EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
This Employment Agreement (the "Agreement") is made and entered into as of January 22, 2019 (the "Effective Date"), by and between FTD Companies, Inc., a Delaware corporation (the "Company"), with principal corporate offices at 3113 Woodcreek Drive, Downers Grove, Illinois 60515, and Joseph R. Topper, Jr., whose address is 3113 Woodcreek Drive, Downers Grove, Illinois 60515 ("Employee").
EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2014 • FTD Companies, Inc. • Retail-nonstore retailers
This Employment Agreement (the “Agreement”) is made and entered into as of the Effective Date (as hereinafter defined) by and between FTD Companies, Inc., a Delaware corporation (the “Company”), with principal corporate offices at 3113 Woodcreek Drive, Downers Grove, Illinois 60515, and Scott D. Levin, whose address is 3113 Woodcreek Drive, Downers Grove, Illinois 60515 (“Employee”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Separation and Distribution Agreement • November 6th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation (“United Online”), and FTD Companies, Inc., a Delaware corporation (“FTD”). United Online and FTD are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
TAX SHARING AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Tax Sharing Agreement • November 6th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
THIS TAX SHARING AGREEMENT (as the same may be amended or supplemented from time to time, this “Agreement”) is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation (“United Online”), and FTD Companies, Inc., a Delaware corporation (“FTD”). United Online and FTD are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Article I.
FTD COMPANIES, INC. THIRD AMENDED AND RESTATEDRestricted Stock Unit Issuance Agreement • April 2nd, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
ASSET PURCHASE AGREEMENT by and between Farids & Co. LLC as Purchaser and PROVIDE COMMERCE LLC, as Seller Dated as of June 23, 2019Asset Purchase Agreement • June 24th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of June 23, 2019 (the “Effective Date”), is by and between Farids & Co. LLC, a Delaware limited liability company, or its designated Affiliate(s) (“Purchaser”), and Provide Commerce LLC, a Delaware limited liability company (the “Seller”). Certain capitalized terms used in this Agreement that are not otherwise defined are defined in Article I.
FTD COMPANIES, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENTRestricted Stock Unit Issuance Agreement • November 13th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
Amendment No. 1 to Separation and Distribution AgreementSeparation and Distribution Agreement • August 6th, 2015 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This Amendment No. 1 to Separation and Distribution Agreement (the “Amendment”), is effective as of May 20, 2015, by and between United Online, Inc., a Delaware corporation (“United Online”), and FTD Companies, Inc., a Delaware corporation (“FTD”), and is entered into with respect to the Separation and Distribution Agreement dated as of October 31, 2013 (the “Agreement”), by and between United Online and FTD (collectively referred to herein as the “Parties”). Capitalized terms used herein but not otherwise defined herein shall have the meaning set forth in the Agreement.
FORM OF] EMPLOYEE MATTERS AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Employee Matters Agreement • September 30th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
THIS EMPLOYEE MATTERS AGREEMENT (as the same may be amended or supplemented from time to time, this "Agreement") is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation ("United Online"), and FTD Companies, Inc., a Delaware corporation ("FTD"). United Online and FTD are sometimes referred to herein individually as a "Party," and collectively as the "Parties."
August 3, 2018Retention Compensation Agreement • November 8th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
In recognition of your continued service to FTD Companies, Inc. (the “Company”), the Company hereby provides to you an opportunity to earn certain additional compensation (“Retention Compensation”) if you meet the requirements set forth herein. This letter agreement (this “Letter”) sets forth the terms and conditions of your Retention Compensation opportunity, including the requirements that you must meet to receive each element of Retention Compensation. This Letter will be effective, and you will be eligible for the Retention Compensation, as of July 18, 2018 (the “Effective Date”), provided that you sign and return the enclosed copy of this Letter to the Company on or prior to August 3, 2018.
FTD COMPANIES, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENTRestricted Stock Unit Issuance Agreement • November 13th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
FORM OF] TRANSITION SERVICES AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Transition Services Agreement • September 30th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
THIS TRANSITION SERVICES AGREEMENT (as the same may be amended or supplemented from time to time, this "Agreement") is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation ("United Online"), and FTD Companies, Inc., a Delaware corporation ("FTD"). United Online and FTD are sometimes referred to herein individually as a "Party," and collectively as the "Parties."
