1 EXHIBIT 10.2 CONSENT AND FIRST AMENDMENT TO PLEDGE AND SECURITY AGREEMENTS This CONSENT AND FIRST AMENDMENT TO PLEDGE AND SECURITY AGREEMENTS ("Amendment") is made and entered into as of the 31st day of October, 1997, by and among NATIONAL AMERICAN...Thousand Trails Inc /De/ • May 14th, 1998 • Hotels, rooming houses, camps & other lodging places
RECITALS --------Indemnification Agreement • January 7th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
1. GRANT OF OPTION; CERTAIN TERMS AND CONDITIONS. The Company hereby --------------------------------------------- grants to Optionee, subject to stockholder approval (which stockholder approval shall be within twelve months of the Date of Grant), and...Stock Option Agreement • February 28th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
R E C I T A L SLoan and Security Agreement • February 14th, 2000 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 1st, 2003 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
ARTICLE ONEFirst Supplemental Indenture • November 27th, 1996 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
ADOPTION AGREEMENT FOR CPI QUALIFIED PLAN CONSULTANTS, INC. PROTOTYPE SUPPLEMENTAL EXECUTIVE RETIREMENT PLANAdoption Agreement • September 25th, 1998 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
EXHIBIT 3Voting Agreement • May 1st, 2003 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
RECITALS --------Thousand Trails Inc /De/ • November 27th, 1996 • Hotels, rooming houses, camps & other lodging places
EXHIBIT 10.4 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this "Amendment") dated as of July 1, 1996, is between NATIONAL AMERICAN CORPORATION, a Nevada corporation ("Borrower") and THOUSAND TRAILS, INC., a Delaware...Credit Agreement • January 7th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Texas
1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement dated as of the 11th day of October, 1999, is between Thousand Trails, Inc., a Delaware Corporation (the "Corporation"), and Bryan D. Reed, a resident of Dallas, Texas (the "Executive")....Employment Agreement • November 12th, 1999 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Texas
1 EXHIBIT 10.36 SUPPLEMENT NO. 3 TO GRANTOR TRUST AGREEMENT THIS SUPPLEMENT NO. 3 TO GRANTOR TRUST AGREEMENT (this "Supplement") is made and entered into as of the 18th day of May, 1999, by THOUSAND TRAILS, INC., a Delaware corporation (the...Grantor Trust Agreement • September 24th, 1999 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
1 EXHIBIT 10.3 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") dated as of June 10, 1998, is between NATIONAL AMERICAN CORPORATION, a Nevada corporation ("Borrower") and THOUSAND TRAILS, INC., a...Credit Agreement • November 12th, 1998 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Texas
EXHIBIT 10.35 MEMBERSHIP AGREEMENT (NATIONAL MEMBERSHIP) RETAIL INSTALLMENT CONTRACT 1. DEFINITION OF TERMS. "You" and "your" refer to the individual purchaser or purchasers who have signed this Agreement. "We", "us", and "our" refer to Thousand...Membership Agreement • September 30th, 2002 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
2. REPRESENTATIONS AND WARRANTIES. The Selling Security Holder ------------------------------ represents and warrants to the Company as follows:Compliance Agreement • March 4th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Texas
1 EXHIBIT 10.1Employment Agreement • February 12th, 1999 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places
Carl Marks Management Company, L.P. Carl Marks Strategic Investments, L.P. Carl Marks Strategic Investments II, L.P. Andrew M. Boas Robert C. Ruocco 135 East 57th Street New York, New York 10022 April 5, 1999Thousand Trails Inc /De/ • May 14th, 1999 • Hotels, rooming houses, camps & other lodging places • Delaware
RECITALSIndemnification Agreement • September 30th, 2002 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
RECITALSGrantor Trust Agreement • January 7th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Nevada
1 EXHIBIT 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT ("Agreement") is made and entered into as of July 1, 2001, by and between THOUSAND TRAILS, INC., a Delaware corporation ("Borrower"), and UNION BANK OF CALIFORNIA, N.A., a national banking association...Loan Agreement • September 26th, 2001 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Washington
AMENDMENT LETTERThousand Trails Inc /De/ • May 15th, 2003 • Hotels, rooming houses, camps & other lodging places
RE: Second Amendment (“Amendment”) to the Loan Agreement dated July 1, 2001 (all prior Amendments, Letter Agreements, this Amendment and the Loan Agreement together called the “Agreement”).
