INDENTUREIndenture • October 2nd, 2003 • Haights Cross Communications Inc • New York
RECITALSRevolving Credit Agreement • April 19th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New York
BY AND AMONG HAIGHTS CROSS COMMUNICATIONS, INC. AS "HCCI" HAIGHTS CROSS OPERATING COMPANY AS "HCOC" OPI ACQUISITION CO., INC. AS "BUYER" AND OPTIONS PUBLISHING, INC. AS "SELLER"Asset Purchase Agreement • December 6th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New Hampshire
EXHIBIT 10.2 INCENTIVE STOCK OPTION AGREEMENT UNDER THE HAIGHTS CROSS COMMUNICATIONS, INC. 2000 STOCK OPTION AND GRANT PLAN NAME OF OPTIONEE: [NAME] (the "Optionee") NO. OF OPTION SHARES: [Number] Shares of Common Stock GRANT DATE: [Date] (the "Grant...Incentive Stock Option Agreement • September 28th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • Delaware
EXHIBIT 3.20 OPTIONS PUBLISHING, LLC Limited Liability Company Agreement This Limited Liability Company Agreement of Options Publishing, LLC, a Delaware limited liability company (the "LLC"), is made as of November 30, 2004 by Haights Cross Operating...Limited Liability Company Agreement • February 11th, 2005 • Haights Cross Communications Inc • Miscellaneous publishing
EXHIBIT 2.2 PURCHASE AND SALE AGREEMENT BY AND BETWEEN MERRIMACK M&R REALTY LLCPurchase and Sale Agreement • December 6th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing
LEASE TERM: Beginning on the Commencement Date and ending on the last day of the sixty-third (63rd) full calendar month after the Rent Commencement Date. It is agreed that no Base Rent is due from Tenant for the months of April, May and June, 2003,...Lease Agreement • October 2nd, 2003 • Haights Cross Communications Inc
Exhibit 10.12 EMPLOYMENT AGREEMENT -------------------- This Employment Agreement, dated as of December 18, 2003 (the "Agreement"), is entered into by and between Haights Cross Communications, Inc. (the "Company"), a Delaware corporation, and, and...Employment Agreement • January 12th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New York
amongTerm Loan Agreement • November 21st, 2003 • Haights Cross Communications Inc • Miscellaneous publishing • New York
DATED AS OF AUGUST 20, 2003 BY AND AMONGRegistration Rights Agreement • October 2nd, 2003 • Haights Cross Communications Inc • New York
AMENDMENT NO. 6 TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 30th, 2006 • Haights Cross Communications Inc • Miscellaneous publishing • New York
EXHIBIT 10.3 INCENTIVE STOCK OPTION AGREEMENT UNDER THE HAIGHTS CROSS COMMUNICATIONS, INC. 2000 STOCK OPTION AND GRANT PLANIncentive Stock Option Agreement • September 28th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • Delaware
ARTICLE I DEFINITIONSInvestors Agreement • October 2nd, 2003 • Haights Cross Communications Inc • New York
ANDRegistration Rights Agreement • April 19th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New York
REGISTRATION RIGHTS AGREEMENT Dated as of December 10, 2004 by and among HAIGHTS CROSS OPERATING COMPANY THE GUARANTORS LISTED ON SCHEDULE I HERETO and BEAR, STEARNS & CO. INC.Registration Rights Agreement • December 15th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New York
EXHIBIT 10.3 DIRECTOR INDEMNIFICATION AGREEMENT This DIRECTOR INDEMNIFICATION AGREEMENT (the "Agreement") made and entered into this 10th day of December, 1999, by and between Haights Cross Communications, Inc., a Delaware corporation (the "Company"),...Director Indemnification Agreement • October 2nd, 2003 • Haights Cross Communications Inc • New York
Exhibit 3.14 SUNDANCE PUBLISHING, LLC Amended and Restated Limited Liability Company Agreement This Amended and Restated Limited Liability Company Agreement of SUNDANCE PUBLISHING, LLC, a Delaware limited liability company (the "LLC") is made as of...Limited Liability Company Agreement • October 2nd, 2003 • Haights Cross Communications Inc
DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • September 27th, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • New York
This DIRECTOR INDEMNIFICATION AGREEMENT (the “Agreement”) made and entered into as of the 21st day of September, 2007, by and between Haights Cross Communications, Inc., a Delaware corporation (the “Company”), and Paul J. Crecca (the “Indemnitee”).
