CREDIT AGREEMENT Dated as of September 18, 2018 among THE TILE SHOP, LLC, Tile shop lending, inc., and CERTAIN SUBSIDIARIES as Borrowers, TILE SHOP HOLDINGS, INC., as a Guarantor BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an...Credit Agreement • September 19th, 2018 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
Credit Agreement Dated as of June 2, 2015 among The Tile Shop, LLC and Certain Subsidiaries as Borrowers, Tile Shop Holdings, Inc., as a Guarantor Fifth Third Bank, as Administrative Agent, Swing Line Lender and L/C Issuer, Bank of America, N.A. As...Credit Agreement • June 4th, 2015 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
This Credit Agreement (“Agreement”) is entered into as of June 2, 2015, among Tile Shop Holdings, Inc., a Delaware corporation (“Holdings”), The Tile Shop, LLC, a Delaware limited liability company (the “Company”), Tile Shop Lending, Inc., a Delaware corporation (“Tile Shop Lending”), and certain Subsidiaries of the Company party hereto pursuant to Section 2.14 as borrowers (each such Subsidiary and Tile Shop Lending, a “Designated Borrower” and, together with the Company, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), Fifth Third Bank, an Ohio banking corporation, as Administrative Agent, Swing Line Lender and L/C Issuer, and Bank of America, N.A., as Syndication Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 23rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the ___ day of ____________, 2012 by and between Tile Shop Holdings, Inc., a Delaware corporation (the “Company”), and _____________ (“Indemnitee”).
Tile Shop Holdings, Inc. 4,250,000 Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • June 3rd, 2013 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
Citigroup Global Markets Inc. Robert W. Baird & Co. Incorporated Piper Jaffray & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 30th, 2022 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of September 30, 2022, by and among THE TILE SHOP, LLC, a Delaware limited liability company (“Tile Shop LLC”), TILE SHOP LENDING, INC., a Delaware corporation (“Tile Shop Lending”), TILE SHOP HOLDINGS, INC., a Delaware corporation (“Holdings”), THE TILE SHOP OF MICHIGAN, LLC, a Michigan limited liability company (“TS Michigan”), and any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto (such additional entities, together with Tile Shop LLC, Tile Shop Lending, Holdings, and TS Michigan, each a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • July 23rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 23rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Minnesota
THIS CREDIT AGREEMENT (this "Agreement") is entered into as of August 31, 2010, by and between THE TILE SHOP, LLC, a Delaware limited liability company ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank").
December 22, 2021 Karla Lunan Stillwater, MN 55082 Dear Karla:Employment Agreement • December 23rd, 2021 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
We are delighted to offer you a new position at Tile Shop Holdings, Inc. (the "Company"). This letter serves as an employment agreement to confirm the new terms of your employment:
SECURITY AGREEMENTSecurity Agreement • October 3rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS SECURITY AGREEMENT dated as of October 3, 2012 (this “Security Agreement”) is being entered into among TILE SHOP HOLDINGS, INC., a Delaware corporation (“Holdings”), THE TILE SHOP, LLC, a Delaware limited liability company (the “Company”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF HOLDINGS OR THE COMPANY AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A SECURITY JOINDER AGREEMENT (each a “Guarantor” and, together with Holdings and the Company, collectively, the “Grantors”), and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties (as defined in the Credit Agreement referenced) below.
TILE SHOP HOLDINGS, Inc. STOCK RESTRICTION AGREEMENTStock Restriction Agreement • July 26th, 2013 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
This Agreement (the “Agreement”) is made this the [_____] day of [_______], 20[__], by and between Tile Shop Holdings, Inc. (the “Company”), a Delaware corporation with its principal place of business at 14000 Carlson Parkway, Plymouth, MN 55441 and [______________], an individual having an address at [________________________________] (the “Stockholder”). Capitalized terms used by not otherwise defined herein shall have the meaning ascribed to such terms in the Company’s 2012 Equity Award Plan (the “Plan”). To the extent that any term of this Agreement conflicts or is otherwise inconsistent with any term of the Plan, as amended from time to time, the terms of the Plan shall take precedence and supersede any such conflict or inconsistent term contained herein.
