ARTICLE I DEFINITIONSRegistration Rights Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
Exhibit 10.10 LEASE AGREEMENT 211 UNION, LLC THIS LEASE AGREEMENT, made and entered into as of the 10 day of April, 2000 by and between 211 UNION, LLC (hereinafter referred to as "Landlord"), and DECORIZE.COM, LLC (hereinafter referred to as "Tenant").Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.2 EMPLOYMENT AGREEMENT This Agreement ("Agreement") effective this 31st day of July, 2001, by and between Decorize, Inc., a Delaware corporation ("Corporation"), and John Michael Sandel ("Employee"). WHEREAS, the Corporation is engaged in...Employment Agreement • August 15th, 2001 • Decorize Inc • Non-operating establishments • Missouri
ARTICLE I DEFINITIONSSecurities Purchase Agreement • March 19th, 2002 • Decorize Inc • Non-operating establishments • Delaware
Exhibit 4.19 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of the 9th day of December, 2003, is by and between James K. Parsons ("Seller"), each of the persons listed on Schedule B to this Agreement (collectively,...Stock Purchase Agreement • March 5th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
Date: October 3, 2003 Warrant to Purchase 500,000 Shares DECORIZE, INC. (Incorporated under the laws of the State of Delaware) WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK Warrant Price: $1.40 per share, subject to adjustment as provided below....Decorize Inc • December 19th, 2003 • Wholesale-furniture & home furnishings • Delaware
REPUBLIC LEASING COMPANY, A Division of Resource Bancshares Corporation P.O. Box 527, Columbia, SC 29202 (803) 750-4100 FAX (803) 750-4112 Lease No. _______________ LEASE AGREEMENT Page 1 of 3 THIS LEASE CANNOT BE CANCELLEDDecorize Inc • September 28th, 2001 • Non-operating establishments • South Carolina
Date: December 10, 2003 Warrant to Purchase 200,000 Shares DECORIZE, INC. (Incorporated under the laws of the State of Delaware) WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK Warrant Price: $1.20 per share, subject to adjustment as provided...Decorize Inc • December 19th, 2003 • Wholesale-furniture & home furnishings • Delaware
ARTICLE I DEFINITIONSSecurities Purchase Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
Exhibit 10.15 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT, made and entered into this 17th day of April, 2000, by and between GUILDMASTER, INC., hereinafter called Client; JAMES K. PARSONS, hereinafter called Creditor; and GE CAPITAL...Subordination Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
WITNESSETH:Registration Rights Agreement • June 6th, 2005 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of the 30th day of January, 2004, is by and between and Decorize, Inc., a Delaware corporation (the "Company") and Jon T. Baker ("Purchaser"). WHEREAS, the Company...Stock Purchase Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
STOCK EXCHANGE AGREEMENT THIS STOCK EXCHANGE AGREEMENT (this "Agreement"), dated as of the 21st day of January, 2004, is by and between Decorize, Inc., a Delaware corporation (the "Company") and NEST USA, Inc., a Delaware corporation ("NEST")....Stock Exchange Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
AGREEMENT:Security Agreement • May 14th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
LOAN AGREEMENTLoan Agreement • January 18th, 2005 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
ANDAgreement and Plan of Merger • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
Exhibit 4.20 CONSULTANT AGREEMENT This Agreement is made and entered into as of the 1st day of March 2003, between Decorize, Inc.(the "Company") and Evan Kaye ("Consultant"). In consideration of and for the mutual promises and covenants contained...Consultant Agreement • March 5th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
RECITALSDecorize Inc • September 28th, 2001 • Non-operating establishments • North Carolina
DECORIZE, INC. 1938 East Phelps Springfield, Missouri 65802 (417) 879-3326Decorize Inc • January 18th, 2005 • Wholesale-furniture & home furnishings • Delaware
Exhibit 10.3 EMPLOYMENT AGREEMENT This Agreement ("Agreement") is made this ______ day of _________________, 2001, by and between Decorate, Inc., a Missouri corporation ("Corporation"), and Jon T. Baker ("Employee"). WHEREAS, the Corporation is...Employment Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
