AMENDMENT NUMBER NINE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of February 21, 2017, among ALLIANCE ENTERTAINMENT HOLDING CORPORATION, a Delaware corporation ("Alliance Holding"), PROJECT PANTHER ACQUISITION CORPORATION, a Delaware corporation ("Panther"), AEC DIRECT, LLC, a Delaware limited liability company ("AEC"), ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company ("Alliance”), DIRECTTOU, LLC, a Delaware limited liability company ("Directtou”), MECCA ELECTRONICS INDUSTRIES, INC., a New York corporation (“Mecca”), MILL CREEK ENTERTAINMENT, LLC, a Minnesota limited liability company (“Mill Creek”), AERIS MARKETING, LLC, a Minnesota limited liability company (“Aeris”), COKEM INTERNATIONAL, LTD., a Minnesota corporation (“COKeM”, and together with Aeris, Mill Creek, Mecca, Alliance Holding, Panther, AEC, Alliance and Directtou each a “Borrower”, and collectively, the “Borrowers”), the financial institutions party to this Agreement from time to time as Lenders, and BANK
EMPLOYMENT AGREEMENTEmployment Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • Florida
EMPLOYMENT AGREEMENT (this “Agreement”), dated as of ________, between Alliance Entertainment Holding Corporation (the “Company”) and Bruce Ogilvie (“Executive,” together with the Company, the “Parties” and, each, a “Party”).
MULTl-TENANT INDUSTRIAL TRIPLE NET LEASEGuaranty Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of December 14, 2007, by SOURCE INTERLINK COMPANIES, INC., a Delaware corporation, with its principal place of business at 27500 Riverview Center Blvd., Bonita Springs, Florida 34134 (“Source”), in favor of Cedar Grove-Crossdock, LLC (the “Landlord”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
This First Amendment to Lease Agreement (this “First Amendment”) is made this 18 day of January, 2013 by and between KTR LOU I LLC, a Delaware limited liability company (“Landlord”) and Alliance Entertainment, LLC, a Delaware limited liability Company (“Tenant”).
LOAN AND SECURITY AGREEMENT Dated as of February 21, 2017Loan and Security Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
THIS LOAN AND SECURITY AGREEMENT is dated as of February 21, 2017, among ALLIANCE ENTERTAINMENT HOLDING CORPORATION, a Delaware corporation (“Alliance Holding”), PROJECT PANTHER ACQUISITION CORPORATION, a Delaware corporation (“Panther”), AEC DIRECT, LLC, a Delaware limited liability company (“AEC”), ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company (“Alliance”), DIRECTTOU, LLC, a Delaware limited liability company (“Directtou”, and together with Alliance Holding, Panther, AEC, and Alliance, collectively, “Borrowers”), the financial institutions party to this Agreement from time to time as Lenders, and BANK OF AMERICA, N.A., a national banking association (“Bank of America”), as agent for the Lenders (in such capacity, “Agent”).
FIRST AMENDMENT TO LEASE (COMMENCEMENT DATE AGREEMENT AND MODIFICATION)Commencement Date Agreement and Modification) • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
This First Amendment to Lease (this “Amendment”) is made effective as of January 31, 2012, by and between FRENCH OVERSEAS COMPANY, LLC, a Florida limited company (“Landlord”), and ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company authorized to do business in the State of Florida (“Tenant”).
AMENDMENT NUMBER TEN TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
This AMENDMENT NUMBER TEN TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of May 4, 2022, is entered into by and among ALLIANCE ENTERTAINMENT HOLDING CORPORATION, a Delaware corporation (“Alliance Holding”), PROJECT PANTHER ACQUISITION CORPORATION, a Delaware corporation (“Panther”), AEC DIRECT, LLC, a Delaware limited liability company (“AEC”), ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company (“Alliance”), DIRECTTOU, LLC, a Delaware limited liability company (“Directtou”), MECCA ELECTRONICS INDUSTRIES, INC., a New York corporation (“Mecca”), MILL CREEK ENTERTAINMENT, LLC, a Minnesota limited liability company (“Mill Creek”), AERIS MARKETING, LLC, a Minnesota limited liability company (“Aeris,”), and COKEM INTERNATIONAL, LTD., a Minnesota corporation (“COKeM”, and together with Alliance Holding, Panther, AEC, Alliance, Directtou, Mecca, Mill Creek and Aeris, each a “Borrower”, and collectively, the “Borrowers”), the Lenders (as defined below) party hereto,
SECOND AMENDMENT TO LEASELease • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
THIS SECOND AMENDMENT TO LEASE (this “Amendment”) is entered into as of 6/26/20, by and between LIBERTY PROPERTY LIMITED PARTNERSHIP, a Pennsylvania limited partnership (“Landlord”), and COKEM INTERNATIONAL, LTD., a Minnesota corporation (“Tenant”).
