ARTICLE I DEFINITIONSRegistration Rights Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
Exhibit 10.16 LEASE AGREEMENT THIS LEASE AGREEMENT is made and entered into effective this 1st day of December, 1996, by and between C.R Wehr, Jr., hereinafter referred to as "Lessor", and GuildMaster, Inc., hereinafter referred to as "Lessee". In...Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.2 EMPLOYMENT AGREEMENT This Agreement ("Agreement") effective this 31st day of July, 2001, by and between Decorize, Inc., a Delaware corporation ("Corporation"), and John Michael Sandel ("Employee"). WHEREAS, the Corporation is engaged in...Employment Agreement • August 15th, 2001 • Decorize Inc • Non-operating establishments • Missouri
ARTICLE I DEFINITIONSSecurities Purchase Agreement • March 19th, 2002 • Decorize Inc • Non-operating establishments • Delaware
DEBTOR'S NAME, ADDRESS AND SSN OR TIN SECURED PARTY'S NAME AND ADDRESS ("I" means each Debtor who signs.) ("You" means the Secured Party, its successors and assigns.) I am entering into this security agreement with you on November 16, 2000 (date)....Security Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Texas
Exhibit 10.18 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE ("Agreement") is entered into between Decorize, Inc., its affiliated and related entities ("Decorize") and Jon Baker ("Baker") effective as of August 25, 2003, and is...Separation Agreement • October 10th, 2003 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
Exhibit 4.19 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of the 9th day of December, 2003, is by and between James K. Parsons ("Seller"), each of the persons listed on Schedule B to this Agreement (collectively,...Stock Purchase Agreement • March 5th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
Exhibit 4.3 INVESTMENT LETTER AND SUBSCRIPTION AGREEMENT DECORIZE, INC. Decorize, Inc. 211 S. Union Street, Suite F Springfield, MO 65802 Attn: Alex Budzinsky Re: Decorize, Inc. - Subscription for Common Stock and Warrants Gentlemen: 1. Subscription....Subscription Agreement • October 2nd, 2002 • Decorize Inc • Non-operating establishments • Delaware
ARTICLE I DEFINITIONSRegistration Rights Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
LOAN AGREEMENTLoan Agreement • January 18th, 2005 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
ARTICLE I DEFINITIONSSecurities Purchase Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
Exhibit 10.21 FAX MEMORANDUM SHARP & ASSOCIATES, INC. 9219 KATY FWY., SUITE 140 HOUSTON, TEXAS 77024 (713) 464-6688 FAX(713) 464-2672 TO: Mike Sandel, President Faithwalk FAX# (281)469-7866 FROM: Bill Sharp Property Manager and Agent for Landlord...Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.10 LEASE AGREEMENT 211 UNION, LLC THIS LEASE AGREEMENT, made and entered into as of the 10 day of April, 2000 by and between 211 UNION, LLC (hereinafter referred to as "Landlord"), and DECORIZE.COM, LLC (hereinafter referred to as "Tenant").Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.15 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT, made and entered into this 17th day of April, 2000, by and between GUILDMASTER, INC., hereinafter called Client; JAMES K. PARSONS, hereinafter called Creditor; and GE CAPITAL...Subordination Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Date: December 10, 2003 Warrant to Purchase 200,000 Shares DECORIZE, INC. (Incorporated under the laws of the State of Delaware) WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK Warrant Price: $1.20 per share, subject to adjustment as provided...Warrant Agreement • December 19th, 2003 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
Exhibit 10.3 DECORIZE, INC. THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT ARE TRANSFERABLE ONLY IN ACCORDANCE WITH PARAGRAPH H HEREOF. Void after 5:00 P.M., New York Time, on June 30, 2003 Warrant to Purchase...Warrant Agreement • August 15th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 10.11 LEASE AGREEMENT 211 UNION, LLC THIS LEASE AGREEMENT, made and entered into as of the 9 day of November, 2000 by and between 211 UNION, LLC (hereinafter referred to as "Landlord"), and DECORIZE.COM, LLC (hereinafter referred to as "Tenant").Lease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