TILE SHOP HOLDINGS, INC. NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • July 26th, 2013 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • July 26th, 2013 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
TILE SHOP HOLDINGS, INC. NONDISCLOSURE, CONFIDENTIALITY, ASSIGNMENT AND NONCOMPETITION AGREEMENTNondisclosure, Confidentiality, Assignment and Noncompetition Agreement • August 8th, 2024 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS NONDISCLOSURE, CONFIDENTIALITY, ASSIGNMENT AND NONCOMPETITION AGREEMENT (this “Agreement”) is made this 22nd day of July 2024, by and between Tile Shop Holdings, Inc., a Delaware corporation and its subsidiaries (collectively with any predecessors, successors, and assignees, the “Company”), and Cabell Lolmaugh (“I” or “me”), to be effective on July 22, 2024. This Agreement replaces and supersedes in its entirety that certain Nondisclosure, Confidentiality, Assignment and Noncompetition Agreement between me and the Company that was previously entered into effective as of February 19, 2018. This Agreement hereby is incorporated into the employment agreement between me and the Company as Exhibit A thereto, replacing and superseding in its entirety any such prior Exhibit A.
TILE SHOP HOLDINGS, INC. NONDISCLOSURE, CONFIDENTIALITY, ASSIGNMENT AND NONCOMPETITION AGREEMENTNondisclosure, Confidentiality, Assignment and Noncompetition Agreement • August 8th, 2024 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS NONDISCLOSURE, CONFIDENTIALITY, ASSIGNMENT AND NONCOMPETITION AGREEMENT (this “Agreement”) is made this 22nd day of July, 2024, by and between Tile Shop Holdings, Inc., a Delaware corporation (collectively with any predecessors, successors, and assignees, the “Company”), and Mark Davis (“I” or “me”), to be effective on July 22, 2024. This Agreement replaces and supersedes in its entirety that certain Nondisclosure, Confidentiality, Assignment and Noncompetition Agreement between me and the Company that was previously entered into effective as of September 6, 2019. This Agreement hereby is incorporated into the employment agreement between me and the Company as Exhibit A thereto, replacing and superseding in its entirety any such prior Exhibit A.
SECURITIES PLEDGE AGREEMENTSecurities Pledge Agreement • September 19th, 2018 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS SECURITIES PLEDGE AGREEMENT dated as of September 18, 2018 (this “Pledge Agreement”), is being entered into among TILE SHOP HOLDINGS, INC., a Delaware corporation (“Holdings”), THE TILE SHOP, LLC, a Delaware limited liability company (the “Company”), TILE SHOP LENDING, INC., a Delaware corporation (“Tile Shop Lending”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF HOLDINGS OR THE COMPANY AND EACH OTHER PERSON THAT SHALL BECOME A PARTY HERETO BY EXECUTION OF A PLEDGE JOINDER AGREEMENT (each a “Guarantor” and, together with Holdings, Tile Shop Lending and the Company, the “Pledgors”), and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties (as defined in the Credit Agreement referenced below).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 3rd, 2014 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 30, 2014 (the “Effective Date”), between Tile Shop Holdings, Inc. (the “Company”) and Timothy C. Clayton (“Executive”).
AMENDMENT TO terms of employmentTerms of Employment • April 27th, 2017 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
THIS AMENDMENT TO TERMS OF EMPLOYMENT (this “Amendment”) is entered into as of April 21, 2017 (the “Effective Date”), between Tile Shop Holdings, Inc. (the “Company”) and Kirk Geadelmann (“Executive”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 30th, 2013 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS STOCK PURCHASE AGREEMENT (the “Agreement”), dated and made effective as of May 24, 2013, is entered into by and between Nabron International, Inc., a Bahamas company (“Seller”), and TILE SHOP HOLDINGS, INC., a corporation incorporated and existing under the laws of Delaware (“Company”).
