LEASE betweenLease • June 29th, 1999 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
Exhibit 10.1 SPORT CHALET, INC.Employment Agreement • November 6th, 1997 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
EXHIBIT 10.46Employment Agreement • June 29th, 2000 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
EXHIBIT 10.1Business Loan Agreement • January 30th, 2002 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
EXHIBIT 10.3Employment Agreement • January 29th, 2003 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
EXHIBIT 10.37 BANK OF AMERICA BUSINESS LOAN AGREEMENT National Trust and Savings AssociationLoan Agreement • June 30th, 1998 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
R E C I T A L S - - - - - - - -Entire Agreement • August 10th, 1998 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
EXHIBIT 10.2Employment Agreement • January 29th, 2003 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
EXHIBIT 10.34 ================================================================= =============== [LOGO OF BANK OF AMERICA] BANK OF AMERICA BUSINESS LOAN AGREEMENT National Trust and Savings Association (INVENTORY) ------------------...Agreement • June 30th, 1997 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
EXHIBIT 10.45Employment Agreement • June 29th, 2000 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • January 8th, 2009 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • Delaware
SPORT CHALET, INC., a Delaware corporation ("Employer"), and CRAIG L. LEVRA ("Executive"), in consideration of the mutual promises made herein, do, as of December 31, 2008, agree as follows:
EXHIBIT 10.47 June 1, 2000 Mr. Dennis Trausch c/o Sport Chalet 920 Foothill Blvd. La Canada, California 91011 Dear Dennis: This letter will serve as an amendment to your current employment contract dated October 1, 1999. The Agreement is hereby...Sport Chalet Inc • June 29th, 2000 • Retail-miscellaneous shopping goods stores
PLEDGE AGREEMENTPledge Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • New York
This PLEDGE AGREEMENT (this “Agreement”) is dated as of June 27, 2014, among SPORT CHALET, INC., a Delaware corporation (“Pledgor”), and CRYSTAL FINANCIAL SBIC LP, a Delaware limited partnership, as agent for the Lenders (“Agent”) in connection with the Loan Agreement described below.
AGREEMENT AND PLAN OF MERGER BY AND AMONG VESTIS RETAIL GROUP, LLC, EVEREST MERGER SUB, INC. AND SPORT CHALET, INC. June 30, 2014Agreement and Plan of Merger • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 30, 2014 (the “Agreement Date”), by and among Vestis Retail Group, LLC, a Delaware limited liability company, (“Parent”), Everest Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Sport Chalet, Inc., a Delaware corporation (the “Company”).
SECURITY AGREEMENTSecurity Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • New York
This SECURITY AGREEMENT (this “Agreement”) is dated as of June 27, 2014, among SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“Grantor”) and CRYSTAL FINANCIAL SBIC LP, a Delaware limited partnership, as agent for the Lenders (“Agent”) in connection with the Guaranty described below.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 30, 2014, by and among Vestis Retail Group, LLC, a Delaware limited liability company (“Parent”), Everest Merger Sub, Inc., a Delaware corporation (“Purchaser”), The Olberz Family Trust dated 05/06/1997, a trust organized under the laws of the state of California (the “Trust”), Irene M. Olberz (“IO”), individually and as co-trustee for the Trust, Eric S. Olberz (“EO”), individually and as co-trustee for the Trust, and, solely with respect to Sections 3.7, 4.1, 5.1, 6.3(b), and 8.10, Sport Chalet, Inc., a Delaware corporation (the “Company”). The Trust, IO and EO are referred to collectively as the “Sellers.”
June 30, 2014Sport Chalet Inc • July 1st, 2014 • Retail-miscellaneous shopping goods stores
This letter is in reference to the Employment Agreement, dated December 31, 2008, between Sport Chalet, Inc. (the “Company”) and myself (the “Employment Agreement”). Capitalized terms that are not defined in this letter shall have the same meaning as under the Employment Agreement.
July 18, 2014 Re: Your Sport Chalet Stock, Action Required Dear Stockholder:Sport Chalet Inc • July 18th, 2014 • Retail-miscellaneous shopping goods stores
As previously announced, Sport Chalet, Inc. (“Sport Chalet”), Vestis Retail Group, LLC (“Vestis”) and a subsidiary of Vestis (“Merger Sub”) entered into an Agreement and Plan of Merger on June 30, 2014 pursuant to which Vestis and Merger Sub agreed to acquire all of the outstanding Class A and Class B shares of Sport Chalet (the “Shares”). On July 3, 2014, Vestis and Merger Sub launched a cash tender offer to acquire the Shares (the “Offer”), and by now you should have received the related offer to purchase and other offer documents (collectively, the “Offer Documents”), which include the terms of the Offer and instructions for tendering your Shares in the Offer.