COMMERCIAL SECURITY AGREEMENT (Continued)Decorize Inc • January 18th, 2005 • Wholesale-furniture & home furnishings • Delaware
Exhibit 10.18 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE ("Agreement") is entered into between Decorize, Inc., its affiliated and related entities ("Decorize") and Jon Baker ("Baker") effective as of August 25, 2003, and is...Separation Agreement and Release • October 10th, 2003 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
ARTICLE 1 ISSUANCE AND EXCHANGE OF SHARESSecurities Exchange Agreement • July 16th, 2001 • Decorize Inc • Non-operating establishments • Missouri
Exhibit 10.22 TEXAS ASSOCIATION OF REALTORS COMMERCIAL LEASE This lease agreement is made and entered into by and between ED & ROBIN CHARLESWORTH (Landlord) and JOHN MICHAEL SANDEL (Tenant). Landlord hereby leases to Tenant and Tenant hereby leases...Commercial Lease • September 28th, 2001 • Decorize Inc • Non-operating establishments • Texas
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into this ____day of June, 2001, by and between Decorate, Inc., a Missouri corporation ("Decorate"), and Decorize.com, L.L.C., a Missouri...Agreement and Plan of Merger • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
ANDAgreement and Plan of Merger • August 15th, 2001 • Decorize Inc • Non-operating establishments • Missouri
September ___, 2003 FIRST AMENDMENT TO FACTORING AGREEMENT AND WAIVER LETTER Decorize, Inc. 1938 East Phelps Springfield, Missouri 65802 Ladies and Gentlemen: Please refer to the Factoring Agreement between Decorize, Inc. (the "Client") and us, dated...Factoring Agreement • November 13th, 2003 • Decorize Inc • Wholesale-furniture & home furnishings
Exhibit 10.4 EMPLOYMENT AGREEMENT This Agreement ("Agreement") is made this ______ day of _________________, 2001, by and between Decorate, Inc., a Missouri corporation ("Corporation"), and James K. Parsons ("Employee"). WHEREAS, the Corporation is...Employment Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
Exhibit 10.3 DECORIZE, INC. THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT ARE TRANSFERABLE ONLY IN ACCORDANCE WITH PARAGRAPH H HEREOF. Void after 5:00 P.M., New York Time, on June 30, 2003 Warrant to Purchase...Decorize Inc • August 15th, 2001 • Non-operating establishments
DEBTOR'S NAME, ADDRESS AND SSN OR TIN SECURED PARTY'S NAME AND ADDRESS ("I" means each Debtor who signs.) ("You" means the Secured Party, its successors and assigns.) I am entering into this security agreement with you on November 16, 2000 (date)....Modification and Extension Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Texas
SUBORDINATED SECURITY AGREEMENT This Subordinated Security Agreement (this "Agreement") dated as of the 10th day of December, 2003, is made by Decorize, Inc., a Delaware corporation (the "Debtor"), in favor of James K. Parsons (the "Lender"). R E C I...Subordinated Security Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
Exhibit 10.11 LEASE AGREEMENT 211 UNION, LLC THIS LEASE AGREEMENT, made and entered into as of the 9 day of November, 2000 by and between 211 UNION, LLC (hereinafter referred to as "Landlord"), and DECORIZE.COM, LLC (hereinafter referred to as "Tenant").Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.21 FAX MEMORANDUM SHARP & ASSOCIATES, INC. 9219 KATY FWY., SUITE 140 HOUSTON, TEXAS 77024 (713) 464-6688 FAX(713) 464-2672 TO: Mike Sandel, President Faithwalk FAX# (281)469-7866 FROM: Bill Sharp Property Manager and Agent for Landlord...Warehouse Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Page 1 of 10 January 30, 2003 Decorize, Inc. 1938 East Phelps Springfield, Missouri 65802 FACTORING AGREEMENT Ladies and Gentlemen: We are pleased to confirm the terms and conditions that will govern our funds in use accounting, notification factoring...Decorize Inc • March 25th, 2003 • Wholesale-furniture & home furnishings • North Carolina
Exhibit 4.3 INVESTMENT LETTER AND SUBSCRIPTION AGREEMENT DECORIZE, INC. Decorize, Inc. 211 S. Union Street, Suite F Springfield, MO 65802 Attn: Alex Budzinsky Re: Decorize, Inc. - Subscription for Common Stock and Warrants Gentlemen: 1. Subscription....Investment Letter and Subscription Agreement • October 2nd, 2002 • Decorize Inc • Non-operating establishments • Delaware
