Exhibit 10.5 Schneider Securities, Inc. Investment Banking Department Lock-up Agreement Date: , 2000 The undersigned constituting either an officer, director or 5% or greater stockholder and any consultant, acquiring or having acquired common stock...Lock-Up Agreement • November 28th, 2000 • Investors Capital Holdings LTD • Blank checks
The undersigned constituting either an officer, director or 5% or greater stockholder and any consultant, acquiring or having acquired common stock and/or options or warrants for the underlying shares of common stock (Securities) of Investors Capital Holdings, Ltd. ("Company") more specifically shares and options or warrants, hereby agree with Schneider Securities, Inc. and the Company in order to further the underwriting of the initial public offering of the common stock of the Company as follows:
Underwriters Warrant to Purchase Common StockWarrant Agreement • August 14th, 2000 • Investors Capital Holdings LTD • Massachusetts
Exhibit 10.4 PURCHASE AGREEMENT BETWEEN EASTERN POINT ADVISORS, INC. AND DIVIDEND GROWTH ADVISORS, LLC. Eastern Point Advisors, Inc., a Massachusetts corporation (EPA), and Dividend Growth Advisors, LLC, a South Carolina limited liability company...Purchase Agreement • November 14th, 2005 • Investors Capital Holdings LTD • Investors, nec • Massachusetts
Exhibit 10.2 EMPLOYMENT AGREEMENT August 8, 2000 Name Timothy B. Murphy Address 21 Moreland Road Quincy, MA 02169 In consideration of the premises and the mutual promises and covenants contained herein and for other good and valuable consideration,...Employment Agreement • August 14th, 2000 • Investors Capital Holdings LTD • Massachusetts
UNDERWRITING AGREEMENTUnderwriting Agreement • August 14th, 2000 • Investors Capital Holdings LTD • Massachusetts
Exhibit 10.4 STOCK PURCHASE AGREEMENT THIS AGREEMENT is made and entered into this 9th day of August, 2000 by and between Theodore Charles and Janice Charles, (hereinafter referred to as "Sellers") and Investors Capital Holdings, Ltd., (hereinafter...Stock Purchase Agreement • August 14th, 2000 • Investors Capital Holdings LTD • Massachusetts
Exhibit 1.5 INVESTORS CAPITAL HOLDINGS, LTD. CONSULTING AGREEMENTConsulting Agreement • August 14th, 2000 • Investors Capital Holdings LTD
Exhibit 1.1 INVESTORS CAPITAL HOLDINGS, LTD. 1,000,000 SHARES OF COMMON STOCK AGREEMENT AMONG UNDERWRITERSUnderwriting Agreement • August 14th, 2000 • Investors Capital Holdings LTD • Colorado
EXHIBIT B A REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. NO OFFER TO BUY THE SECURITIES CAN BE ACCEPTED AND NO PART OF THE PURCHASE PRICE CAN BE...Selected Dealers Agreement • August 14th, 2000 • Investors Capital Holdings LTD
SUBORDINATED LOAN AGREEMENTSubordinated Loan Agreement • June 20th, 2013 • Investors Capital Holdings LTD • Investors, nec • New York
Pershing LLC (the “Lender”) and Investors Capital Corporation (the “Broker/Dealer”). This Agreement shall not be effective or deemed to constitute a satisfactory subordination agreement under Appendix D to Rule 15c3-1 under the Securities Exchange Act of 1934, as amended (the “Act” or “SEA”), unless and until the Financial Industry Regulatory Authority (“FINRA”) has found the Agreement acceptable as to form and content.
INVESTORS CAPITAL HOLDINGS, LTD. OCTOBER 2011 STOCK GRANT AGREEMENTStock Grant Agreement • November 14th, 2011 • Investors Capital Holdings LTD • Investors, nec
THIS AGREEMENT is effective as of October 26, 2011 (the “Grant Date”) and is by and between Investors Capital Holdings, Ltd., a Delaware corporation (the “Company”) and Kathleen L. Donnelly, 246 Charles Street, Reading, MA 01867 (“Participant”).
AGREEMENT AND PLAN OF MERGER By and Among RCS CAPITAL CORPORATION, ZOE ACQUISITION, LLC, and INVESTORS CAPITAL HOLDINGS, LTD. Dated as of October 27, 2013Merger Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of October 27, 2013 (this “Agreement”), is made by and among RCS Capital Corporation, a Delaware corporation (“Parent”), Zoe Acquisition, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub”), and Investors Capital Holdings, Ltd., a Delaware corporation (the “Company”).
