EXHIBIT 10.4 EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT (the "Agreement") dated August 28, 1996 and effective as of June 3, 1996, between Children's Concept, Inc. (the "Company") and Keith Spurgeon (the "Employee"). WHEREAS, the...Employment Agreement • May 4th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
As amended July 29, 1996 and May 3, 1999 STOCK OPTION AGREEMENT Option No. 1 No. of Shares Subject to Option: 30,000 This AGREEMENT, dated May 15, 1992, is made between CHILDREN'S CONCEPT, INC. (the "Company") and ROSA L. AUKBURG (the "Optionee"), W I...Stock Option Agreement • July 16th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops
6,100,000 Shares ZANY BRAINY, INC. Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • June 2nd, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • New York
LIMITED LIABILITY COMPANY AGREEMENT OF ZB HOLDINGS LLCLimited Liability Company Agreement • December 14th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- EMPLOYMENT AGREEMENT (the "Employment Agreement or "Agreement") between Zany Brainy, Inc., a Pennsylvania corporation formerly known as Children's Concept, Inc. (the...Employment Agreement • December 12th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- EMPLOYMENT AGREEMENT (the "Employment Agreement" or "Agreement") between Zany Brainy, Inc., a Pennsylvania corporation formerly known as Children's...Employment Agreement • June 25th, 2001 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
EXHIBIT 2 AGREEMENT AND PLAN OF MERGERMerger Agreement • April 28th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
EXHIBIT 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") between Zany Brainy, Inc., a Pennsylvania corporation formerly known as Children's Concept, Inc. (the "Company") and Robert A. Helpert (the "Employee"). WHEREAS, the Company...Employment Agreement • June 13th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
EXHIBIT 99.4 Children's Concept, Inc. Non-Qualified Stock Option THIS STOCK OPTION ("Option") is granted this 7th day of August, 1995, by Children's Concept, Inc., a Pennsylvania corporation (the "Company"), to Nick A. Egelanian (the "Optionee"). W I...Non-Qualified Stock Option Agreement • July 16th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
Amended and Restated Loan and Security Agreement by and amongLoan and Security Agreement • May 4th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • New York
EXHIBIT 10.7 CREDIT AGREEMENTCredit Agreement • April 28th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made and entered into as --------- of the 4th day of December 2000, by and between Zany Brainy, Inc., a Pennsylvania corporation ("Zany"), and Online Retail Partners Inc., a Delaware ---- corporation...Stock Purchase Agreement • December 12th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Pennsylvania
ARTICLE IPurchase Agreement • March 19th, 1999 • Zany Brainy Inc • Pennsylvania
EXECUTED] Loan and Security AgreementLoan and Security Agreement • September 12th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • New York
AGREEMENT OFLimited Liability Company Agreement • April 28th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 9th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
AMENDMENT ---------Incentive Stock Option Grant Amendment • December 12th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops
The Company has issued to the Optionee stock options (the "Options") to purchase shares of common stock of the Company ("Shares") under the Children's Concept, Inc. 1993 Stock Incentive Plan (the "1993 Plan") and the Zany Brainy, Inc. Amended and Restated 1998 Equity Compensation Plan (the "1998 Plan") by Stock Option Grant Agreements (the "Grant Agreements") as follows:
THIS PLAN OF DISSOLUTION (this "Agreement") is made and entered into as of --------- 4th day of December, 2000 (the "Effective Date"), by and among ZanyBrainy.com -------------- LLC, a Delaware limited liability company ("ZB.com"), ZB Holdings LLC, a...Plan of Dissolution • December 12th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
This SECOND CONTRIBUTION AND INTEREST PURCHASE AGREEMENT (this "Agreement") --------- is entered into as of this 20/th/ day of March, 2000 by and among Zany Brainy, Inc., a Pennsylvania corporation ("Zany Brainy"), Online Retail Partners Inc., a...Second Contribution and Interest Purchase Agreement • April 28th, 2000 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
RECITALSContribution and Interest Purchase Agreement • December 14th, 1999 • Zany Brainy Inc • Retail-hobby, toy & game shops • Delaware
