AMONGSecurities Purchase Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New York
STOCKHOLDERS AGREEMENTShareholder Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
1 EXHIBIT 10.21 ACQUISITION AGREEMENTAcquisition Agreement • March 10th, 1997 • Fulcrum Direct Inc • California
AMENDMENT NO. 1 TO THE ADVISORY AGREEMENTAdvisory Agreement • March 10th, 1997 • Fulcrum Direct Inc • Delaware
1 EXHIBIT 10.15 CREDIT AGREEMENT, dated as of June 1, 1995, among NewStork, Inc., a New Mexico corporation ("NewStork," hereinafter referred to as the "Borrower"), Arnold Greenberg, Arnold Greenberg and Herbert Greenberg Trustees U/D Arnold Greenberg...Credit Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
2 3 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 3 to be executed and delivered by their respective officers hereunto duly authorized as of the date first above written. FULCRUM DIRECT, INC....Securities Purchase Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses
1 EXHIBIT 10.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made and effective as of this 21st day of October, 1996, between FULCRUM DIRECT, INC., a Delaware corporation (the "Company"), and Scott A. Budoff (the "Executive"). The Board of Directors of...Employment Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT made and effective as of this 21st day of October, 1996, between FULCRUM DIRECT, INC., a Delaware corporation (the "Company"), and Michael G. Lederman (the "Executive"). The Board of Directors...Employment Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
No. A-3 Warrant to Purchase 121,350 Shares of Common Stock FULCRUM DIRECT, INC. COMMON STOCK PURCHASE WARRANT Void after October 21, 2006 FULCRUM DIRECT, INC. (the "Company"), a Delaware corporation, hereby certifies that for value received, WHITNEY...Warrant Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
FULCRUM DIRECT, INC. 4321 FULCRUM WAY NE RIO RANCHO, NM 87124 October 21, 1996Subordination Agreement • March 10th, 1997 • Fulcrum Direct Inc
LEASE AMENDMENTLease Amendment • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New Mexico
No. A-4 Warrant to Purchase 160,000 Shares of Common Stock FULCRUM DIRECT, INC. COMMON STOCK PURCHASE WARRANT Void after October 21, 2006 FULCRUM DIRECT, INC. (the "Company" ), a Delaware corporation, hereby certifies that for value received, Whitney...Warrant Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New York
i) Subject to the subordination provisions of Section 7(b) hereof, upon the consummation of an Initial Public Offering (as hereinafter defined), the Borrower shall prepay this Note (together with interest accrued thereon), to the extent of the lessor...Note • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New York
1 EXHIBIT 2.1 SECURITIES PURCHASE AGREEMENT by and amongSecurities Purchase Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • Delaware
1 EXHIBIT 10.27 EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of June 27, 1997, between Fulcrum Direct, Inc., a Delaware corporation (the "Company"), and Jonathan Bruml ("Executive"). WHEREAS, the Company and the Executive desire to enter into an...Employment Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • Delaware
3,950,000 CITY OF RIO RANCHO, NEW MEXICO TAXABLE INDUSTRIAL DEVELOPMENT REVENUE BOND (FULCRUM PROPERTIES, L.P. PROJECT) SERIES 1995 2 BOND PURCHASE AGREEMENTBond Purchase Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New Mexico
1 AMENDED AND RESTATED MANAGEMENT INCENTIVE AGREEMENTManagement Incentive Agreement • August 27th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • Delaware
LOAN AGREEMENT BETWEENLoan Agreement • March 10th, 1997 • Fulcrum Direct Inc • New Mexico
INDENTURE ----------------Indenture • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses
LEASE AMENDMENTLease Amendment • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New Mexico
EXHIBIT 10.22 THE PLAYCLOTHES CATALOG AGREEMENT THIS AGREEMENT ("Agreement") is made as of July 1, 1994 by and between Regal Greetings & Gifts Inc., a corporation organized and existing under the laws of Canada, with its principal place of business at...Catalog Agreement • March 10th, 1997 • Fulcrum Direct Inc • New York
1 EXHIBIT 10.28 FULCRUM DIRECT, INC. SEVERANCE, CONFIDENTIALITY AND NON- COMPETITION AGREEMENT THIS AGREEMENT is entered into as of June 27, 1997, by and between Jerry H. Machado ("Machado") and Fulcrum Direct, Inc., a Delaware corporation (together...Severance, Confidentiality and Non-Competition Agreement • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • Delaware
LEASELease • August 8th, 1997 • Fulcrum Direct Inc • Retail-catalog & mail-order houses • New Mexico
ARTICLE I DEFINITIONSTrademark License and Option Agreement • March 10th, 1997 • Fulcrum Direct Inc • Delaware
1 EXHIBIT 10.6 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER...Note • March 10th, 1997 • Fulcrum Direct Inc • New York