ContractVoting Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec • Delaware
INVESTORS CAPITAL HOLDINGS, LTD. CONSULTANT AGREEMENTConsultant Agreement • April 21st, 2010 • Investors Capital Holdings LTD • Investors, nec • Delaware
THIS CONSULTANT AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2010, by and between Investors Capital Holdings, Ltd., a Delaware corporation (hereinafter referred to as the “Company”), and Theodore E. Charles (hereinafter referred to as the “Consultant”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 3rd, 2014 • Investors Capital Holdings LTD • Security brokers, dealers & flotation companies • Delaware
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of February 28, 2014, by and among RCS Capital Corporation, a Delaware corporation (“Parent”), Zoe Acquisition, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub”), and Investors Capital Holdings, Ltd., a Delaware corporation (the “Company”), and amends that certain Agreement and Plan of Merger, dated as of October 27, 2013, by and among Parent, Merger Sub and the Company (the “Merger Agreement”). Capitalized terms used in this Amendment and not defined herein shall have the meanings given to such terms in the Merger Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • April 21st, 2010 • Investors Capital Holdings LTD • Investors, nec
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of April 1, 2010, by and between INVESTORS CAPITAL HOLDINGS, LTD, a Delaware corporation having its principal place of business at 230 Broadway E., Lynnfield, Massachusetts 01940 (the “Company”), and THEODORE E. CHARLES, residing at 65 Eastern Point Blvd., Gloucester, Massachusetts, 01930 (the “Executive”).
AGREEMENT TO FILE JOINT SCHEDULE 13DAgreement to File Joint Schedule 13d • January 6th, 2006 • Investors Capital Holdings LTD • Investors, nec
Pursuant to Regulation Section 240.13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required on Schedule 13D, including any amendments thereto, need be filed with respect to beneficial ownership by each of the undersigned of common stock of The Sands Regent, and that such statement shall be filed on behalf of each of them.
ARTICLE I CONTRIBUTIONSDefined Contribution Deferred Compensation Plan • March 23rd, 2001 • Investors Capital Holdings LTD • Investors, nec • Massachusetts
Investors Capital Holdings, Ltd. and RCS Capital Corporation Sign Definitive Merger AgreementMerger Agreement • October 28th, 2013 • Investors Capital Holdings LTD • Investors, nec
LYNNFIELD, Mass.--(BUSINESS WIRE)--October 28, 2013--On October 27, 2013, Investors Capital Holdings, Ltd. (“ICH”) (NYSE MKT:ICH) executed a definitive merger agreement (the “Merger Agreement”) with RCS Capital Corporation (“RCAP”) (NYSE:RCAP), pursuant to which RCAP will acquire ICH and its subsidiaries, including Investors Capital Corporation, a four-time recipient of the Investment Adviser Magazine Broker-Dealer of the Year Award, for a total consideration of approximately $52.5 million comprised of cash and RCAP stock. This transaction will allow RCAP to further expand its footprint in the independent financial advisor segment of the financial services industry.
EMPLOYMENT AGREEMENTEmployment Agreement • April 21st, 2010 • Investors Capital Holdings LTD • Investors, nec
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of April 1, 2010, by and between INVESTORS CAPITAL HOLDINGS, LTD, a Delaware corporation having its principal place of business at 230 Broadway E., Lynnfield, Massachusetts 01940 (the “Company”), and TIMOTHY B. MURPHY, residing at 55 Chanticleer Road, Sudbury, MA 07776 (“Executive”).
RIDER A TO FINRA FORM SL-31D SUBORDINATED LOAN AGREEMENTSubordinated Loan Agreement • June 20th, 2013 • Investors Capital Holdings LTD • Investors, nec
Rider ( “Rider”) to the Subordinated Loan Agreement (“Form 31D”, and including this Rider, as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), dated as of March 8, 2013, by and between Investors Capital Corporation, a Massachusetts corporation (the “Broker/Dealer”), and Pershing LLC, a Delaware limited liability company (the “Lender”). Capitalized terms used herein that are defined in Form 31D, but not otherwise defined herein, shall have the meanings therein defined.
AGREEMENT TO FILE JOINT SCHEDULE 13GAgreement to File Joint Schedule 13g • December 15th, 2005 • Investors Capital Holdings LTD • Investors, nec
Pursuant to Regulation Section 240.13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required on Schedule 13G, including any amendments thereto, need be filed with respect to beneficial ownership by each of the undersigned of common stock of Investor Capital Holdings, Inc. and that such statement shall be filed on behalf of each of them.