Exhibit 10.6 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of December 10, 1999, is entered into by and among Haights Cross Communications, Inc., a Delaware corporation (the "Company"), Haights...Investor Registration Rights Agreement • October 2nd, 2003 • Haights Cross Communications Inc • New York
RECAPITALIZATION AGREEMENTRecapitalization Agreement • July 6th, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • Delaware
This RECAPITALIZATION AGREEMENT (this “Agreement”), dated as of June 29, 2007, is made between HAIGHTS CROSS COMMUNICATIONS, INC., a Delaware corporation (the “Company”), and the parties listed on Schedule I hereto (the “Investors”).
FOURTH FORBEARANCE AGREEMENT AND AMENDMENT NO. 1 TO CREDIT AGREEMENTFourth Forbearance Agreement and Amendment No. 1 to Credit Agreement • May 12th, 2009 • Haights Cross Communications Inc • Miscellaneous publishing • Massachusetts
FOURTH FORBEARANCE AGREEMENT AND AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of May 7, 2009 (this “Agreement”), by and among Haights Cross Operating Company (the “Borrower”), the entities listed as “Guarantors” on the signature pages hereto (the “Guarantors”), the entities listed as “Lenders” on the signature pages hereto (the “Lenders”), and DDJ Capital Management, LLC, as administrative agent and collateral agent for the Lenders (the “Agent”).
SUPPLEMENTAL INDENTURESupplemental Indenture • December 15th, 2004 • Haights Cross Communications Inc • Miscellaneous publishing • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of December 10, 2004, among Options Publishing, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of Haights Cross Operating Company (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, N.A., as trustee under the indenture referred to below (the “Trustee”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 11th, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • New York
AMENDMENT dated December 11, 2007 (the “Amendment”) to the Employment Agreement dated January 31, 2007 (the “Employment Agreement”) between Haights Cross Communications, Inc., a Delaware corporation (the “Company”), and Paul J. Crecca (“Crecca”). All capitalized terms not otherwise defined herein shall have the same meaning given to them in the Employment Agreement.
AMENDMENT NO. 7 AND WAIVER NO. 4 TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • April 3rd, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • New York
June 17, 2009 Haights Cross Operating Company Haights Cross Communications, Inc.Credit Agreement • June 18th, 2009 • Haights Cross Communications Inc • Miscellaneous publishing
NONCOMPETITION AGREEMENTNon-Competition Agreement • February 2nd, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • New York
This Non-Competition Agreement (the “Agreement”) is made as of January 31, 2007, by and between Haights Cross Communications, Inc. (the “Company”) and Paul J. Crecca (“Crecca”).
NONCOMPETITION AGREEMENTNon-Competition Agreement • February 23rd, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • New York
This Non-Competition Agreement (the “Agreement”) is made as of January 31, 2007, by and between Haights Cross Communications, Inc. (the “Company”) and Peter J. Quandt (“Quandt”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 4th, 2008 • Haights Cross Communications Inc • Miscellaneous publishing • New York
This Agreement is made this 27th day of August, 2008, by and among The Rowman & Littlefield Publishing Group, Inc., a Maryland corporation with its principal place of business at 4501 Forbes Boulevard, Lanham, Maryland 20706 (hereinafter “Parent”), Sundance/Newbridge, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (hereinafter “Buyer”), for the limited purposes provided herein, Haights Cross Operating Company, a Delaware corporation with its principal place of business at 10 New King Street, White Plains, New York 10604 (“Haights”), and Sundance/Newbridge Educational Publishing, LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Haights with its principal place of business at One Beeman Road, P.O. Box 740, Northborough, Massachusetts 01532 (hereinafter “Seller”), and shall be deemed effective as of 12:01 a.m. Eastern time on August 27, 2008 (the “Effective Time”).
CREDIT AGREEMENT dated as of August 15, 2008 among HAIGHTS CROSS OPERATING COMPANY, as borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO FROM TIME TO TIME, and DDJ CAPITAL MANAGEMENT, LLC, as Administrative Agent and...Credit Agreement • August 19th, 2008 • Haights Cross Communications Inc • Miscellaneous publishing • Massachusetts
MEMBERSHIP INTEREST PURCHASE AGREEMENT AMONG HAIGHTS CROSS OPERATING COMPANY, OAKSTONE PUBLISHING, LLC AND OAKSTONE HOLDING COMPANY, LLC DATED: AS OF JUNE 30, 2008Membership Interest Purchase Agreement • July 7th, 2008 • Haights Cross Communications Inc • Miscellaneous publishing • Delaware
AGREEMENT entered into as of the 30th day of June, 2008, among Haights Cross Operating Company, a Delaware corporation (the “Seller”), Oakstone Publishing, LLC, a Delaware limited liability company (the “Company”) and Oakstone Holding Company, LLC, a Delaware limited liability company corporation (the “Buyer”).
