EXHIBIT 10.18 NOTE PURCHASE AGREEMENT ----------------------- AGREEMENT (this "Agreement"), dated as of June 23, 1999, between Rho Management Trust I (the "Purchaser") and musicmaker.com, Inc., a Delaware corporation (the "Company"). W I T N E S S E T...Note Purchase Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Delaware
EXHIBIT 10.15 STOCKHOLDERS AGREEMENTStockholders Agreement • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
Agreement of Joint FilingJoint Filing Agreement • May 25th, 2004 • Mm Companies Inc • Phonograph records & prerecorded audio tapes & disks
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D (the "Statement") to which this Agreement is attached as an exhibit, and agree that such Statement, as so filed, is filed on behalf of each of them.
AGREEMENTAgreement • August 25th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
EXHIBIT 1.1 MUSICMAKER.COM, INC. [8,400,000] Shares Common Stock ($.01 par value) Form of Underwriting AgreementUnderwriting Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
betweenLease Agreement • April 5th, 2000 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
THIS REGISTRATION RIGHTS AGREEMENT is made as of June 8, 1999 (the "Registration Rights Agreement"), by and among musicmaker.com, Inc., a Delaware ------------------------------ corporation (the "Company"), Virgin Holdings, Inc., a Delaware...Registration Rights Agreement • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
Exhibit 10.1 ASSIGNMENT AGREEMENT -------------------- AGREEMENT made as of the 15th day of August, 2005, by and between GEORGE FOREMAN PRODUCTIONS, INC., and GEORGE FOREMAN, [ADDRESS] on the one hand (collectively, "Assignor"), and GEORGE FOREMAN...Assignment Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GEORGE FOREMAN VENTURES LLCLimited Liability Company Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • Delaware
ANDWarrant Agreement • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • New York
Exhibit 10.7 MEMORANDUM OF UNDERSTANDING --------------------------- Agreement dated 1/18/99 by and between The Music Connection Corporation, 1831 Wiehle Avenue, Suite 128, Reston, Virginia 20190. A De1aware corporation organized under the laws of...Memorandum of Understanding • February 19th, 1999 • Musicmaker Com Inc • Virginia
Exhibit 10.7 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is made in New York, New York as of August 15, 2005 (the "Effective Date"), by and between George Foreman Ventures LLC, a Delaware limited liability company (the...Employment Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
RECITALSRegistration Rights Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
Exhibit 10.2 AMENDMENT TO THE DEVARAJAN S. PUTHUKARAI AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF DECEMBER 8, 1997 This Amendment is made and entered into as of this 19th day of May 1999, by and between musicmaker.com, Inc., a Delaware corporation...Employment Agreement • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Virginia
EXHIBIT 99.27 Agreement of Joint FilingJoint Filing Agreement • January 14th, 2004 • Mm Companies Inc • Phonograph records & prerecorded audio tapes & disks
Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments...Joint Filing Agreement • August 25th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, $0.01 par value per share, and any derivative securities thereof, of George Foreman Enterprises, Inc., and that this Agreement be included as an Exhibit to such joint filing.
Exhibit 10.6 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is made in New York, New York as of August 15, 2005 (the "Effective Date"), by and between George Foreman Ventures LLC, a Delaware limited liability company (the...Employment Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
Exhibit 10.1 CONFIDENTIAL TREATMENT REQUESTED INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND IS IDENTIFIED BY THREE ASTERISKS, AS FOLLOWS "* * *", AN UNREDACTED VERSION OF THIS DOCUMENT HAS BEEN FILED SEPARATELY WITH...Letter of Agreement • November 29th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks
EXHIBIT 10.10.1 MUSICMAKER.COM, INC. LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT is entered into as of March 12, 1999, by and between IMPERIAL BANK ("Bank") and musicmaker.com, Inc. ("Borrower").Loan and Security Agreement • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • California
EXHIBIT 1Preferred Stock Rights Agreement • December 19th, 2000 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Delaware
TERMS -----Interactive Marketing Agreement • April 5th, 2000 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Washington
DEED OF LEASE BETWEENDeed of Lease • April 5th, 2000 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Virginia
Exhibit 10.25 STOCK APPRECIATION RIGHTS AGREEMENT THIS AGREEMENT is made as of this 31st day of December, 2002, by and between MM Companies, Inc., a Delaware corporation (the "Company"), and James Mitarotonda (the "Grantee"). W I T N E S S E T H: - -...Stock Appreciation Rights Agreement • March 31st, 2003 • Mm Companies Inc • Phonograph records & prerecorded audio tapes & disks • New York
WITNESSETHMaster Equipment Lease • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses • Massachusetts
EXHIBIT 10.19 DEMAND PROMISSORY NOTE ----------------------Demand Promissory Note • July 2nd, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses
This Note is the Note defined in that certain Note Purchase Agreement, dated as of June 23, 1999, between Borrower and Lender, as the same may be amended from time to time (the "Note Agreement"), and is governed by the terms thereof. Each capitalized term not otherwise defined herein shall have the meaning set forth in the Note Agreement.