EXHIBIT 99.2 To the Holders of the 1991/1992 Stock Purchase Warrants of Thousand Trails, Inc. Re: Supplement to the Compliance Agreements between Thousand Trails, Inc. (the "Company") and the Selling Security Holders Party Thereto ("Compliance...Thousand Trails Inc /De/ • March 4th, 1997 • Hotels, rooming houses, camps & other lodging places
Re: Supplement to the Compliance Agreements between Thousand Trails, Inc. (the "Company") and the Selling Security Holders Party Thereto ("Compliance Agreements") for Proposed Secondary Offerings of the Company's Common Stock Issuable Upon the Exercise of the Company's Stock Purchase Warrants (the "Common Stock")
Re: Stock Option AgreementThousand Trails Inc /De/ • May 15th, 2003 • Hotels, rooming houses, camps & other lodging places
The undersigned holder of options to purchase shares of Thousand Trails, Inc. (the “Company”) hereby agrees that effective upon consummation of the merger of the Company with any other person approved by the directors and the stockholders of the Company in which the holders of common stock will receive cash, any and all options that I hold to purchase shares of common stock of the Company granted pursuant to the Company’s 1991 Employee Stock Incentive Plan, 1993 Stock Option and Restricted Stock Purchase Plan, 1993 Director Stock Option Plan, 1999 Stock Option and Restricted Stock Purchase Plan, 2001 Stock Option and Restricted Stock Purchase Plan and the Stock Option Agreement dated as of August 1, 1996 between the Company and William J. Shaw shall be automatically settled and I will be entitled to receive an amount in cash (if any, and less applicable withholding taxes) equal to the product of (i) the excess, if any, of the per share cash consideration in such merger in respect to a
RECITALSIndemnification Agreement • November 12th, 1999 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
EXHIBIT 10.5 AMENDED AND RESTATED REVOLVING CREDIT NOTE ------------------------------------------Thousand Trails Inc /De/ • January 7th, 1997 • Hotels, rooming houses, camps & other lodging places
This Revolving Credit Note renews, restates and extends, and does not extinguish, indebtedness in the amount of $18,241,711.98 representing the entire unpaid principal balance under the Revolving Credit Note dated November 10, 1994 (the "1994 Credit Note"), made by Borrower in favor of Lender in the original principal amount of $40,000,000.
EXHIBIT 10.6 AMENDED AND RESTATED TERM LOAN NOTE -----------------------------------Thousand Trails Inc /De/ • January 7th, 1997 • Hotels, rooming houses, camps & other lodging places
This Term Loan Note shall constitute the Term Loan Note referred to in, and is entitled to the benefits of and subject to the obligations provided in, the Credit Agreement dated as of December 31, 1991 (as amended, the "Credit Agreement") between Borrower and Lender, and all liens, assignments and security interests in connection therewith.
EXHIBIT 99.2 To the Holders of Certain Senior Subordinated Pay-In-Kind Notes Due 2003 of Thousand Trails, Inc. Re: Supplement to the Compliance Agreements between Thousand Trails, Inc. (the "Company") and the Selling Security Holders Party Thereto...Thousand Trails Inc /De/ • February 28th, 1997 • Hotels, rooming houses, camps & other lodging places
Re: Supplement to the Compliance Agreements between Thousand Trails, Inc. (the "Company") and the Selling Security Holders Party Thereto ("Compliance Agreements") for Proposed Secondary Offerings of the Company's Senior Subordinated Pay-In-Kind Notes Due 2003 (the "PIK Notes")
AMENDMENT LETTERThousand Trails Inc /De/ • May 13th, 2002 • Hotels, rooming houses, camps & other lodging places