INVESTOR RIGHTS AGREEMENT BY AND BETWEEN LIBERTY INTERACTIVE CORPORATION AND FTD COMPANIES, INC. DATED DECEMBER 31, 2014Investor Rights Agreement • December 31st, 2014 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This INVESTOR RIGHTS AGREEMENT, dated December 31, 2014 (this “Agreement”), is by and between Liberty Interactive Corporation, a Delaware corporation (“Investor”; which term will be deemed to refer to a Qualified Distribution Transferee or Qualifying Transferee, as the case may be, upon and after the effectiveness of the applicable assignment referred to in Section 1.3 of this Agreement), and FTD Companies, Inc., a Delaware corporation (“Issuer”). Investor and Issuer are each referred to herein as a “Party” and together as the “Parties.”
FTD COMPANIES, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENTRestricted Stock Unit Issuance Agreement • August 6th, 2015 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
EMPLOYEE MATTERS AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Employee Matters Agreement • November 6th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
THIS EMPLOYEE MATTERS AGREEMENT (as the same may be amended or supplemented from time to time, this “Agreement”) is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation (“United Online”), and FTD Companies, Inc., a Delaware corporation (“FTD”). United Online and FTD are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
TRANSITION SERVICES AGREEMENT by and between UNITED ONLINE, INC. and FTD COMPANIES, INC. dated as of October 31, 2013Transition Services Agreement • November 6th, 2013 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
THIS TRANSITION SERVICES AGREEMENT (as the same may be amended or supplemented from time to time, this “Agreement”) is entered into as of October 31, 2013, by and between United Online, Inc., a Delaware corporation (“United Online”), and FTD Companies, Inc., a Delaware corporation (“FTD”). United Online and FTD are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
FTD COMPANIES, INC. THIRD AMENDED AND RESTATED 2013 INCENTIVE COMPENSATION PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT ISSUANCE AGREEMENTPerformance-Based Restricted Stock Unit Issuance Agreement • April 30th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
FTD COMPANIES, INC. THIRD AMENDED AND RESTATEDRestricted Stock Unit Issuance Agreement • August 9th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of April 23, 2018 (the “Amendment Effective Date”), by and between Simha Kumar (the “Employee”) and FTD Companies, Inc., a Delaware corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 11th, 2016 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
This Employment Agreement (this "Agreement") is entered into as of March 27, 2010 between Tom Douglas Moeller (“you”) and Florists' Transworld Delivery, Inc., a Michigan corporation (the "Company").
FORBEARANCE AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENTForbearance Agreement and Second Amendment to Credit Agreement • April 2nd, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • New York
THIS FORBEARANCE AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of March 30, 2018 (this “Agreement”), is entered into among FTD COMPANIES, INC., a Delaware corporation (the “Company”), INTERFLORA BRITISH UNIT, a company incorporated under the Laws of England & Wales (the “UK Borrower”, and together with the Company, the “Borrowers”), the Guarantors party hereto, the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 23rd, 2014 • FTD Companies, Inc. • Retail-nonstore retailers • New York
This CREDIT AGREEMENT is entered into as of July 17, 2013 among FTD COMPANIES, INC., a Delaware corporation (the “Company”), INTERFLORA BRITISH UNIT, a company incorporated under the Laws of England & Wales (the “UK Borrower”, subject to the UK Borrower Sublimit, and together with the Company, the “Borrowers”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
EMPLOYMENT AGREEMENTEmployment Agreement • March 10th, 2014 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
This Employment Agreement (the “Agreement”) is made and entered into as of the date the last party hereto signs the Agreement but is made effective as of the Effective Date (as defined below in Section 1(a)) by and between FTD Companies, Inc., a Delaware corporation (the “Company”), with principal corporate offices at 3113 Woodcreek Drive, Downers Grove, Illinois 60515, and Becky A. Sheehan, whose address is 3113 Woodcreek Drive, Downers Grove, Illinois 60515 (“Employee”).
FTD COMPANIES, INC. THIRD AMENDED AND RESTATEDRestricted Stock Unit Issuance Agreement • May 9th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers
STOCK PURCHASE AGREEMENT BY AND AMONG FTD COMPANIES, INC., LIBERTY INTERACTIVE CORPORATION AND PROVIDE COMMERCE, INC. DATED JULY 30, 2014Stock Purchase Agreement • July 31st, 2014 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This STOCK PURCHASE AGREEMENT, dated July 30, 2014 (this “Agreement”), is by and among FTD Companies, Inc., a Delaware corporation (“Buyer”), Liberty Interactive Corporation, a Delaware corporation (“Seller”), and Provide Commerce, Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Seller (the “Company”).
