as Issuer,Indenture • September 3rd, 1997 • National Tobacco Co Lp • New York
CONSULTING AGREEMENT AGREEMENT made as of this 25th day of June, 1997 between NORTH ATLANTIC TRADING COMPANY, INC., a Delaware corporation with offices at 257 Park Avenue South, New York, New York 10010, (the "Company"), and JACK AFRICK, who resides...Consulting Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
SECURITY AGREEMENTSecurity Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPLimited Partnership Agreement • September 3rd, 1997 • National Tobacco Co Lp • Delaware
ASSIGNMENT AND ASSUMPTION THIS ASSIGNMENT AND ASSUMPTION made as of this 25th day of June, 1997, between NTC HOLDING, LLC, a Delaware limited liability company ("Assignor"), and NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC., a Delaware corporation...Assignment and Assumption Agreement • July 23rd, 1997 • National Tobacco Co Lp
Page No. ---- ARTICLE I. SALE OF SHARES AND CLOSING 1.01 Purchase and Sale................................. 1 1.02 Purchase Price; Option Cancellation Payment....... 1 1.03 Closing........................................... 3 ARTICLE II....Stock Purchase Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC 11% Senior Notes due 2004 PURCHASE AGREEMENTPurchase Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NONQUALIFIED STOCK OPTION AGREEMENT GRANTED TO: Jeffrey S. Hay EFFECTIVE DATE OF July 28, 1997 GRANT: GRANTED PURSUANT TO: NORTH ATLANTIC TRADING COMPANY 1997 SHARE INCENTIVE PLAN NUMBER OF UNDERLYING 15,966 SHARES: EXERCISE PRICE: 18.19 per share...Nonqualified Stock Option Agreement • September 17th, 1997 • National Tobacco Co Lp
PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of June 25, 1997 (as amended, modified or supplemented from time to time, the "Agreement"), made by each of the undersigned (each, a "Pledgor" and together with any other entity that becomes a party hereto...Pledge Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
CREDIT AGREEMENTCredit Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
EXCHANGE ANDStockholders' Agreement • September 3rd, 1997 • National Tobacco Co Lp • Delaware
EMPLOYMENT AGREEMENT THIS AGREEMENT is entered into this 1st day of January, 1997, between NTC HOLDING, LLC, a Delaware limited liability company (the "Company"), and JAY MARTIN (the "Employee"). 1. Employment. Unless sooner terminated as set forth in...Employment Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
EXCHANGE ANDStockholders' Agreement • July 23rd, 1997 • National Tobacco Co Lp • Delaware
SUBSIDIARY GUARANTY SUBSIDIARY GUARANTY, dated as of June 25, 1997 (as amended, modified or supplemented from time to time, this "Guaranty"), made by each of the undersigned (each, a "Guarantor" and together with any other entity that becomes a party...Subsidiary Guaranty • September 3rd, 1997 • National Tobacco Co Lp • New York
WARRANT AGREEMENTWarrant Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
by and amongRegistration Rights Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
PREAMBLEDistribution Agreement • September 17th, 1997 • National Tobacco Co Lp • New York
PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of June 25, 1997 (as amended, modified or supplemented from time to time, the "Agreement"), made by each of the undersigned (each, a "Pledgor" and together with any other entity that becomes a party hereto...Pledge Agreement • July 23rd, 1997 • National Tobacco Co Lp • New York
AMENDMENT NO. 1 TO THE NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • September 3rd, 1997 • National Tobacco Co Lp
W I T N E S S E T H:Assignment and Assumption • September 3rd, 1997 • National Tobacco Co Lp
UNIT AGREEMENTUnit Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NATIONAL TOBACCO COMPANY, L.P. AMENDMENT NO. 1 dated and effective as of June 25, 1997, to the Third Amended and Restated Agreement of Limited Partnership (the...Third Amended and Restated Agreement of Limited Partnership • September 3rd, 1997 • National Tobacco Co Lp
PREFERRED STOCK REGISTRATION RIGHTS AGREEMENT Dated as of June 25, 1997 by and among NORTH ATLANTIC TRADING ACQUISITION COMPANY, INC.Preferred Stock Registration Rights Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
AGREEMENTEmployment Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
COMMON STOCK REGISTRATION RIGHTS AND STOCKHOLDERS AGREEMENT Dated as of June 25, 1997Common Stock Registration Rights and Stockholders Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
PREAMBLEDistribution Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
PREAMBLEDistribution Agreement • September 17th, 1997 • National Tobacco Co Lp • New York
W I T N E S S E T H: - - - - - - - - - -Assignment and Assumption of Stock Purchase Agreement • September 3rd, 1997 • National Tobacco Co Lp
Portions of this exhibit have been omitted pursuant to a request for confidential treatment. The omitted portions marked by [**] have been separately filed with the Commission. RESTATED AMENDMENT, dated as of June 25, 1997 (the "Agreement") between...Distribution Agreement • September 17th, 1997 • National Tobacco Co Lp
andPurchasing and Processing Agreement • September 3rd, 1997 • National Tobacco Co Lp • Pennsylvania
PREAMBLEDistribution Agreement • September 3rd, 1997 • National Tobacco Co Lp • New York
NONQUALIFIED STOCK OPTION AGREEMENT GRANTED TO: David I. Brunson EFFECTIVE DATE OF April 23, 1997 GRANT: GRANTED PURSUANT TO: NORTH ATLANTIC TRADING COMPANY 1997 SHARE INCENTIVE PLAN NUMBER OF UNDERLYING 30,928 SHARES: EXERCISE PRICE: 18.19 per share...Nonqualified Stock Option Agreement • September 3rd, 1997 • National Tobacco Co Lp
April 14, 1997Employment Agreement • July 23rd, 1997 • National Tobacco Co Lp
April 14, 1997Employment Agreement • September 3rd, 1997 • National Tobacco Co Lp
PREAMBLEDistribution Agreement • September 17th, 1997 • National Tobacco Co Lp • New York
