REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 30th, 2015 • Singer Madeline Holdings, Inc. • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of June 22, 2015, by and between Singer Madeline Holdings, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company set forth on Schedule A (the “Stockholders”) and such other Persons, if any, from time to time that become party hereto as holders of Registrable Securities (as defined below) pursuant to Section 4.8.
EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2018 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
EMPLOYMENT AGREEMENT, dated as of February 27, 2018, by and between Sequential Brands Group, Inc., a Delaware corporation (the “Company”), and Peter Lops (the “Executive”).
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENTFirst Lien Credit Agreement • August 8th, 2018 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This THIRD AMENDED AND RESTATED FIRST LIEN CREDIT AGREEMENT (this “Agreement”) is entered into as of July 1, 2016 and amended on August 7, 2018, among SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors; each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”); and
SECOND AMENDED AND RESTATED ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 3rd, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS SECOND AMENDED AND RESTATED ASSET PURCHASE AGREEMENT dated as of October 28, 2021 (the “Agreement”), is made and entered into by and between Centric Brands LLC, a Delaware limited liability company (“Buyer”) and Joe’s Holdings LLC, a Delaware limited liability company (the “Company” or “Seller”). Seller and Buyer are sometimes referred to collectively herein as the “Parties” and individually as a “Party”. Capitalized terms used herein and not otherwise defined herein have the meanings set forth in Article 1.
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among STRETCH & BEND HOLDINGS LLC, a Delaware limited liability company, as Purchaser, Sequential Brands Group, Inc., a Delaware corporation, as Parent, and GAIAM, INC., a Colorado corporation, as Seller...Membership Interest Purchase Agreement • May 16th, 2016 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 8th, 2018 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 7, 2018 among SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”); the Guarantors; each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”); and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (collectively, with any successor thereto, the “Agent”).
SALE AND PURCHASE AGREEMENTSale and Purchase Agreement • August 5th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This SALE AND PURCHASE AGREEMENT is entered into as of July 30, 2021 (the “Closing Date”), by and between Brand Matter, LLC, a Delaware limited liability company (“Seller”), and Caribbean Joe Holdings, LLC, a New Jersey limited liability company (“Buyer”).
ASSIGNMENT AND ASSUMPTION AGREEMENT BY AND AMONG STRETCH & BEND HOLDINGS, LLC, FIT FOR LIFE, LLC AND, SOLELY FOR PURPOSES OF SECTION 8.9, SEQUENTIAL BRANDS GROUP, INC. DATED MAY 10, 2016Assignment and Assumption Agreement • May 16th, 2016 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
WHEREAS, concurrently with the execution and delivery of this Agreement, Assignor is has entered into that certain Membership Interest Purchase Agreement, dated as of the date hereof (the “MIPA”), by and among Assignor, Gaiam, Inc., a Colorado corporation (“Gaiam”), and Parent, a copy of which is attached hereto as Annex A;
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 4th, 2015 • Singer Madeline Holdings, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of December 4, 2015, among SQBG, INC. (formerly known as Sequential Brands Group, Inc.), a Delaware corporation (“SQBG”), SEQUENTIAL BRANDS GROUP, INC. (formerly known as SINGER MADELINE HOLDINGS, INC.), a Delaware corporation (“Sequential”, which, by execution of this Agreement, assumes, on the Effective Date, immediately following the consummation of the MSLO Acquisition, all the rights and obligations of SQBG as the Borrower hereunder, including with respect to the Loans borrowed by SQBG on the Effective Date); the Guarantors; each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”); and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (collectively, with any successor thereto, the “Agent”). As used in this Agreement and the other Loan Documents, the term “Borrower” means, until consummation of the MSLO Acquisition,
EMPLOYMENT AGREEMENTEmployment Agreement • January 9th, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
EMPLOYMENT AGREEMENT, dated as of January 6, 2020, by and between Sequential Brands Group, Inc., a Delaware corporation (the “Company”), and David Conn (the “Executive”).