AMENDMENT NO. 5 AND CONSENT NO. 4 TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • November 14th, 2005 • Haights Cross Communications Inc • Miscellaneous publishing • New York
AMENDMENT NO. 5 AND CONSENT NO. 4 (this “Amendment”), dated as of August 9, 2005, to the REVOLVING CREDIT AGREEMENT, dated as of August 20, 2003, by and among HAIGHTS CROSS OPERATING COMPANY (the “Borrower”), the several lenders from time to time parties thereto (the “Lenders”), BEAR STEARNS CORPORATE LENDING, INC., as Syndication Agent (in such capacity, the “Syndication Agent”), and THE BANK OF NEW YORK (“BNY”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) as amended by Amendment No. 1 and Waiver No. 1, dated as of January 26, 2004, Amendment No. 2 and Waiver No. 2, dated as of April 14, 2004, Amendment No. 3 and Consent No. 3, dated as of December 1, 2004 and Amendment No. 4 and Waiver No. 3 to Revolving Credit Agreement, dated as of March 31, 2005 (and, as further amended from time to time, the “Credit Agreement”).
BASIC LEASE INFORMATION PAGELease Agreement • June 18th, 2009 • Haights Cross Communications Inc • Miscellaneous publishing
THIS LEASE AGREEMENT (the “Lease”) is made and entered into as of this ____ day of ________, 2009, by and between PR LITTLETON EXPANSION LLC, a Delaware limited liability company, as landlord (“Landlord”), and TRIUMPH LEARNING, LLC a Delaware limited liability company, as tenant (“Tenant”):
AMENDMENT NO. 3 AND CONSENT NO. 3 TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 30th, 2005 • Haights Cross Communications Inc • Miscellaneous publishing • New York
AMENDMENT NO. 3 AND CONSENT NO. 3 (this “Amendment”), dated as of December 1, 2004, to the REVOLVING CREDIT AGREEMENT, dated as of August 20, 2003, by and among HAIGHTS CROSS OPERATING COMPANY (the “Borrower”), the several lenders from time to time parties thereto (the “Lenders”), BEAR STEARNS CORPORATE LENDING, INC., as Syndication Agent (in such capacity, the “Syndication Agent”), and THE BANK OF NEW YORK (“BNY”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) as amended by Amendment No. 1 and Consent No. 1, dated as of January 26, 2004 and Amendment No. 2 and Consent No. 2, dated as of April 14, 2004 (and, as further amended from time to time, the “Credit Agreement”).
RELEASE AND SETTLEMENT AGREEMENTRelease and Settlement Agreement • August 16th, 2007 • Haights Cross Communications Inc • Miscellaneous publishing • Delaware
This Release and Settlement Agreement (the “Release”) is entered into this 10th day of August, 2007 by and between Glenview Capital Partners, L.P., Glenview Institutional Partners, L.P., Glenview Capital Master Fund, Ltd., QDRF Master Ltd., Quadrangle Debt Opportunities Fund Master Ltd., Quadrangle Debt Recovery Income Fund LP, Quadrangle Debt Recovery Income Fund Master Ltd , Quadrangle Debt Opportunities Fund Master Ltd, Columbia Funds Master Investment Trust-Columbia High Income Master Portfolio, Columbia Funds Variable Insurance Trust 1 — Columbia High Yield Fund, Variable Series, The Mainstay Funds on Behalf of its High Yield Corporate Bond Fund, The Mainstay Funds on Behalf of its Diversified Income Fund, Mainstay VP Series Fund, Inc. on Behalf of its High Yield Corporate Bond and Deephaven Distressed Opportunities Trading Ltd. (collectively, the “Series B Preferred Stockholders”), and Haights Cross Communications, Inc. (“HCC”, and collectively with the Series B Preferred Stockho
HCC-EDI, LLCLimited Liability Company Agreement • October 2nd, 2003 • Haights Cross Communications Inc
