AFFINITY GROUP HOLDING, INC., as Issuer, and UNITED STATES TRUST COMPANY OF NEW YORK, as Trustee INDENTUREAffinity Group Holding Inc • May 2nd, 1997 • Services-amusement & recreation services • New York
PURCHASE AGREEMENT ------------------Purchase Agreement • May 2nd, 1997 • Affinity Group Holding Inc • Services-amusement & recreation services • New York
REGISTRATION RIGHTS AGREEMENT Dated as of April 2, 1997Registration Rights Agreement • May 2nd, 1997 • Affinity Group Holding Inc • Services-amusement & recreation services • New York
EXHIBIT 10.1 Amended and Restated Credit Agreement dated as of November 13, 1998 among Fleet National Bank, The Provident Bank, Bank One Kentucky, NA and Affinity Group, Inc. AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 30th, 1998 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
WITNESSETH:Stock Purchase Agreement • November 12th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services • California
WITNESSETH:Closing Agreement • November 12th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services
EXHIBIT 10.42 Amendment to Employment Agreement dated August 1, 1993 between Stephen Adams and the Company. [TYPED ON AFFINITY GROUP, INC. LETTERHEAD] September 1, 1999 Stephen Adams Affinity Group, Inc. 2575 Vista Del Mar Drive Ventura, CA 93001 RE:...Employment Agreement • March 20th, 2000 • Affinity Group Holding Inc • Services-amusement & recreation services
ARTICLE I EMPLOYMENTAffinity Group Holding Inc • March 31st, 1998 • Services-amusement & recreation services
R E C I T A L SConsulting and Noncompetition Agreement • July 17th, 1997 • Affinity Group Holding Inc • Services-amusement & recreation services • Delaware
MEMBER CONTROL AGREEMENT OF AFFINITY BANK HOLDINGS LLCMember Control Agreement • November 12th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services • Minnesota
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 24, 2003 among AFFINITY GROUP, INC., THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, and CANADIAN IMPERIAL BANK OF COMMERCE, as Syndication Agent, FLEET NATIONAL BANK, as Administrative...Credit Agreement • June 27th, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 24, 2003 among AFFINITY GROUP, INC., THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, CANADIAN IMPERIAL BANK OF COMMERCE (“CIBC”), as Syndication Agent, FLEET NATIONAL BANK, as Administrative Agent, and GENERAL ELECTRIC CAPITAL CORPORATION, as Documentation Agent. This Agreement and the Note Purchase Agreement (as hereinafter defined) collectively amend and restate in its entirety the Amended and Restated Credit Agreement dated as of November 13, 1998 among Affinity Group, Inc., the Guarantors party thereto, the Lenders party thereto, The Provident Bank, as Syndication Agent, Bank One, Kentucky, NA, as Documentation Agent, and Fleet National Bank, as Administrative Agent, as heretofore amended, supplemented or otherwise modified and in effect on the date hereof immediately before giving effect to the amendment and restatement contemplated hereby (the “Existing Credit Agreement”). Obligations of the Credit Parties with respect
STOCK ACQUISITION AGREEMENT (the "Agreement") dated as of December 31, 1998, between Adams Insurance Holding LLC, a Minnesota limited liability company ("AIH") and Affinity Group Holding, Inc., a Delaware corporation ("AGHI"). WITNESSETH: WHEREAS,...Stock Acquisition Agreement • March 29th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services • Delaware
EXHIBIT 10.36 Amendment to Employment Agreement dated August 1, 1993 between Stephen Adams and the Company. [TYPED ON AFFINITY GROUP, INC. LETTERHEAD] September 1, 1998 Stephen Adams Affinity Group, Inc. 2575 Vista Del Mar Drive Ventura, CA 93001 RE:...Employment Agreement • March 29th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services
SENIOR SECURED FLOATING RATE NOTE PURCHASE AGREEMENT dated as of June 24, 2003 among AFFINITY GROUP, INC., THE GUARANTORS PARTY HERETO, THE NOTEHOLDERS PARTY HERETO, and CANADIAN IMPERIAL BANK OF COMMERCE, as Syndication Agent, FLEET NATIONAL BANK, as...Note Purchase Agreement • June 27th, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
SENIOR SECURED FLOATING RATE NOTE PURCHASE AGREEMENT dated as of June 24, 2003 among AFFINITY GROUP, INC., THE GUARANTORS PARTY HERETO, THE NOTEHOLDERS PARTY HERETO, CANADIAN IMPERIAL BANK OF COMMERCE (“CIBC”), as Syndication Agent, FLEET NATIONAL BANK, as Administrative Agent, and GENERAL ELECTRIC CAPITAL CORPORATION, as Documentation Agent. This Agreement and the Credit Agreement (as hereinafter defined) collectively amend and restate in its entirety the Amended and Restated Credit Agreement dated as of November 13, 1998 among Affinity Group, Inc., the Guarantors party thereto, the Noteholders party thereto, The Provident Bank, as Syndication Agent, Bank One, Kentucky, NA, as Documentation Agent, and Fleet National Bank, as Administrative Agent, as heretofore amended, supplemented or otherwise modified and in effect on the date hereof immediately before giving effect to the amendment and restatement contemplated hereby (the “Existing Credit Agreement”). Obligations of the Credit Part