June 30, 2014Sport Chalet Inc • July 1st, 2014 • Retail-miscellaneous shopping goods stores
This letter is in reference to the Employment Agreement, dated December 31, 2008, between Sport Chalet, Inc. (the “Company”) and myself (the “Employment Agreement”). Capitalized terms that are not defined in this letter shall have the same meaning as under the Employment Agreement.
INTERCREDITOR AGREEMENT Dated as of June 27, 2014 BANK OF AMERICA, N.A., as First Lien Agent and CRYSTAL FINANCIAL SBIC LP as Term AgentIntercreditor Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • New York
This INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of June 27, 2014, and entered into by and between BANK OF AMERICA, N.A., in its capacity as agent under the ABL Loan Documents (as defined below), including its successors and assigns in such capacity from time to time (“ABL Agent”), and CRYSTAL FINANCIAL SBIC LP in its capacity as agent under the Term Loan Documents (as defined below), including its successors and assigns in such capacity from time to time (“Term Agent”).
FIRST AMENDMENT TO LEASELease • June 22nd, 2006 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
THIS FIRST AMENDMENT TO LEASE (this “First Amendment”) is made and entered into as of March 31, 2006, by and between LA CANADA PROPERTIES, INC., a California corporation (“Landlord”), and SPORT CHALET, INC., a Delaware corporation (“Tenant”).
SPORT CHALET, INC., as Borrower, together with each of the other Obligated Parties party hereto from time to time TERM LOAN AND SECURITY AGREEMENT Dated as of June 27, 2014 CERTAIN FINANCIAL INSTITUTIONS, as Lenders and CRYSTAL FINANCIAL SBIC LP, as AgentTerm Loan and Security Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • New York
This TERM LOAN AND SECURITY AGREEMENT is dated as of June 27, 2014, among SPORT CHALET, INC., a Delaware corporation (“Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“Value Services”), SPORT CHALET TEAM SALES, INC., a California corporation (“Team Sales”, and together with Borrower and VALUE SERVICES, the “Obligated Parties” and each individually, an “Obligated Party”), the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and CRYSTAL FINANCIAL SBIC LP, a Delaware limited partnership, as agent for the Lenders (“Agent”).
AMENDMENT NO. 6 TO LOAN AGREEMENTBusiness Loan Agreement • October 3rd, 2005 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
This Amendment No. 6 (the "Amendment") dated as of September 30, 2005 between Bank of America, N.A. ("the Bank") and Sport Chalet, Inc. (the "Borrower").
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND LIMITED FORBEARANCE AGREEMENTLoan and Security Agreement • January 16th, 2009 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
This FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of December 28, 2008, and is entered into by and among SPORT CHALET, INC., a Delaware corporation (the “Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“SCVS”, and together with the Borrower, the “Obligated Parties”, and each individually, an “Obligated Party”), the financial institutions that are now or that hereafter become a party to the Loan Agreement (as defined below) (collectively, the “Lenders”, and each individually a “Lender”) and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (the “Agent”).
SPORT CHALET, INC.Termination Agreement and Mutual General • June 30th, 1997 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
This Termination Agreement and Mutual General Release ("Release") dated March 25, 1997, is entered into by and between Sport Chalet, Inc., a Delaware corporation ("Borrower"), and BankAmerica Business Credit, Inc., a Delaware corporation ("BABC").
THIRD AMENDMENT TO AMENDED AND RESTATED lOAN AND SECURITY AGREEMENT AND LIMITED WAIVERLoan Agreement • March 2nd, 2009 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
This THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND LIMITED WAIVER (this “Amendment”) is dated as of March 2, 2009, and is entered into by and among SPORT CHALET, INC., a Delaware corporation (the “Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“SCVS”, and together with the Borrower, the “Obligated Parties”, and each individually, an “Obligated Party”), the financial institutions that are now or that hereafter become a party to the Loan Agreement (as defined below) (collectively, the “Lenders”, and each individually a “Lender”) and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (the “Agent”).