STOCK EXCHANGE AGREEMENT THIS STOCK EXCHANGE AGREEMENT (this "Agreement"), dated as of the 21st day of January, 2004, is by and between Decorize, Inc., a Delaware corporation (the "Company") and NEST USA, Inc., a Delaware corporation ("NEST")....Stock Exchange Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of the 30th day of January, 2004, is by and between and Decorize, Inc., a Delaware corporation (the "Company") and Jon T. Baker ("Purchaser"). WHEREAS, the Company...Stock Purchase Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
DECORIZE, INC. 1938 East Phelps Springfield, Missouri 65802 (417) 879-3326Loan Agreement • January 18th, 2005 • Decorize Inc • Wholesale-furniture & home furnishings • Delaware
ANDMerger Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
July 31, 2001Merger Agreement • August 15th, 2001 • Decorize Inc • Non-operating establishments
AGREEMENT:Security Agreement • May 14th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
WITNESSETH:Registration Rights Agreement • June 6th, 2005 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into this ____day of June, 2001, by and between Decorate, Inc., a Missouri corporation ("Decorate"), and Decorize.com, L.L.C., a Missouri...Merger Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
Exhibit 4.20 CONSULTANT AGREEMENT This Agreement is made and entered into as of the 1st day of March 2003, between Decorize, Inc.(the "Company") and Evan Kaye ("Consultant"). In consideration of and for the mutual promises and covenants contained...Consultant Agreement • March 5th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
ARTICLE 1 ISSUANCE AND EXCHANGE OF SHARESSecurities Exchange Agreement • July 16th, 2001 • Decorize Inc • Non-operating establishments • Missouri
September ___, 2003 FIRST AMENDMENT TO FACTORING AGREEMENT AND WAIVER LETTER Decorize, Inc. 1938 East Phelps Springfield, Missouri 65802 Ladies and Gentlemen: Please refer to the Factoring Agreement between Decorize, Inc. (the "Client") and us, dated...Factoring Agreement • November 13th, 2003 • Decorize Inc • Wholesale-furniture & home furnishings
Exhibit 10.3 EMPLOYMENT AGREEMENT This Agreement ("Agreement") is made this ______ day of _________________, 2001, by and between Decorate, Inc., a Missouri corporation ("Corporation"), and Jon T. Baker ("Employee"). WHEREAS, the Corporation is...Employment Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
ANDMerger Agreement • August 15th, 2001 • Decorize Inc • Non-operating establishments • Missouri
Exhibit 10.4 EMPLOYMENT AGREEMENT This Agreement ("Agreement") is made this ______ day of _________________, 2001, by and between Decorate, Inc., a Missouri corporation ("Corporation"), and James K. Parsons ("Employee"). WHEREAS, the Corporation is...Employment Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • Missouri
FAITH WALK DESIGNS, INC. Sterling Bank Loan Number 62000010 10825 BARELY LANE SUITE D P.O. Box 924009 Date: 6/19/00 HOUSTON TX 77070 0000 Houston, Texas 77292 4009 Maturity Date 6/19/03 Loan Amount $21,956.06 BORROWER'S NAME AND ADDRESS LENDER'S NAME...Loan Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments
Exhibit 2.2 July 31, 2001 John Michael Sandel Kitty Sandel c/o Faith Walk Designs, Inc. 10825 Barley Lane, Suite D Houston, TX 77070 Re: Side Letter to that certain Merger Agreement by and between Decorize, Inc., ("Decorize"), Step of Faith, Inc.,...Side Letter • August 15th, 2001 • Decorize Inc • Non-operating establishments
REPUBLIC LEASING COMPANY, A Division of Resource Bancshares Corporation P.O. Box 527, Columbia, SC 29202 (803) 750-4100 FAX (803) 750-4112 Lease No. _______________ LEASE AGREEMENT Page 1 of 3 THIS LEASE CANNOT BE CANCELLEDLease Agreement • September 28th, 2001 • Decorize Inc • Non-operating establishments • South Carolina
SUBORDINATED SECURITY AGREEMENT This Subordinated Security Agreement (this "Agreement") dated as of the 10th day of December, 2003, is made by Decorize, Inc., a Delaware corporation (the "Debtor"), in favor of James K. Parsons (the "Lender"). R E C I...Subordinated Security Agreement • February 17th, 2004 • Decorize Inc • Wholesale-furniture & home furnishings • Missouri
