Exhibit 1.1 MILESTONE AV TECHNOLOGIES, INC. __________ Shares of Common Stock UNDERWRITING AGREEMENT Dated: ________, 2007 TABLE OF CONTENTSUnderwriting Agreement • December 4th, 2007 • Milestone AV Technologies, Inc. • Household audio & video equipment • New York
BY AND AMONGCredit Agreement • September 27th, 2007 • CSAV Holding Corp. • New York
RESTRICTED STOCK PURCHASE AGREEMENT (DALE GLOMSRUD)Restricted Stock Purchase Agreement • September 27th, 2007 • CSAV Holding Corp.
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 29, 2003, is among (a) CHIEF MANUFACTURING HOLDING CORP., a Delaware corporation (the "Company"), (b) FRIEDMAN, FLEISCHER & LOWE...Registration Rights Agreement • September 27th, 2007 • CSAV Holding Corp. • Massachusetts
EXHIBIT 10.5 AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (this "Agreement"), dated as of September 24, 2007, is between CSAV, INC., a Massachusetts corporation (the...Employment and Non-Competition Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment • Minnesota
Exhibit 4.24 STOCK PURCHASE AGREEMENT (JPM CONSULTING INC.) This STOCK PURCHASE AGREEMENT (this "Agreement") is dated as of March 16, 2004, by and between CHIEF MANUFACTURING HOLDING CORP., a Delaware corporation (the "Company"), and JPM CONSULTING...Stock Purchase Agreement • September 27th, 2007 • CSAV Holding Corp.
GUARANTY AND SECURITY AGREEMENT CSAV, INC. GUARANTY, PLEDGE AND SECURITY AGREEMENT Dated as of July 21, 2006Guaranty and Security Agreement • September 27th, 2007 • CSAV Holding Corp. • New York
WITNESSETH:Disturbance and Attornment Agreement • September 27th, 2007 • CSAV Holding Corp. • Minnesota
RESTRICTED STOCK PURCHASE AGREEMENT (SCOTT GILL)Restricted Stock Purchase Agreement • September 27th, 2007 • CSAV Holding Corp.
COVENANTS:Lease Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment
Exhibit 10.1 LEASE CONTRACTLease Contract • September 27th, 2007 • CSAV Holding Corp.
RESTRICTED STOCK PURCHASE AGREEMENT (TENURE BONUS)Restricted Stock Purchase Agreement • September 27th, 2007 • CSAV Holding Corp.
RESTRICTED STOCK PURCHASE AGREEMENT (KEITH PRIBYL)Restricted Stock Purchase Agreement • December 4th, 2007 • Milestone AV Technologies, Inc. • Household audio & video equipment
Exhibit 4.3 STOCKHOLDER AGREEMENT This STOCKHOLDER AGREEMENT (this "Agreement"), dated as of August 29, 2003, is among (a) CHIEF MANUFACTURING HOLDING CORP., a Delaware corporation (the "Company"), (b) FRIEDMAN, FLEISCHER & LOWE CAPITAL PARTNERS,...Stockholder Agreement • September 27th, 2007 • CSAV Holding Corp. • Massachusetts
RESTRICTED STOCK PURCHASE AGREEMENT (STEVEN DURKEE)Restricted Stock Purchase Agreement • September 27th, 2007 • CSAV Holding Corp.
EXHIBIT 10.6 AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (this "Agreement"), dated as of September 24, 2007, is between CSAV, INC., a Massachusetts corporation (the...Employment and Non-Competition Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment • Minnesota
GUARANTY AND SECURITY AGREEMENT (SECOND LIEN) CSAV, INC. GUARANTY, PLEDGE AND SECURITY AGREEMENT Dated as of July 21, 2006Guaranty and Security Agreement • September 27th, 2007 • CSAV Holding Corp. • New York
Exhibit 10.2 SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT This SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (this "Agreement"), dated as of September 24, 2007, is between CSAV, INC., a Massachusetts...Employment and Non-Competition Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment • Minnesota
Exhibit 10.4 AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (this "Agreement"), dated as of September 24, 2007 is between CSAV, INC., a Massachusetts corporation (the...Employment and Non-Competition Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment • Minnesota
Exhibit 10.9 EMPLOYMENT AGREEMENT THE UNDERSIGNED: 1. CSAV EUROPE B.V., a private company with limited liability, incorporated under the laws of The Netherlands, having its registered office in The Netherlands, hereinafter to be referred as "CSAV",...Employment Agreement • September 27th, 2007 • CSAV Holding Corp.
EXECUTION COPY TERMINATION AND TRANSACTION AGREEMENT THIS TERMINATION AND TRANSACTION AGREEMENT (this "Agreement") is dated as of the 6th day of December, 2005 by and among AV SUPPLY GROUP 2001 LIMITED, a New Zealand limited liability entity...Termination and Transaction Agreement • September 27th, 2007 • CSAV Holding Corp. • New York
LEASE AGREEMENTLease Agreement • November 8th, 2007 • CSAV Holding Corp. • Household audio & video equipment • Minnesota
This LEASE AGREEMENT (“Lease”) is made and entered into this 26th day of June, 2006 by and between CSM FAMILY HOLDINGS, L.L.C., a Delaware limited liability company (“Landlord”) and CSAV, INC., a Massachusetts corporation (“Tenant”).
