RECITALSStock Purchase Agreement • April 29th, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Georgia
BY AND AMONGLoan and Security Agreement • March 29th, 2000 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
Exhibit 10.11 FORM OF INDEMNIFICATION AGREEMENT This Agreement is made as of the _______ day of _________________, by and between Guitar Center, Inc., a Delaware corporation (the "COMPANY"), and the undersigned [PROSPECTIVE] [OFFICER/DIRECTOR] of the...Indemnification Agreement • January 31st, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
GUITAR CENTER, INC. UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • June 4th, 1998 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
AMENDED AND RESTATED EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT is made effective as of July 1, 1998 (the "AGREEMENT"), between GUITAR CENTER, INC., a Delaware corporation (the "COMPANY"), and Bruce Ross (the "EXECUTIVE"). This Agreement amends...Employment Agreement • November 12th, 1998 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
Exhibit 10.9 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made as of this 5th day of June, 1996 (the "Agreement") with an effective date of July 1, 1996, between GUITAR CENTER MANAGEMENT COMPANY, INC., a California corporation (the "Company"), and Barry...Employment Agreement • February 20th, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
RECITALS:Registration Rights Agreement • June 4th, 1999 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
Exhibit 10.7 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made as of this 5th day of June, 1996 (the "Agreement"), between GUITAR CENTER MANAGEMENT COMPANY, INC., a California corporation (the "Company"), and Bruce Ross (the "Executive"). The execution...Employment Agreement • February 20th, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
EMPLOYMENT AGREEMENTEmployment Agreement • October 18th, 1996 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
PURCHASE AGREEMENT AND ESCROW INSTRUCTIONSPurchase Agreement • January 31st, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
RECITALS:Merger Agreement • June 4th, 1999 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
11% SENIOR NOTES DUE 2006First Supplemental Indenture • April 23rd, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
RECITALS:Employment Agreement • August 16th, 1999 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Oregon
CREDIT AGREEMENTCredit Agreement • August 16th, 1999 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
EXHIBIT 10.22 OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATEPurchase Agreement • January 31st, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Illinois
EXHIBIT 10.21 PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS THIS PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS (this "Agreement") is made this 15th day of February, 1996, between GUITAR CENTER MANAGEMENT COMPANY, INC., ("Seller") and G.C. REALTY LLC, a...Purchase Agreement • January 31st, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
GUITAR CENTER, INC., as Issuer and BNY Western Trust Company as Trustee INDENTURE dated as of June 10, 2003Indenture • March 10th, 2004 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • New York
INDENTURE dated as of June 10, 2003 between Guitar Center, Inc., a Delaware corporation (the "Company"), and BNY Western Trust Company, a banking corporation under the laws of the State of California, as Trustee (the "Trustee").
EXHIBIT 10.35 BOARD REPRESENTATION AGREEMENT Board Representation Agreement ("Agreement") dated as of June 5, 1996 between GUITAR CENTER MANAGEMENT COMPANY, INC., a California corporation (the "Company"), the Raymond Scherr Living Trust (the "Trust")...Board Representation Agreement • March 28th, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among GUITAR CENTER, INC., and GUITAR CENTER STORES, INC., and MUSICIAN'S FRIEND, INC. and THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and WELLS FARGO RETAIL FINANCE, LLC as...Loan and Security Agreement • March 27th, 2002 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of December 21, 2001, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as arranger and administrative agent for the Lenders (in such capacity, together with its successors, if any, "Agent"), and FLEET RETAIL FINANCE INC., a Delaware corporation, formerly known as BankBoston Retail Finance Inc., as documentation agent for the Lenders (in such capacity, together with its successors, if any, "Documentation Agent"), with a place of business at 40 Broad Street, 10th Floor, Boston, Massachusetts 02110, and, on the other hand, GUITAR CENTER, INC., a Delaware corporation ("GCI"), GUITAR CENTER STORES, INC., a Delaware corpo
AMENDMENT NO. 1 EMPLOYMENT AGREEMENT This Amendment No. 1 to the Employment Agreement made the 5th day of June, 1996 (the "Agreement"), between Guitar Center Management Company, Inc., a California corporation (the "Company"), and Barry Soosman (the...Employment Agreement • October 31st, 1996 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE—NET (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS)Standard Industrial/Commercial Single-Tenant Lease • May 7th, 2003 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
DRAFT]Underwriting Agreement • January 31st, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • New York
CREDIT AGREEMENTCredit Agreement • November 14th, 1997 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2003 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
This Agreement amends and restates that certain Second Amended and Restated Employment Agreement, dated as of July 1, 2001, between the Executive and the Company, which agreement amended and restated that certain Amended and Restated Employment Agreement, dated as of July 1, 1998, between the Executive and the Company, which agreement amended and restated that certain Employment Agreement, dated as of June 5, 1996, between the Executive and the Company’s predecessor, Guitar Center Management, Inc., as amended by Amendment No. 1 dated October 15, 1996 and Amendment No. 2 dated as of January 30, 1997 (as so amended, the “Original Agreement”). The Original Agreement was executed and delivered in connection with the closing of the Stock Purchase Agreement (the “Purchase Agreement”) dated June 5, 1996 (the “Commencement Date”) by and among the Company, Chase Venture Capital Associates, L.P., Wells Fargo Small Business Investment Company, Inc., Weston Presidio Capital II, L.P., and the secur
AMENDMENT NO. 3 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 3rd, 2004 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
This AMENDMENT NO. 3 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Amendment”) is entered into as of this 1st day of January, 2004, by and between Larry Thomas (“Executive”) and GUITAR CENTER, INC., a Delaware corporation (the “Company”).
NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • August 3rd, 2005 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
pursuant to the Agreement and not forfeited pursuant to the Forfeiture Restriction set forth in Section 3 of the Agreement.
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 7th, 2003 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
This AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Amendment") is entered into as of this 24th day of March, 2003, by and between Marty Albertson ("Executive") and GUITAR CENTER, INC. a Delaware corporation (the "Company").
EMPLOYMENT AGREEMENTEmployment Agreement • April 21st, 2005 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of April 15, 2005, between Music & Arts Center, Inc., a Maryland corporation (the “Company”), and Kenneth O’Brien (the “Executive”). This Agreement shall become effective as of the Effective Time as such term is defined in that certain Agreement and Plan of Merger, dated as of February 8, 2005, by and among Guitar Center Stores, Inc., a Delaware corporation (“GCSI”), GCSI Acquisition Corp., a Maryland corporation, the Company, the Executive and the other parties thereto (the “Merger Agreement”). Unless otherwise capitalized herein, defined terms used in this Agreement shall have the meanings ascribed to them in the Merger Agreement.
AMENDMENT NO. 2 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2003 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
This AMENDMENT No. 2 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Amendment”) is entered into as of this 1st day of July, 2003, by and between Larry Thomas (“Executive”) and GUITAR CENTER, INC., a Delaware corporation (the “Company”).
AMENDMENT NO. 1 EMPLOYMENT AGREEMENTEmployment Agreement • October 18th, 1996 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
EXECUTIVE SEVERANCE BENEFITS AGREEMENTExecutive Severance Benefits Agreement • August 9th, 2006 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
This EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is made and entered into effective as of April 29, 2006 (the “Commencement Date”), between [Guitar Center, Inc.][Musician’s Friend, Inc.][Guitar Center Stores, Inc.], a Delaware corporation (the “Company”), and (the “Executive”).
AMENDMENT NO. 1 TO STOCK OPTION AGREEMENTStock Option Agreement • October 18th, 1996 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2002 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • California
This Agreement amends and restates that certain Amended and Restated Employment Agreement, dated as of June 5, 1996 (the "Commencement Date"), between the Executive and the Company's predecessor, Guitar Center Management, Inc. (the "Original Agreement"). The Original Agreement was executed and delivered in connection with the closing of the Stock Purchase Agreement (the "Purchase Agreement") dated June 5, 1996, by and among the Company, Chase Venture Capital Associates, L.P., Wells Fargo Small Business Investment Company, Inc., Weston Presidio Capital II, L.P., and the security holder of the Company.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 10th, 2006 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
This Agreement is made as of the day of 2004, by and between Guitar Center, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Indemnitee”), with reference to the following facts:
AGREEMENT NOT TO COMPETENon-Compete Agreement • April 21st, 2005 • Guitar Center Inc • Retail-radio, tv & consumer electronics stores • Delaware
THIS AGREEMENT NOT TO COMPETE (this “Agreement”) is made and entered into as of April 15, 2005, by and between Guitar Center Stores, Inc., a Delaware corporation (“Parent”), and Kenneth M. O’Brien (the “Seller”).
