NONQUALIFIED STOCK OPTION AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2008 EQUITY AND INCENTIVE PLAN (EXECUTIVE EMPLOYEES)Nonqualified Stock Option Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this _________ day of _________, 20__ (the “Date of Grant”), by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and [Insert Participant Name] (“Participant”).
RESTRICTED STOCK AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2003 EQUITY INCENTIVE PLAN (EXECUTIVES)Restricted Stock Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this __________ day of __________, ____, by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and _________________________ (“Participant”).
RESTRICTED STOCK AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2008 EQUITY AND INCENTIVE PLAN (EXECUTIVE EMPLOYEES)Restricted Stock Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this ______ day of ________, _____ (the “Grant Date”) by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and [Insert Participant Name] (“Participant”).
BLUESTEM LETTER AGREEMENTBluestem Letter Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses • New York
We refer to the Credit Agreement, dated as of August 20, 2010, between Fingerhut Receivables I, LLC (the “Company”), the Tranche A Lenders and Tranche B Lenders from time to time parties thereto, Goldman Sachs Bank USA (“GS Bank”), as administrative agent, collateral agent, joint lead arranger, joint bookrunner, syndication agent and documentation agent, and J.P. Morgan Securities Inc., as joint lead arranger and joint bookrunner (“Credit Agreement”). Defined terms used but not defined herein or in Appendix A hereto have the meaning specified in the Credit Agreement. This is the “Bluestem Letter Agreement” referred to in the Credit Agreement and reflects the agreement of the parties hereto as to the matters specified herein.
NONQUALIFIED STOCK OPTION AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2003 EQUITY INCENTIVE PLAN (EXECUTIVES)Nonqualified Stock Option Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this ___ day of ________, 20___ (the “Issue Date”) by and between Fingerhut Direct Marketing, Inc. , a Delaware corporation (the “Company”), and ________________ (“Optionee”).
June 21, 2007Pledge and Security Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses • Illinois
Reference is made to that certain Securities Purchase Agreement, dated as of March 23, 2006 (the “Purchase Agreement”), between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and the purchasers named on the Purchaser Schedule attached thereto (the “Purchasers”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Purchase Agreement.
NONQUALIFIED STOCK OPTION AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2005 NON- EMPLOYEE DIRECTORS PLANNonqualified Stock Option Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this ____ day of ___________ 2005 (the “Issue Date”) by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and ______________________ (“Optionee”).
RESTRICTED STOCK AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2008 EQUITY AND INCENTIVE PLAN (CEO)Restricted Stock Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this _______ day of ___________, _____ (the “Grant Date”) by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and __________________ (“Participant”).
SERVICING AGREEMENT between BLUESTEM BRANDS, INC., Servicer, FINGERHUT RECEIVABLES I, LLC, Company, and GOLDMAN SACHS BANK USA, Administrative Agent and Collateral Agent Dated as of August 20, 2010Servicing Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses • New York
Pursuant to (a) Section 2.04(e) of the Servicing Agreement, dated as of August 20, 2010 (the “Servicing Agreement”), among Bluestem Brands, Inc. as Servicer (“Bluestem”) and Fingerhut Receivables I, LLC (“LLC”), Goldman Sachs Bank USA (“GS Bank”), as administrative agent (the “Administrative Agent”) and collateral agent, and (b) Section 2.15 of the Credit Agreement, dated as of August 20, 2010, among LLC, GS Bank as administrative agent, collateral agent, joint lead arranger, joint bookrunner, syndication agent and documentation agent, J.P. Morgan Securities Inc., as joint lead arranger and joint bookrunner and the Lenders party thereto from time to time, Bluestem is required to prepare certain information each day regarding the cash receipts, distributions and performance of the Underlying Receivables for the Date of Processing specified above. The undersigned, a duly authorized representative of Bluestem, does hereby certify in this report:
INCENTIVE STOCK OPTION AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2003 EQUITY INCENTIVE PLAN (NON-EXECUTIVE)Incentive Stock Option Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this ____ day of _____________, ______,(the “Issue Date”) by and between Fingerhut Direct Marketing, Inc. , a Delaware corporation (the “Company”), and ______________________ (“Optionee”).
RESTRICTED STOCK AWARD AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2005 NON- EMPLOYEE DIRECTORS PLANRestricted Stock Award Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this _______ day of ________, 20__ (the “Grant Date”) by and between Fingerhut Direct Marketing, Inc., a Delaware Company (the “Company”), and ______________________ (“Participant”).
RESTRICTED STOCK AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2003 EQUITY INCENTIVE PLAN (CEO)Restricted Stock Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT is made effective as of this ________ day of ______ 20__ (the “Grant Date”), by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and ________________ (the “Participant”).
May 15, 2008Pledge and Security Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses • Illinois
Reference is made to that certain Securities Purchase Agreement, dated as of March 23, 2006, as amended by that certain letter agreement dated as of June 21, 2007 (the “Purchase Agreement”), between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and the purchasers named on the Purchaser Schedule attached thereto (the “Purchasers”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Purchase Agreement.
RESTRICTED STOCK AGREEMENT FINGERHUT DIRECT MARKETING, INC. 2008 EQUITY AND INCENTIVE PLAN (NON-EMPLOYEE INDEPENDENT DIRECTORS)Restricted Stock Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses
THIS AGREEMENT, made effective as of this __________ of __________, _____ (the “Grant Date”) by and between Fingerhut Direct Marketing, Inc., a Delaware corporation (the “Company”), and [Insert Participant Name] (“Participant”).
August 20, 2010Security Agreement • June 10th, 2011 • Bluestem Brands, Inc. • Retail-catalog & mail-order houses • Illinois
Reference is made to that certain Securities Purchase Agreement, dated as of March 23, 2006, as amended by that certain letter agreement dated as of June 21, 2007, that certain letter agreement dated as of May 15, 2008 and that certain letter agreement dated as of July 31, 2009 (the “Purchase Agreement”), between Bluestem Brands, Inc. (formerly known as Fingerhut Direct Marketing, Inc.), a Delaware corporation (the “Company”), and the purchasers named on the Purchaser Schedule attached thereto (the “Purchasers”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Purchase Agreement.
