitee] (the “Indemnitee”), and, with respect to its guarantee set forth on the signature pages hereto only, General Nutrition Centers, Inc. a Delaware corporation (“Centers”) and wholly owned subsidiary of the Company.
GUARANTEE AND COLLATERAL AGREEMENT made by GNC CORPORATION GENERAL NUTRITION CENTERS, INC. and certain of its Subsidiaries in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of March 16, 2007Guarantee and Collateral Agreement • August 10th, 2007 • General Nutrition International Inc • Retail-food stores • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of March 16, 2007, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for (i) the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Credit Agreement, dated as of March 16, 2007 (as amended, supplemented, replaced or otherwise modified from time to time, the “Credit Agreement”), among GNC CORPORATION, a Delaware corporation (“Holdings”), GENERAL NUTRITION CENTERS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), J.P. MORGAN SECURITIES INC. and GOLDMAN SACHS CREDIT PARTNERS L.P., as joint lead arrangers and joint bookrunners (in such capacities, the “Arrangers”), GOLDMAN SACHS CREDIT PARTNE