ContractLoan and Security Agreement • October 21st, 2010 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
LOAN AGREEMENT DATED AS OF AUGUST 31, 2007 BY AND BETWEEN SPORT CHALET, INC., A DELAWARE CORPORATION, AS THE BORROWER AND BANK OF AMERICA, N.A., AS THE BANKLoan Agreement • August 31st, 2007 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
July 18, 2014 Re: Your Sport Chalet Stock, Action Required Dear Stockholder:Sport Chalet Inc • July 18th, 2014 • Retail-miscellaneous shopping goods stores
As previously announced, Sport Chalet, Inc. (“Sport Chalet”), Vestis Retail Group, LLC (“Vestis”) and a subsidiary of Vestis (“Merger Sub”) entered into an Agreement and Plan of Merger on June 30, 2014 pursuant to which Vestis and Merger Sub agreed to acquire all of the outstanding Class A and Class B shares of Sport Chalet (the “Shares”). On July 3, 2014, Vestis and Merger Sub launched a cash tender offer to acquire the Shares (the “Offer”), and by now you should have received the related offer to purchase and other offer documents (collectively, the “Offer Documents”), which include the terms of the Offer and instructions for tendering your Shares in the Offer.
Mr. Dennis Trausch Sport Chalet, Inc. 920 Foothill Blvd. La Canada, California 91011 Dear Dennis: This letter will serve as an amendment to your current employment contract dated October 1, 1999. The Agreement is hereby amended as follows:Sport Chalet Inc • June 21st, 2002 • Retail-miscellaneous shopping goods stores
Paragraph 2.1 (i) “necessary or advisable to manage and conduct the business of Employer as it relates to store selection and store leasing, including facilities management.”
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores
This TRADEMARK SECURITY AGREEMENT (this “Agreement”) is dated as of June 27, 2014, between SPORT CHALET, INC., a Delaware corporation (“Grantor”) and CRYSTAL FINANCIAL SBIC LP, a Delaware limited partnership, as agent for the Lenders (“Agent”) in connection with the Loan Agreement described below.
SECURED CONTINUING GUARANTYSport Chalet Inc • July 1st, 2014 • Retail-miscellaneous shopping goods stores • New York
This SECURED CONTINUING GUARANTY (this “Continuing Guaranty”) is dated as of June 27, 2014, by SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“Value Services”) and SPORT CHALET TEAM SALES, INC., a California corporation (“Team Sales” and together with Value Services, collectively, the “Guarantors” and each individually, a “Guarantor”), in favor of CRYSTAL FINANCIAL SBIC LP, a Delaware limited partnership, as agent for the Lenders (“Agent”) for value received and in consideration of any loan or other financial accommodation heretofore or hereafter at any time made or granted to SPORT CHALET, INC., a Delaware corporation (“Borrower”), under or in connection with the Loan Agreement described below.
FIRST AMENDMENT TO SECOND AMENDEDLoan and Security Agreement • May 2nd, 2012 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of May 1, 2012, and is entered into by and among SPORT CHALET, INC., a Delaware corporation (the “Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“SCVS”), SPORT CHALET TEAM SALES, INC., a California corporation (“SCTS”, and together with the Borrower and SCVS, the “Obligated Parties”, and each individually, an “Obligated Party”), the financial institutions that are now or that hereafter become a party to the Loan Agreement (as defined below) (collectively, the “Lenders”, and each individually a “Lender”) and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (the “Agent”).
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 1st, 2014 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
This THIRD AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of June 27, 2014, and is entered into by and among SPORT CHALET, INC., a Delaware corporation (“Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“SCVS”), SPORT CHALET TEAM SALES, INC., a California corporation (“SCTS”, and together with Borrower and SCVS, the “Obligated Parties”, and each individually, an “Obligated Party”), the financial institutions that are now or that hereafter become a party to the Loan Agreement (as defined below) (collectively, the “Lenders”, and each individually a “Lender”) and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (“Agent”).
FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 5th, 2010 • Sport Chalet Inc • Retail-miscellaneous shopping goods stores • California
This FIFTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of August 2, 2010, and is entered into by and among SPORT CHALET, INC., a Delaware corporation (the “Borrower”), SPORT CHALET VALUE SERVICES, LLC, a Virginia limited liability company (“SCVS”), SPORT CHALET TEAM SALES, INC., a California corporation (“SCTS”, and together with the Borrower and SCVS, the “Obligated Parties”, and each individually, an “Obligated Party”), the financial institutions that are now or that hereafter become a party to the Loan Agreement (as defined below) (collectively, the “Lenders”, and each individually a “Lender”) and BANK OF AMERICA, N.A., a national banking association, as agent for the Lenders (the “Agent”).