THIRD AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of April 23, 2018 (the “Amendment Effective Date”), by and between Tom Douglas Moeller (the “Employee”) and Florists’ Transworld Delivery, Inc., a Michigan corporation (the “Company”).
FTD COMPANIES, INC. THIRD AMENDED AND RESTATED 2013 INCENTIVE COMPENSATION PLAN RESTRICTED STOCK UNIT ISSUANCE AGREEMENTRestricted Stock Unit Issuance Agreement • April 30th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
PURCHASE AND SALE AGREEMENT DATED AS OF APRIL 30, 2015 BY AND BETWEEN PROVIDE CREATIONS, INC. AND PROVIDE GIFTS, INC.Purchase and Sale Agreement • May 8th, 2015 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
This PURCHASE AND SALE AGREEMENT (this “Agreement”) is dated as of April 30, 2015 (the “Closing Date”), by and between Provide Gifts, Inc., a Delaware corporation (“Seller”), and Provide Creations, Inc., a Delaware corporation (“Buyer”). Seller and Buyer are referred to individually as a “Party” and collectively as the “Parties.”
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • November 9th, 2017 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
Assignment and Assumption Agreement (this “Agreement”), dated as of August 28, 2017, by and among General Communication, Inc., an Alaska corporation (which will be renamed GCI Liberty, Inc. in connection with the transactions contemplated by the Reorganization Agreement (as defined below)) (“Splitco”), Liberty Interactive Corporation, a Delaware corporation (“Liberty”), Liberty Interactive LLC, a Delaware limited liability company and wholly-owned subsidiary of Liberty (“LI LLC”), Ventures Holdco, LLC, a Delaware limited liability company and an indirect wholly-owned subsidiary of Liberty (“Ventures Holdco”), and FTD Companies, Inc. (the “Company”), a Delaware corporation.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of April 23, 2018 (the “Amendment Effective Date”), by and between Scott Levin (the “Employee”) and FTD Companies, Inc., a Delaware corporation (the “Company”).
SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 14th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Florida
THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT, dated as of March 13, 2019 (this “Amendment”), is entered into among FTD COMPANIES, INC., a Delaware corporation (the “Company”), INTERFLORA BRITISH UNIT, a company incorporated under the Laws of England & Wales (the “UK Borrower”, and together with the Company, the “Borrowers”), the Guarantors party hereto, the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
August 3, 2018Retention Compensation Agreement • November 8th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers
In recognition of your continued service to FTD Companies, Inc. (the “Company”), including its wholly-owned subsidiary Interflora Holdings Limited (“Interflora”), the Company hereby provides to you an opportunity to earn certain additional compensation (“Retention Compensation”) if you meet the requirements set forth herein. This letter agreement (this “Letter”) sets forth the terms and conditions of your Retention Compensation opportunity, including the requirements that you must meet to receive each element of Retention Compensation. This Letter will be effective, and you will be eligible for the Retention Compensation, as of July 18, 2018 (the “Effective Date”), provided that you sign and return the enclosed copy of this Letter to the Company on or prior to August 3, 2018.
FTD COMPANIES, INC. THIRD AMENDED AND RESTATEDRestricted Stock Unit Issuance Agreement • April 30th, 2019 • FTD Companies, Inc. • Retail-nonstore retailers • Delaware
FIRST Amendment TO EMPLOYMENT AGREEMENTEmployment Agreement • March 11th, 2016 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of February 26, 2016 (the “Amendment Effective Date”), by and between Tom Douglas Moeller (the “Executive”) and Florists’ Transworld Delivery, Inc., a Michigan corporation (the “Company”).
August 3, 2018Retention Compensation Agreement • November 8th, 2018 • FTD Companies, Inc. • Retail-nonstore retailers • Illinois
In recognition of your continued service to FTD Companies, Inc. (the “Company”), the Company hereby provides to you an opportunity to earn certain additional compensation (“Retention Compensation”) if you meet the requirements set forth herein. This letter agreement (this “Letter”) sets forth the terms and conditions of your Retention Compensation opportunity, including the requirements that you must meet to receive each element of Retention Compensation. This Letter will be effective, and you will be eligible for the Retention Compensation, as of July 18, 2018 (the “Effective Date”), provided that you sign and return the enclosed copy of this Letter to the Company on or prior to August 3, 2018.