Security AgreementSecurity Agreement • June 4th, 2015 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
All of that certain tract of land, situated in the Iriswood District of Henry County, Virginia, on the Easterly side of State Route No. 610 and on the Westerly side of State Route 711, which tract being shown as Tract B, contains 25.31 acres, more or less, as shown on a Plat of Survey for Evans Warehouse, Inc. prepared by Larry G. Rakes, C.L.S. dated June 25, 1984, revised November 29, 1984, revised February 13, 1995, and being more commonly known as 9351 Axton Road, Axton, Virginia, in accordance with the numbering system currently utilized by the County of Henry.
TILE SHOP HOLDINGS, Inc. FORM OF PERFORMANCE-BASED STOCK RESTRICTION AGREEMENTPerformance-Based Stock Restriction Agreement • March 2nd, 2023 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
This Agreement (the “Agreement”) is made this [__] day of [______], [202[3]] (the “Date of Grant”), by and between Tile Shop Holdings, Inc. (the “Company”), a Delaware corporation with its principal place of business at 14000 Carlson Parkway, Plymouth, MN 55441 and [NAME], an individual having an address at [ADDRESS] (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Company’s 2021 Omnibus Equity Compensation Plan (the “Plan”). To the extent that any term of this Agreement conflicts or is otherwise inconsistent with any term of the Plan, as amended from time to time, the terms of the Plan shall take precedence and supersede any such conflict or inconsistent term contained herein.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2024 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Amendment to Employment Agreement (“Amendment”), dated as of March 18, 2024, is entered into by and among Tile Shop Holdings, Inc. (the “Company”) and Mark Davis (“Executive”) (collectively, the “Parties”).
SECURITY AGREEMENTSecurity Agreement • September 19th, 2018 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS SECURITY AGREEMENT dated as of September 18, 2018 (this “Security Agreement”) is being entered into among TILE SHOP HOLDINGS, INC., a Delaware corporation (“Holdings”), THE TILE SHOP, LLC, a Delaware limited liability company (the “Company”), TILE SHOP LENDING, INC., a Delaware corporation (“Tile Shop Lending”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF HOLDINGS OR THE COMPANY AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A SECURITY JOINDER AGREEMENT (each a “Guarantor” and, together with Holdings, Tile Shop Lending and the Company, collectively, the “Grantors”), and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties (as defined in the Credit Agreement referenced) below.
Fourth Amendment to Credit AgreementCredit Agreement • April 6th, 2018 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Fourth Amendment to Credit Agreement (herein, this “Amendment”) is entered into as of April 5, 2018 (the “Fourth Amendment Effective Date”), by and among The Tile Shop, LLC, a Delaware limited liability company (the “Company”), Tile Shop Lending, Inc., a Delaware corporation (“Tile Shop Lending” and together with the Company, the “Borrowers”), Tile Shop Holdings, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, the Lenders party hereto, and Fifth Third Bank, as Administrative Agent and L/C Issuer.
TILE SHOP HOLDINGS, Inc. FORM OF PERFORMANCE-BASED STOCK RESTRICTION AGREEMENTPerformance-Based Stock Restriction Agreement • March 11th, 2021 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
This Agreement (the “Agreement”) is made this [_] day of [__], [2021] (the “Grant Date”), by and between Tile Shop Holdings, Inc. (the “Company”), a Delaware corporation with its principal place of business at 14000 Carlson Parkway, Plymouth, MN 55441 and [_____________], an individual having an address at [__] (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Company’s 2012 Omnibus Award Plan (the “Plan”). To the extent that any term of this Agreement conflicts or is otherwise inconsistent with any term of the Plan, as amended from time to time, the terms of the Plan shall take precedence and supersede any such conflict or inconsistent term contained herein.