AGREEMENTAssignment Agreement • October 6th, 2010 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
AGREEMENT dated as of May 28, 2010 by and among George Foreman Productions, Inc. (“GF Productions”) and George Foreman (“Foreman”), on the one hand (collectively, the “Foreman Parties”), and George Foreman Ventures LLC (“GFV”) and George Foreman Enterprises, Inc. (“GFE”), on the other hand (collectively, the “GFE Parties”). All capitalized terms used herein and not otherwise defined shall have the respective meanings provided in Section 1.
RECITALSInvestor Rights Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
AGREEMENTSpokesperson Agreement • October 6th, 2010 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
This Agreement (the “Agreement”) is entered into on April ___, 2010 (the “Effective Date”) by and among George Foreman, individually (“Foreman”), George Foreman Ventures LLC, a Delaware limited liability company (“GFV”), and United States Pharmaceutical Group, L.L.C. (d/b/a NationsHealth), a Delaware limited liability company (together with its Subsidiaries, the “Company”). All capitalized terms used herein and not otherwise defined shall have the respective meaning provided in Section 1.
EXHIBIT 10.10.2 --------------------------------------------------------------- ----------------- STANDBY LETTER OF CREDIT AND SECURITY AGREEMENT The undersigned ("Customer") applies to Imperial Bank ("Bank") for a loan (the "Loan") in the principal...Standby Letter of Credit and Security Agreement • June 15th, 1999 • Musicmaker Com Inc • Retail-catalog & mail-order houses
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 11th, 2008 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 7, 2008, is entered into by and among George Foreman Enterprises, Inc., a Delaware corporation (the “Company”), and the Buyer(s) set forth on the signature pages affixed hereto (individually, a “Buyer” or collectively “Buyers”).
Trademark License AgreementTrademark License Agreement • February 25th, 2008 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
This Trademark License Agreement (this “Agreement”) is made as of February 19, 2008, between George Foreman Ventures LLC (“Licensor”), on the one hand, and George Foreman and George Foreman Productions, Inc. (collectively, “Licensee” and together with Licensor, the “Parties”), on the other hand.
ADDENDUM TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 11th, 2008 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks
Addendum dated as of February 29, 2008 to Securities Purchase Agreement dated March 7, 2008 by and among George Foreman Enterprises, Inc., a Delaware corporation (the “Company”) and the Buyers set forth on the signature pages affixed to the Securities Purchase Agreement (individually a “Buyer” or collectively “Buyers”). Capitalized terms used herein shall have the meaning given to them in the Securities Purchase Agreement.
Exhibit 10.2 Services Agreement ------------------ AGREEMENT dated as of the 15th day of August, 2005 by and between GEORGE FOREMAN PRODUCTIONS, INC. f/s/o George Foreman, [ADDRESS] ("Lender") and GEORGE FOREMAN VENTURES LLC, 100 N. Wilkes-Barre Blvd,...Services Agreement • August 18th, 2005 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
License AgreementLicense Agreement • April 26th, 2007 • George Foreman Enterprises Inc • Phonograph records & prerecorded audio tapes & disks • New York
This License Agreement (this "Agreement") is made as of April 20, 2007, between George Foreman Ventures LLC ("Licensor"), on the one hand, and InStride Ventures, LLC ("Licensee" and together with Licensor, the "Parties"), on the other hand.
SECTION ONE REPRESENTATIONS AND WARRANTIES OF THE INDEPENDENT CONTRACTORConsulting Agreement • March 31st, 2005 • Mm Companies Inc • Phonograph records & prerecorded audio tapes & disks • Delaware
