EXHIBIT 4.2 STOCK OPTION AGREEMENT UNDER 2002 EQUITY INCENTIVE PLANOF ADAMS GOLF, INC. STOCK OPTION AGREEMENT (this "Agreement") entered into as of _______ between ADAMS GOLF, INC., a Delaware corporation (the "Corporation"), and ___________________,...Stock Option Agreement • February 9th, 2004 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • December 9th, 1999 • Adams Golf Inc • Sporting & athletic goods, nec
EXHIBIT 4.2 ADAMS GOLF, INC. INCENTIVE STOCK OPTION AGREEMENT UNDER 1998 STOCK INCENTIVE PLAN NONTRANSFERABLE INCENTIVE STOCK OPTION AGREEMENT (this "Agreement") entered into this ____ day of ___________, ____, between ADAMS GOLF, INC., a Delaware...Incentive Stock Option Agreement • December 1st, 1998 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
EXHIBIT 10.10Change of Control Agreement • April 2nd, 2001 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
STOCK OPTION AGREEMENT UNDER 1999 STOCK OPTION PLAN FOR OUTSIDE CONSULTANTS OF ADAMS GOLF, INC.Stock Option Agreement • November 5th, 1999 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
EXHIBIT 10.9Loan and Security Agreement • April 2nd, 2001 • Adams Golf Inc • Sporting & athletic goods, nec • North Carolina
STOCK OPTION AGREEMENT UNDER 1999 NON-EMPLOYEE DIRECTOR PLAN OF ADAMS GOLF, INC.Stock Option Agreement • May 28th, 1999 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
AGREEMENT AND PLAN OF MERGER by and among TAYLOR MADE GOLF COMPANY, INC., APPLE TREE ACQUISITION CORP. and ADAMS GOLF, INC. dated as of March 18, 2012Merger Agreement • March 19th, 2012 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of March 18, 2012, by and among Taylor Made Golf Company, Inc., a Delaware corporation ("Parent"); Apple Tree Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and Adams Golf, Inc., a Delaware corporation (the "Company").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 4th, 1998 • Adams Golf Inc
5,750,000 SHARES ADAMS GOLF, INC. COMMON STOCKUnderwriting Agreement • July 6th, 1998 • Adams Golf Inc • Sporting & athletic goods, nec • New York
RECITALSCommon Stock Purchase Agreement • December 1st, 2004 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
LEASE 2) COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • June 10th, 1998 • Adams Golf Inc • Sporting & athletic goods, nec
EXHIBIT 10.18Lease Agreement • April 2nd, 2001 • Adams Golf Inc • Sporting & athletic goods, nec
VOTING AGREEMENTVoting Agreement • March 22nd, 2012 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
THIS VOTING AGREEMENT (“Agreement”) is entered into as of March 18, 2012, by and between Taylor Made Golf Company, Inc., a Delaware corporation (“Parent”), and the undersigned stockholder (“Stockholder”) of Adams Golf, Inc., a Delaware corporation (the “Company”).
LEASE AGREEMENTLease Agreement • March 11th, 2008 • Adams Golf Inc • Sporting & athletic goods, nec
Premises: That portion of the Building, containing approximately 52,983 rentable square feet, as determined by Landlord, as shown on Exhibit A.
REVOLVING LINE OF CREDIT LOAN AND SECURITY AGREEMENT BY AND BETWEEN ADAMS GOLF, LTD., A TEXAS LIMITED PARTNERSHIPRevolving Line of Credit Loan and Security Agreement • August 14th, 2000 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
LEASE 3) COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • June 10th, 1998 • Adams Golf Inc • Sporting & athletic goods, nec
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 13th, 2009 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS AGREEMENT (the "Agreement") entered into as of the date signed by the parties below by and between Adams Golf, Inc. and its subsidiaries with its principal place of business at 2801 East Plano Parkway, Plano, Texas (the "Company") and Mr. Oliver Brewer (the "Executive");
RESTRICTED STOCK AWARD AGREEMENT UNDER ADAMS GOLF, INC. 2002 EQUITY INCENTIVE PLANRestricted Stock Award Agreement • September 20th, 2010 • Adams Golf Inc • Sporting & athletic goods, nec • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is entered into and effective as of March 13, 2008 by and between Adams Golf, Inc., a Delaware corporation (the “Company”), and Oliver G. Brewer III (“Participant”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 5th, 2009 • Adams Golf Inc • Sporting & athletic goods, nec
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (the “Agreement”), dated as of June 17, 2009 among ADAMS GOLF, INC., a Delaware corporation, ADAMS GOLF HOLDING CORP., a Delaware corporation, ADAMS GOLF GP CORP., a Delaware corporation, ADAMS GOLF, LTD., a Texas limited partnership, ADAMS GOLF IP, L.P., a Delaware limited partnership, ADAMS GOLF MANAGEMENT CORP., a Delaware corporation, WGU, LLC, a Texas limited liability company (hereinafter the “Borrowers”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association) (the “Bank”);
CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONA OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION FIRST AMENDMENT TO GOLF CONSULTANT AGREEMENT RECITALSGolf Consultant Agreement • April 1st, 2003 • Adams Golf Inc • Sporting & athletic goods, nec
FORM OF SUPPLEMENTARY AGREEMENTSupplementary Agreement • June 1st, 2012 • Adams Golf Inc • Sporting & athletic goods, nec
SUPPLEMENTARY AGREEMENT dated as of , 2012 (this “Agreement”), among Joseph R. Gregory (“Gregory”), The Master’s Table, Inc. (the “Transferee”), and Taylor Made Golf Company, Inc., a Delaware corporation (“Parent”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 22nd, 2006 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) shall be effective on the 1st day of January, 2006 (the “Effective Date”), by and between Adams Golf, Inc. and its subsidiaries with its principal place of business at 2801 East Plano Parkway, Plano, Texas (collectively, the “Company”), and Mr. Barney Adams (the “Chairman”).