GUARANTY AGREEMENTGuaranty Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of November 9, 2012, by Project Panther Acquisition Corporation, a Delaware corporation, with its principal place of business at 360 North Crescent Drive, Beverly Hills, CA 90210 (“Guarantor”), in favor of KTR LOU I LLC, a Delaware limited liability company (the “Landlord”).
AMENDMENT NUMBER ELEVEN TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • New York
This AMENDMENT NUMBER ELEVEN TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of June 30, 2022, is entered into by and among ALLIANCE ENTERTAINMENT HOLDING CORPORATION, a Delaware corporation (“Alliance Holding”), PROJECT PANTHER ACQUISITION CORPORATION, a Delaware corporation (“Panther”), AEC DIRECT, LLC, a Delaware limited liability company (“AEC”), ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company (“Alliance”), DIRECTTOU, LLC, a Delaware limited liability company (“Directtou”), MECCA ELECTRONICS INDUSTRIES, INC., a New York corporation (“Mecca”), MILL CREEK ENTERTAINMENT, LLC, a Minnesota limited liability company (“Mill Creek”) and COKEM INTERNATIONAL, LTD., a Minnesota corporation (“COKeM”, and together with Alliance Holding, Panther, AEC, Alliance, Directtou, Mecca and Mill Creek, each a “Borrower”, and collectively, the “Borrowers”), the Lenders (as defined below) party hereto, and BANK OF AMERICA, N.A., a national banking association (“Bank of America
INDEMNITY AGREEMENTIndemnity Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • Delaware
This Indemnity Agreement (“Agreement”) is made as of , 20 by and between Alliance Entertainment Holding Corporation, a Delaware corporation (the “Company”), and , a member of the Board of Directors of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
SECOND AMENDMENT TO LEASELease • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
THIS SECOND AMENDMENT TO LEASE (“Second Amendment”) is made as of the ___ day of August, 2016, by and between FRENCH OVERSEAS COMPANY, LLC, a Florida limited liability company (“Landlord”), and ALLIANCE ENTERTAINMENT, LLC, a Delaware limited liability company authorized to do business in the State of Florida (“Tenant”). Landlord and Tenant shall be collectively referred to as the “Parties” and each a “Party.”
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec • Kentucky
This Second Amendment to Lease Agreement (this “Second Amendment”) is made this 1st day of August, 2014, by and between KTR LOU I LLC, a Delaware limited liability company (“Landlord”) and Alliance Entertainment, LLC, a Delaware limited liability Company (“Tenant”).
FIRST AMENDMENT TO LEASELease • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is made as of the 22nd day of January, 2018, by and between LIBERTY PROPERTY LIMITED PARTNERSHIP, a Pennsylvania limited partnership (“Landlord”), and COKEM INTERNATIONAL, LTD., a Minnesota corporation (“Tenant”).
STANDARD INDUSTRIAL LEASEStandard Industrial Lease • October 18th, 2022 • Adara Acquisition Corp. • Wholesale-durable goods, nec
In furtherance of the terms and conditions of Section 13.5 of this Lease and without limiting the generality thereof, Tenant herby agrees that the Premises shall be surrendered by Tenant to Landlord on or before the last day of the Term or the date of any earlier termination thereof in accordance with the terms and conditions of this Lease in a manner that is fully consistent in all respects with the following standards and guidelines:
