STOCK PURCHASE AGREEMENT BY AND AMONG TWINLAB CORPORATION, TWIN LABORATORIES INC., WILLIAM LOGUE, SHERI SEARSStock Purchase Agreement • September 4th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
TWIN LABORATORIES INC., as Issuer, and THE GUARANTORS NAMED HEREIN and STATE STREET BANK AND TRUST COMPANY, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of December 1, 1997 to INDENTURE Dated As of May 7, 1996 ------------ 10-1/4% Senior...First Supplemental Indenture • March 17th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
AMONGAsset Purchase Agreement • September 8th, 2003 • Twinlab Corp • Medicinal chemicals & botanical products • New York
SEPARATION AGREEMENT This Agreement ("Separation Agreement") is dated as of November 8, 2002, and is between Neil Blechman, an individual residing at 30 Setalcott Place, Setauket, New York 11733 ("Executive"), and Twin Laboratories Inc. ("Company"), a...Separation Agreement • March 31st, 2003 • Twinlab Corp • Medicinal chemicals & botanical products • New York
Exhibit 10.30 NONQUALIFIED STOCK OPTION AGREEMENT FOR JOHN MCCUSKER Twinlab Corporation 1996 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT (the "Agreement"), dated as of November 5, 1997 between Twinlab Corporation, a Delaware...Nonqualified Stock Option Agreement • March 24th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
RECITALSSecurity Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
and STATE STREET BANK AND TRUST COMPANY, as Trustee SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • March 31st, 1999 • Twinlab Corp • Medicinal chemicals & botanical products • New York
BY AND AMONGAsset Purchase Agreement • March 31st, 2003 • Twinlab Corp • Medicinal chemicals & botanical products • New York
Dated as of January 17, 2003Financing Agreement • March 31st, 2003 • Twinlab Corp • Medicinal chemicals & botanical products
1 SIXTH AMENDMENT AND WAIVER SIXTH AMENDMENT AND WAIVER, dated as of March 30, 2001 (this "Amendment"), to the Amended and Restated Credit and Guarantee Agreement, dated as of November 15, 1996 (as amended, supplemented or otherwise modified from time...Credit Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • New York
1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), made in New York, New York as of the 7th day of May 1999, between Twin Laboratories Inc. ("Company"), having its executive offices and principal place of business in Hauppauge, New York, and...Employment Agreement • March 30th, 2000 • Twinlab Corp • Medicinal chemicals & botanical products • New York
INDENTUREThird Supplemental Indenture • March 31st, 1999 • Twinlab Corp • Medicinal chemicals & botanical products • New York
1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), made in Suffolk County, New York as of the 1st day of January, 2000 ("Effective Date"), between Twin Laboratories Inc., ("Company") a Utah corporation, having its executive offices and principal...Employment Agreement • March 30th, 2000 • Twinlab Corp • Medicinal chemicals & botanical products • New York
R E C I T A L SIntercreditor Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
BETWEENLease Agreement • March 20th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
2 3 effectiveness pursuant to Rule 430A under the Act, is hereinafter referred to as the "REGISTRATION STATEMENT"; and the U.S. prospectus and the international prospectus in the respective forms first used to confirm sales of Shares are hereinafter...Underwriting Agreement • April 3rd, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
RECITALS:Asset Purchase Agreement • March 24th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • Delaware
ARTICLE IStock Purchase Agreement • April 1st, 2002 • Twinlab Corp • Medicinal chemicals & botanical products • New York
INDENTUREFourth Supplemental Indenture • March 30th, 2000 • Twinlab Corp • Medicinal chemicals & botanical products • New York
EXHIBIT D TO AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENTCredit Agreement • March 24th, 1997 • Twinlab Corp • Medicinal chemicals & botanical products • New York
THIS NOTE MAY NOT BE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE TERMS AND PROVISIONS OF THE AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENT REFERRED TO BELOW. TRANSFERS OF THIS NOTE MUST BE RECORDED IN THE REGISTER MAINTAINED BY THE ADMINISTRATIVE AGENT PURSUANT TO THE TERMS OF SUCH AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENT.