ONE YEAR EMPLOYMENT AND CHANGE OF CONTROL AGREEMENTEmployment Agreement • March 29th, 2002 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS AGREEMENT (the "Agreement") is made and entered into as of this 12th day of February 2002 by and between Adams Golf Management Corp, a Delaware corporation, and the corporation's Chief Financial Officer, Russell Fleischer (the "Executive"). Adams Golf Management Corp. is sometimes referred to herein as the "Employer".
ContractCommercial Lease Agreement • March 8th, 2004 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENT THIS SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENT (this “Amendment”) is entered on and to be effective as of September 1, 2003, by and between CABOT INDUSTRIAL PROPERTIES, L.P., a Delaware limited partnership, as landlord (“Landlord”), and ADAMS GOLF, LTD., a Texas limited partnership, as tenant (“Tenant”). R E C I T A L S WHEREAS, Jackson-Shaw Technology Center II, Ltd. (“Original Landlord”) and Adams Golf, Inc. (“Original Tenant”), predecessor in interest to Tenant, entered into that certain Commercial Lease Agreement dated December 8, 1997, as amended by that certain Correction and Ratification Agreement dated August 11, 1998, between Arshaw Partners II, successor in interest to Original Landlord and predecessor in interest to Landlord, and Original Tenant (as amended, the “Lease”), pursuant to which Tenant leases from Landlord certain industrial space known as 2801 East Plano Parkway, Plano, Texas (the “leased Premises”); and WHEREAS
EXECUTIVE CHANGE OF CONTROL AND SEVERANCE AGREEMENTExecutive Change of Control and Severance Agreement • August 8th, 2007 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS AGREEMENT (the "Agreement") is made and entered into as of this 15th day of May, 2007 by and between Adams Golf Management Corp, a Delaware corporation, and the corporation's Chief Financial Officer , Eric Logan (the "Executive"). Adams Golf Management Corp. is sometimes referred to herein as the "Employer".
JOINT FILING AGREEMENTJoint Filing Agreement • March 20th, 2012 • Adams Golf Inc • Sporting & athletic goods, nec
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D and any amendments to it with respect to the common stock, par value $0.001 per share, of Adams Golf, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to those joint filings.
SECTION 1Revolving Credit Agreement • May 4th, 1998 • Adams Golf Inc • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2003 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS AGREEMENT (the "Agreement") entered into as of the date signed by the parties below by and between Adams Golf, Inc. and its subsidiaries with its principal place of business at 2801 East Plano Parkway, Plano, Texas (the "Company") and Mr. Barney Adams (the "Chairman");
EXECUTIVE EMPLOYMENT AGREEMENT BETWEEN MR. BARNEY ADAMS AND ADAMS GOLFExecutive Employment Agreement • January 13th, 2009 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) shall be effective on the 1st day of January, 2009 (the “Effective Date”), by and between Adams Golf, Inc. and its subsidiaries with its principal place of business at 2801 East Plano Parkway, Plano, Texas (collectively, the “Company”), and Mr. Barney Adams (the “Chairman”).
CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSIONExecutive Employment Agreement • March 21st, 2005 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
THIS AGREEMENT (the "Agreement") entered into as of the date signed by the parties below by and between Adams Golf, Inc. and its subsidiaries with its principal place of business at 2801 East Plano Parkway, Plano, Texas (the "Company") and Mr. Oliver Brewer (the "Executive");
ASSET PURCHASE AGREEMENT by and among WGU, LLC (“Purchaser”) and WOMEN’S GOLF UNLIMITED, INC. (“Seller”) Dated as of December 15, 2006 Confidential Treatment Requested. Confidential Material in this document has been redacted and filed separately with...Asset Purchase Agreement • March 14th, 2007 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
This ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of December 15, 2006, by and among WGU, LLC, a Texas limited liability company (“Purchaser”), and WOMEN’S GOLF UNLIMITED, INC., a New Jersey corporation (“Seller”), and, solely for the purposes of Section 10.16 of this Agreement, ADAMS GOLF LTD. a Texas Limited Partnership (“Purchaser Parent”).
ADAMS GOLF, INC.Bylaws • May 4th, 1998 • Adams Golf Inc
January 3, 2003 Mr. Chip Brewer Adams Golf, Ltd.Loan and Security Agreement • April 1st, 2003 • Adams Golf Inc • Sporting & athletic goods, nec
REVOLVER NOTERevolver Note • November 19th, 2007 • Adams Golf Inc • Sporting & athletic goods, nec • Texas
FOR VALUE RECEIVED, the undersigned (“Borrowers”) promise to pay to the order of WACHOVIA BANK, NATIONAL ASSOCIATION (“Bank”) at the place and times provided in the Agreement referred to below, the principal amount of all Revolver Loans made by Bank from time to time pursuant to that certain Loan and Security Agreement dated as of November [___], 2007 (as amended, restated or otherwise modified, the “Agreement”) by and between Borrowers and Bank. Capitalized terms used herein and not defined herein shall have the meanings assigned thereto in the Agreement.