October 1, 2020 Mr. Chad Wagenheim [Redacted] Dear Chad,Sequential Brands Group, Inc. • October 7th, 2020 • Apparel & other finishd prods of fabrics & similar matl
Reference is made to the revised employment terms letter signed by you and Sequential Brands Group, Inc. (the “Company”), dated as of June 5, 2017 (as amended by letter dated January 11, 2019 and letter dated January 24, 2020, and as further amended by letter agreement dated June 3, 2020 (the “Third Amendment”), collectively, the “Agreement”). Capitalized terms used in this letter and not otherwise defined herein shall have the meaning set forth in the Agreement.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of March 31, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 14th, 2019 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of August 12, 2019 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • December 31st, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of December 31, 2020 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
May 15, 2020Sequential Brands Group, Inc. • May 20th, 2020 • Apparel & other finishd prods of fabrics & similar matl
EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2017 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
EMPLOYMENT AGREEMENT, dated as of March 22, 2017, by and between Sequential Brands Group, Inc., a Delaware corporation (the “Company”), and Karen Murray (the “Executive”).
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENTEmployment Agreement • June 4th, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl
This FIRST AMENDMENT, dated May 29, 2020 (the “Amendment”) amends the Employment Agreement dated as of January 6, 2020 (the “Agreement”) by and between Sequential Brands Group, Inc. (the “Company”) and David Conn (“Executive” and, collectively with the Company, the “Parties”).
SEQUENTIAL BRANDS GROUP, INC. Performance Stock Unit Award AgreementPerformance Stock Unit Award Agreement • March 14th, 2016 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS PERFORMANCE STOCK UNIT AWARD AGREEMENT (the “Award Agreement”) is made and entered into as of [ ] (“Grant Date”) by and between Sequential Brands Group, Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). Defined terms not explicitly defined in this Award Agreement shall have the same definitions ascribed to such terms in the Plan.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 14th, 2016 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of March 4, 2016 (the “Effective Date”), is made between SQBG, Inc., a Delaware corporation (“Assignor”); and Sequential Brands Group, Inc., a Delaware corporation (“Assignee”).
FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 31st, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of March 30, 2020 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
SALE AND PURCHASE AGREEMENTSale and Purchase Agreement • April 27th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This SALE AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of April 21, 2021 (the “Closing Date”), by and between Heeling Sports Limited, a Delaware corporation (“Seller”), and BBC International LLC, a Florida limited liability company (“Buyer”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between SEQUENTIAL BRANDS GROUP, INC. and WITH YOU, INC. October 7, 2021Membership Interest Purchase Agreement • October 8th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of October 7, 2021 (the “Agreement”), is made and entered into by and between Sequential Brands Group, Inc., a Delaware corporation (“Seller”), and With You, Inc., a California corporation (“Buyer”). Seller and Buyer are sometimes referred to collectively herein as the “Parties” and individually as a “Party”. Capitalized terms used herein and not otherwise defined herein have the meanings set forth in Article 1.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • November 2nd, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
SEQUENTIAL BRANDS GROUP, INC. (the “Company”), and David Conn (including your successors, assigns, estate, heirs, executors and, administrators, which shall be collectively hereinafter referred to as “you”) understand that your employment with the Company has terminated effective as of the date set forth on the attached Schedule “A” (the “Termination Date”), and agree to the following (the “Agreement”) in full and final resolution of all matters between them. Reference is made to your employment agreement dated January 6, 2020 by and between you and the Company (as amended, the “Employment Agreement”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meaning set forth in the Employment Agreement.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • June 11th, 2019 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
SEQUENTIAL BRANDS GROUP, INC. (the “Company”), and Andrew Cooper (including your successors, assigns, estate, heirs, executors and, administrators, which shall be collectively hereinafter referred to as “you”) understand that your employment has terminated effective as of the date set forth on the attached Schedule “A” (the “Termination Date”), and agree to the following (the “Agreement”) in full and final resolution of all matters between them. Reference is made to your employment agreement dated as of August 22, 2016 by and between you and the Company (the “Employment Agreement”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meaning set forth in the Employment Agreement.