INDENTUREFifth Supplemental Indenture • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • New York
Bad Debt Reserve": a reserve for bad debt calculated in accordance with GAAP on the Borrower's financial statements. 2 2 "Borrowing Base": on any date, the amount (calculated based on the most recent Borrowing Base Certificate delivered pursuant to...Credit and Guarantee Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • New York
EXHIBIT 10.62 TERMINATION AGREEMENT This Agreement ("Termination Agreement") is dated as of January 1, 2002 and is between Dean Blechman, an individual residing at 4 Stone Gate Court, Setauket, New York 11733 ("Executive") and Twin Laboratories Inc....Termination Agreement • April 1st, 2002 • Twinlab Corp • Medicinal chemicals & botanical products • New York
3 4 the exercise of the rights of a secured party upon default under the Uniform Commercial Code. Nothing in this Agreement or in the Irrevocable Power of Attorney delivered by each Company in connection herewith shall be deemed to be a waiver by any...Grant of Security Interest • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products
1- 2 pursuant to Section 12.9 of the Financing Agreement, and the Companies, as the same may be amended, restated, supplemented, renewed, replaced or otherwise modified from time to time whether or not with the same agent or lenders and irrespective...Reimbursement and Security Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • New York
1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), made in Suffolk County, New York as of the 1st day of January, 2000 ("Effective Date"), between Twin Laboratories Inc., ("Company") a Utah corporation, having its executive offices and principal...Employment Agreement • March 30th, 2000 • Twinlab Corp • Medicinal chemicals & botanical products • New York
MANUFACTURING AND SUPPLY AGREEMENT THIS MANUFACTURING AND SUPPLY AGREEMENT (this "AGREEMENT") is entered into effective as of May 22, 2002 (the "EFFECTIVE DATE"), by and between Anabolic Laboratories, Inc., a California corporation ("ANABOLIC"), and...Manufacturing Agreement • August 9th, 2002 • Twinlab Corp • Medicinal chemicals & botanical products • California
FINANCING AGREEMENT THE CIT GROUP/BUSINESS CREDIT, INC. (AS AGENT AND LENDER)Financing Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
toMortgage, Assignment of Rents, Security Agreement and Fixture Filing • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products
EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), made in Suffolk County, New York as of the 1st day of March, 2003 ("Effective Date"), between Twin Laboratories Inc. ("Company"), a Utah corporation, having its executive offices and principal...Employment Agreement • March 31st, 2003 • Twinlab Corp • Medicinal chemicals & botanical products • New York
EXHIBIT A TO AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENT WHEN RECORDED, RETURN TO: Simpson Thacher & Bartlett a partnership which includes professional corporations 425 Lexington Avenue New York, New York 10017 ATTN: Jeff Feigelson, Esq.Deed of Trust • March 24th, 1997 • Twinlab Corp • Medicinal chemicals & botanical products
1 2 The Pledgor agrees that any of the foregoing shall be deemed to have been done or extended by you in consideration of and in reliance upon the execution of this Stock Pledge Agreement, but nothing herein shall obligate you to do any of the foregoing.Stock Pledge Agreement • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
Exhibit 4.3 TWINLAB CORPORATION NON-EMPLOYEE DIRECTOR STOCK OPTION GRANT AGREEMENT THIS AGREEMENT, made as of this ____ day of ____, ______ between TWINLAB CORPORATION (the "Company") and ______________ (the "Participant"). WHEREAS, the Company has...Non-Employee Director Stock Option Grant Agreement • September 17th, 1999 • Twinlab Corp • Medicinal chemicals & botanical products • New York
1 GUARANTY (Parent)Guaranty • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
1 GUARANTY (BLECHMANS)Guaranty • April 12th, 2001 • Twinlab Corp • Medicinal chemicals & botanical products • California