TILE SHOP HOLDINGS, INC. FORM OF INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • July 21st, 2021 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
AMENDMENT No. 1 TO CREDIT AGREEMENTCredit Agreement • November 17th, 2021 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Amendment No. 1 to Credit Agreement (this “Amendment”), dated as of November 16, 2021, is made by and among THE TILE SHOP, LLC, a Delaware limited liability company (the “Company”), TILE SHOP LENDING, INC., a Delaware corporation (“Tile Shop Lending” and, together with the Company, the “Borrowers”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States (“Bank of America”), in its capacity as administrative agent for the Lenders (as defined in the Credit Agreement) (in such capacity, the “Administrative Agent”), Swing Line Lender and an L/C Issuer, and each of the Lenders signatory hereto.
Third Amendment to Credit AgreementCredit Agreement • July 19th, 2017 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Third Amendment to Credit Agreement (herein, this “Amendment”) is entered into as of July 17, 2017 (the “Third Amendment Effective Date”), by and among The Tile Shop, LLC, a Delaware limited liability company (the “Company”), Tile Shop Lending, Inc., a Delaware corporation (“Tile Shop Lending” and together with the Company, the “Borrowers”), Tile Shop Holdings, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, the Lenders party hereto, and Fifth Third Bank, as Administrative Agent and L/C Issuer.
GUARANTY AGREEMENTGuaranty Agreement • September 19th, 2018 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS GUARANTY AGREEMENT dated as of September 18, 2018 (this “Guaranty Agreement”), is being entered into among EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A GUARANTY JOINDER AGREEMENT (each a “Guarantor” and collectively the “Guarantors”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties (as defined in the Credit Agreement referenced below). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
GUARANTY AGREEMENTGuaranty Agreement • October 3rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • New York
THIS GUARANTY AGREEMENT dated as of October 3, 2012 (this “Guaranty Agreement”), is being entered into among EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A GUARANTY JOINDER AGREEMENT (each a “Guarantor” and collectively the “Guarantors”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for each of the Secured Parties (as defined in the Credit Agreement referenced below). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
AMENDMENT TO TERMS OF EMPLOYMENT AND WAIVER OF CLAIMS AND GENERAL RELEASETerms of Employment • November 4th, 2019 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Amendment to Terms of Employment and Waiver of Claims and General Release (this “Amendment and Release”) is entered into as of September 6, 2019 between Tile Shop Holdings, Inc. (the “Company”) and Kirk Geadelmann (“Geadelmann”).
ContractConvertible Note Agreement • July 23rd, 2012 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
THIS NOTE AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THIS NOTE AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
TILE SHOP HOLDINGS, Inc. STOCK RESTRICTION AGREEMENTStock Restriction Agreement • October 26th, 2017 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
This Agreement (the “Agreement”) is made this the [_____] day of [_______], 20[__], by and between Tile Shop Holdings, Inc. (the “Company”), a Delaware corporation with its principal place of business at 14000 Carlson Parkway, Plymouth, MN 55441 and [______________], an individual having an address at [________________________________] (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Company’s 2012 Omnibus Award Plan (the “Plan”). To the extent that any term of this Agreement conflicts or is otherwise inconsistent with any term of the Plan, as amended from time to time, the terms of the Plan shall take precedence and supersede any such conflict or inconsistent term contained herein.
Second Amendment to Credit AgreementCredit Agreement • February 14th, 2017 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
This Second Amendment to Credit Agreement (herein, this “Amendment”) is entered into as of February 10, 2017, by and among The Tile Shop, LLC, a Delaware limited liability company (the “Company”), Tile Shop Lending, Inc., a Delaware corporation (“Tile Shop Lending” and together with the Company, the “Borrowers”), Tile Shop Holdings, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, the Lenders party hereto, and Fifth Third Bank, as Administrative Agent and L/C Issuer.
AMENDMENT TO terms of employmentTerms of Employment • February 27th, 2015 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores
THIS AMENDMENT TO TERMS OF EMPLOYMENT (this “Amendment”) is entered into as of January 1, 2015 (the “Effective Date”), between Tile Shop Holdings, Inc. (the “Company”) and Chris Homeister (“Executive”).
TILE SHOP HOLDINGS, INC. FORM OF NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • July 21st, 2021 • Tile Shop Holdings, Inc. • Retail-home furniture, furnishings & equipment stores • Delaware