EXHIBIT 10.33 Agreement with Cross Country Motor Club, Inc. dated October 10, 1997,as amended AGREEMENT THIS AGREEMENT is made as of the 10th day of October, 1997 by and between CROSS COUNTRY MOTOR CLUB, INC., a corporation duly organized and existing...Agreement • March 31st, 1998 • Affinity Group Holding Inc • Services-amusement & recreation services • Colorado
CONSULTING AND NONCOMPETITION AGREEMENT THIS CONSULTING AND NONCOMPETITION AGREEMENT (the "Agreement") is made as of the day of , 1997, by and among David B. Garvin ("DBG"), AFFINITY GROUP, INC., a Delaware corporation ("AGI"), and CAMPING WORLD,...Consulting and Noncompetition Agreement • July 17th, 1997 • Affinity Group Holding Inc • Services-amusement & recreation services • Delaware
EXHIBIT 10.35 Engagement Agreement between JBMC, Inc. and the Company dated September 8, 1996. ENGAGEMENT AGREEMENT entered into on September 8, 1996 between JBMC, Inc., 1020 E. Desert Inn, Suite 203, Las Vegas, Nevada 89109 and Affinity Group, Inc.,...Engagement Agreement • March 31st, 1998 • Affinity Group Holding Inc • Services-amusement & recreation services
ENGAGEMENT AGREEMENT entered into on September 8, 1996 between JBMC, Inc., 1020 E. Desert Inn, Suite 203, Las Vegas, Nevada 89109 and Affinity Group, Inc., 2575 Vista Del Mar, Ventura, California 93001, whereby JBMC, Inc. and its affiliates is engaged to assist Affinity (the term "Company" as used herein shall include Affinity Group, Inc. and its affiliates) in the acquisition of Camping World, Inc. This agreement contains the terms of this engagement.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 17th, 2001 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
This THIRD AMENDMENT TO CREDIT AGREEMENT dated as of December 5, 2001 (this “Amendment”), among AFFINITY GROUP, INC. (the “Borrower”), THE GUARANTORS PARTY HERETO (the “Guarantors”), THE LENDERS PARTY HERETO (the “Lenders”), FLEET NATIONAL BANK, as Administrative Agent (the “Administrative Agent”), THE PROVIDENT BANK, as Syndication Agent (the “Syndication Agent”) and BANK ONE KENTUCKY, NA, as Documentation Agent (the “Documentation Agent” and together with the Administrative Agent and the Syndication Agent, the “Agents”).
Amendment to Employment Agreement dated August 1, 1993 between Stephen Adams and the Company.Employment Agreement • March 15th, 2001 • Affinity Group Holding Inc • Services-amusement & recreation services
Re: Employment Agreement dated as of August 1, 1993 between Affinity Group, Inc. (the "Company") and Stephen Adams, as amended (the "Employment Agreement")
ADDENDUM TO SERVICE AGREEMENTService Agreement • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services
Affinity Group, Inc. (formerly Trailer Life Publishing Company, Incorporated) (“AGI”) and National General Insurance Company (“NGIC”), wish to amend the Service Agreement between them for the Rider Motorcycle Club insurance plan operated in conjunction with AGI’s wholly-owned subsidiary GSS Enterprises, Inc., dated October 5, 1979, and amended by Addenda dated October 17,1989, February 18, 1992, March 22, 1994 and November 11,1997, and by various side letters dated August 26, 1994, June 3, 1997, November 19, 1997, November 12, 1999, December 15, 1999 and February 1, 2001 (collectively, the “Service Agreement”), as follows:
PARTICIPATION AGREEMENTParticipation Agreement • December 17th, 2001 • Affinity Group Holding Inc • Services-amusement & recreation services • California
This Participation Agreement is made as of the 5th day of December, 2001 by and between Affinity Group Thrift Holding Corp. (“Thrift Holding”) and the Stephen Adams Living Trust (“Adams”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 15th, 2001 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
This SECOND AMENDMENT TO CREDIT AGREEMENT dated as of March 1, 2001 (this "Amendment"), among AFFINITY GROUP, INC. (the "Borrower"), THE GUARANTORS PARTY HERETO (the "Guarantors"), THE LENDERS PARTY HERETO (the "Lenders"), FLEET NATIONAL BANK, as Administrative Agent (the "Administrative Agent"), THE PROVIDENT BANK, as Syndication Agent (the "Syndication Agent") and BANK ONE KENTUCKY, NA, as Documentation Agent (the "Documentation Agent" and together with the Administrative Agent and the Syndication Agent, the "Agents").
STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (Non-Residential) American Industrial Real Estate AssociationOffer, Agreement and Escrow • November 13th, 2001 • Affinity Group Holding Inc • Services-amusement & recreation services
AMENDED AND RESTATED MARKETING AGREEMENTMarketing Agreement • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services • Missouri
AMENDED AND RESTATED MARKETING AGREEMENT, dated as of the 15th day of May, 2002 by and between (i) CAMPING WORLD, INC., a Kentucky corporation (“Camping World”), CWI, Inc., a Kentucky corporation and a wholly-owned subsidiary of Camping World, doing business as CAMPING WORLD INSURANCE SERVICES, INC. (“CWI, Inc.”), CAMPING WORLD INSURANCE SERVICES OF NEVADA, INC., a Nevada corporation (“CWIS Nevada”), and CAMPING WORLD INSURANCE SERVICES OF TEXAS, INC., a Texas corporation (“CWIS Texas,” and collectively with CWI, Inc. and CWIS Nevada, “CWI”), and (ii) AFFINITY GROUP PLANS, INC., a Delaware corporation (“AGP”), NATIONAL ALLIANCE INSURANCE COMPANY, a Missouri domiciled insurance company (“NAIC”), NATIONAL GENERAL INSURANCE COMPANY, a Missouri domiciled insurance company (“NGIC”), and NATIONAL GENERAL ASSURANCE COMPANY, a Missouri domiciled company (“NGAC”). NAIC, NGIC and NGAC are herein individually and collectively referred to as the “Insurer”.
INCENTIVE MANAGEMENT AGREEMENT THIS INCENTIVE MANAGEMENT AGREEMENT (the "Agreement") is made as of the ______day of___________, 1997, by and between THOMAS A. DONNELLY ("Executive") and AFFINITY GROUP HOLDING, INC., a Delaware corporation ("AGH").Incentive Management Agreement • July 17th, 1997 • Affinity Group Holding Inc • Services-amusement & recreation services • Delaware
AGI LETTEHEAD]Affinity Group Holding Inc • March 12th, 2002 • Services-amusement & recreation services
Re: Phantom Stock Agreement dated of January 2, 1992 as amended (the “Agreement,” capitalized terms used herein and not otherwise defined herein having the meanings given to them in the Agreement)
Amendment to Employment Agreement dated August 1, 1993 between Stephen Adams and the Company.Employment Agreement • March 12th, 2002 • Affinity Group Holding Inc • Services-amusement & recreation services
Amendment to Employment Agreement dated August 1, 1993 between Stephen Adams and the Company.Employment Agreement • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services
EMPLOYMENT AND PHANTOM STOCK AGREEMENTEmployment And • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services • Delaware
THIS AGREEMENT made and entered into as of the 15th day of May, 2002 by and between AFFINITY GROUP, INC., a Delaware corporation (“AGI”), CAMPING WORLD, INC., a Kentucky corporation and a wholly-owned subsidiary of AGI (“Camping World Holding”), CWI, INC., a Kentucky corporation and a wholly-owned subsidiary of Camping World Holding (the “Company”), and MARK T. GILMAN (the “Executive”);
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services • Massachusetts
This FOURTH AMENDMENT TO CREDIT AGREEMENT dated as of November 20, 2002 (this “Amendment”), among AFFINITY GROUP, INC. (the “Borrower”), THE GUARANTORS PARTY HERETO (the “Guarantors”), THE LENDERS PARTY HERETO (the “Lenders”), FLEET NATIONAL BANK, as Administrative Agent (the “Administrative Agent”), THE PROVIDENT BANK, as Syndication Agent (the “Syndication Agent”) and BANK ONE KENTUCKY, NA, as Documentation Agent (the “Documentation Agent” and together with the Administrative Agent and the Syndication Agent, the “Agents”).
ADDENDUM TO SERVICE AGREEMENTSAffinity Group Holding Inc • March 31st, 1998 • Services-amusement & recreation services
ADDENDUM TO WORKING AGREEMENTWorking Agreement • March 21st, 2003 • Affinity Group Holding Inc • Services-amusement & recreation services
Affinity Group, Inc. (formerly Trailer Life Publishing Company, Incorporated) (“AGI”) and National General Insurance Company (“NGIC”), wish to amend the Working Agreement between them for the Rider Motorcycle Club insurance plan operated in conjunction with AGI’s wholly-owned subsidiary GSS Enterprises, Inc., dated October 5, 1979, and amended by Addenda dated October 17, 1989, March 22, 1994 and January 9, 1998 (collectively, the “Working Agreement”), as follows:
EXHIBIT 10.37 Purchase Agreement for AGI Real Estate Holding, Inc. dated November 1, 1998 between Stephen Adams and AGI. [TYPED ON STEPHEN ADAMS LETTERHEAD] November 1, 1998 Mr. Mark J. Boggess Senior Vice President and CFO Affinity Group, Inc. 64...Purchase Agreement • March 29th, 1999 • Affinity Group Holding Inc • Services-amusement & recreation services