GALAXY APA ASSET PURCHASE AGREEMENT by and among GAINLINE GALAXY HOLDINGS LLC, SEQUENTIAL BRANDS GROUP, INC. and THE OTHER SELLERS PARTY HERETO Dated as of August 31, 2021Asset Purchase Agreement • September 1st, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of August 31, 2021, is made by and between Gainline Galaxy Holdings LLC, a Delaware limited liability company (“Buyer”), Sequential Brands Group, Inc., a Delaware corporation (“Sequential”) and each Subsidiary of Sequential listed on the signature pages to this Agreement (collectively with Sequential, “Sellers”). Buyer and Sellers are collectively referred to as the “Parties” and individually as a “Party”. Exhibit A contains definitions of certain capitalized terms used in this Agreement.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • March 10th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of March 10, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
January 24, 2020 Mr. Chad Wagenheim [Redacted]Sequential Brands Group, Inc. • January 30th, 2020 • Apparel & other finishd prods of fabrics & similar matl
Reference is made to the revised employment terms letter signed by you and Sequential Brands Group, Inc. (the “Company”), dated as of June 5, 2017 (as amended by letter dated January 11, 2019, collectively, the “Agreement”). Capitalized terms used in this letter and not otherwise defined herein shall have the meaning set forth in the Agreement.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • February 1st, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of January 31, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
TRANSITION AGREEMENTTransition Agreement • January 9th, 2020 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
SEQUENTIAL BRANDS GROUP, INC. (the “Company”), and Peter Lops (including your successors, assigns, estate, heirs, executors and, administrators, which shall be collectively hereinafter referred to as “you”) understand that you have resigned your employment with the Company effective as of January 6, 2020 (the “Termination Date”), and agree to the following (the “Agreement”) in full and final resolution of all matters between them. Reference is made to your employment agreement dated as of February 27, 2018 by and between you and the Company (the “Employment Agreement”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meaning set forth in the Employment Agreement.
TRANSITION AGREEMENTTransition Agreement • October 7th, 2019 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
SEQUENTIAL BRANDS GROUP, INC. (the “Company”), and Karen Murray (including your successors, assigns, estate, heirs, executors and, administrators, which shall be collectively hereinafter referred to as “you”) understand that you have resigned your employment with the Company effective as of the date set forth on the attached Schedule “A” (the “Termination Date”), and agree to the following (the “Agreement”) in full and final resolution of all matters between them. Reference is made to your employment agreement dated as of May 4, 2017 by and between you and the Company (the “Employment Agreement”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meaning set forth in the Employment Agreement.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • July 8th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of July 8, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
October 1, 2020 Mr. Daniel HanbridgeSequential Brands Group, Inc. • October 7th, 2020 • Apparel & other finishd prods of fabrics & similar matl
Reference is made to (i) the amended employment terms letter signed by you and Sequential Brands Group, Inc. (the “Company”), dated as of January 6, 2020 (the “Amended Terms”), and (ii) the letter amendment to the Amended Terms dated as of June 3, 2020 (the “Amendment”, and together with the Amended Terms, the “Agreement”). Capitalized terms used in this letter and not otherwise defined herein shall have the meaning set forth in the Agreement.
PURCHASE AGREEMENTPurchase Agreement • July 21st, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
This PURCHASE AGREEMENT, dated as of July 19, 2021 (this “Agreement”), is made and entered into by and among Elan Polo International, Inc., a Missouri corporation (the “Buyer”), and Sequential Brands Group, Inc., a Delaware corporation (the “Seller” and, together with the Buyer, the “Parties”).
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • June 7th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of June 7, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • May 11th, 2021 • Sequential Brands Group, Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Waiver”) dated as of May 10, 2021 between SEQUENTIAL BRANDS GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent and collateral agent (the “Agent”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.
