0000950144-09-003117 Sample Contracts

LOAN AND SECURITY AGREEMENT by and among HANCOCK FABRICS, INC. HF MERCHANDISING, INC. HANCOCK FABRICS OF MI, INC. HANCOCKFABRICS.COM, INC. HANCOCK FABRICS, LLC as Borrowers and HF ENTERPRISES, INC. HF RESOURCES, INC. as Guarantors THE LENDERS AND...
Loan and Security Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

This Loan and Security Agreement dated August 1, 2008 is entered into by and among Hancock Fabrics, Inc, a Delaware corporation (“Parent”), HF Merchandising, Inc., a Delaware corporation (“Merchandising”), Hancock Fabrics of MI, Inc., a Delaware corporation (“Fabrics MI”), hancockfabrics.com, Inc., a Delaware corporation (“Fabrics.com”), Hancock Fabrics, LLC, a Delaware limited liability company (“Fabrics LLC”, and together with Parent, Merchandising, Fabrics MI and Fabrics.com, each individually a “Borrower” and collectively, “Borrowers” as hereinafter further defined), HF Enterprises, Inc., a Delaware corporation (“Enterprises”), HF Resources, Inc., a Delaware corporation (“Resources”, and together with Enterprises, each individually a “Guarantor” and collectively, “Guarantors” as hereinafter further defined), the parties hereto from time to time as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lender

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CHANGE IN CONTROL AGREEMENT (For Vice Presidents [1x])
Change in Control Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores

AGREEMENT dated as of January 1, 2009, between HANCOCK FABRICS, INC., a Delaware corporation (“Corporation”), and (“Executive”), whose address is .

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Information redacted pursuant to a confidential treatment request. DEPOSIT ACCOUNT CONTROL AGREEMENT (ELAVON DESIGNATED DEPOSIT ACCOUNT)
Deposit Account Control Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • Mississippi

THIS DEPOSIT ACCOUNT CONTROL AGREEMENT (as amended and in effect from time to time, this “Agreement”) is dated August 1, 2008 by and among BancorpSouth Bank (together with its successors and assigns, “Bank”), Hancock Fabrics, Inc. (together with its successors and assigns, the “Company”) and General Electric Capital Corporation, in its capacity as agent (in such capacity, together with its successors and assigns, “Agent”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of Lenders (as defined in the Loan Agreement).

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Information redacted pursuant to a confidential treatment request. DEPOSIT ACCOUNT CONTROL AGREEMENT
Deposit Account Control Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

THIS DEPOSIT ACCOUNT CONTROL AGREEMENT (this “Agreement”) is dated August 1, 2008 by and among BancorpSouth Bank (together with its successors and assigns, “Bank”), Hancock Fabrics, Inc. (together with its successors and assigns, the “Company”) and General Electric Capital Corporation, in its capacity as agent (in such capacity, together with its successors and assigns, “Agent”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of Lenders (as defined in the Loan Agreement).

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PLEDGE AND SECURITY AGREEMENT (Membership Interest Pledge Agreement)
Pledge and Security Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

This PLEDGE AND SECURITY AGREEMENT (as amended and in effect from time to time, this “Pledge Agreement”), dated as of August 1, 2008, is by each of the undersigned Persons (as defined in the Loan Agreement, as hereinafter defined) (each a “Pledgor”, and, collectively, the “Pledgors”) to and in favor of GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, in its capacity as agent (in such capacity, “Pledgee”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the Lenders (as defined in the Loan Agreement).

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TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT
Collateral Assignment and Security Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

On this ___ day of , 2008, before me personally came , to me known, who being duly sworn, did depose and say, that he/she is the of , the company described in and which executed the foregoing instrument; and that he/she signed his/her name thereto by order of the Board of Directors of said company.

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GUARANTEE
Guarantee • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

This GUARANTEE (this “Guarantee”), dated August 1, 2008, is by Hancock Fabrics, Inc, a Delaware corporation (“Parent”), HF Merchandising, Inc., a Delaware corporation (“Merchandising”), Hancock Fabrics of MI, Inc., a Delaware corporation (“Fabrics MI”), hancockfabrics.com, Inc., a Delaware corporation (“Fabrics.com”), Hancock Fabrics, LLC, a Delaware limited liability company (“Fabrics LLC”, and together with Parent, Merchandising, Fabrics MI and Fabrics.com, each individually a “Borrower” and, collectively, “Borrowers”), HF Enterprises, Inc., a Delaware corporation (“Enterprises”), and HF Resources, Inc., a Delaware corporation (“Resources” and together with Enterprises, each individually a “Guarantor” and, collectively, “Guarantors”), and such other Persons who may become a party hereto pursuant to Section 17 hereof (such other Persons, together with Borrowers and Guarantors, are sometimes hereinafter referred to hereunder individually each, as a “Guaranteeing Party” and collectively

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AMENDMENT TO THE DEFERRED COMPENSATION AGREEMENT ENTERED INTO BY HANCOCK FABRICS, INC. AND AS OF JUNE 19, 1996.
Deferred Compensation Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores

THIS AMENDMENT TO THE DEFERRED COMPENSATION Agreement entered into by Hancock Fabrics, Inc. (the “Company”) and (the “Employee”) as of June 19, 1996 (the “Agreement”) is made by the Company and the Employee.

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INDEMNITY AGREEMENT
Indemnity Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • Delaware

THIS AGREEMENT made as of August 1, 2008, by and between Hancock Fabrics, Inc., a Delaware corporation with executive offices located at One Fashion Way, Baldwyn, MS 38824 (“Company”) and ___, a Director or Officer of Company (“Indemnitee”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • Mississippi

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made and entered into by and between HANCOCK FABRICS, INC., a Delaware corporation (“Company”), and JANE F. AGGERS (“Executive”) to be effective for all purposes as of August 1, 2008 (the “Effective Date”).

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PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • April 10th, 2009 • Hancock Fabrics Inc • Retail-miscellaneous shopping goods stores • New York

This PLEDGE AND SECURITY AGREEMENT (as amended and in effect from time to time, this “Pledge Agreement”), dated as of August 1, 2008, is by each of the undersigned Persons (as defined in the Loan Agreement, as hereinafter defined) (each a “Pledgor”, and, collectively, the “Pledgors”) to and in favor of GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, in its capacity as agent (in such capacity, “Pledgee”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the Lenders (as defined in the Loan Agreement).

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