RECITALSEmployment Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
Exhibit 10.8 CONSULTING AGREEMENT This CONSULTING AGREEMENT (the "AGREEMENT") is made and entered into as of this 19th day of July, 2004, by and between ALTAMA DELTA CORPORATION, a Georgia corporation (the "COMPANY"), and W. WHITLOW WYATT, who resides...Consulting Agreement • August 6th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
Exhibit 10.7 ESCROW AGREEMENT This ESCROW AGREEMENT (this "AGREEMENT") is made and entered into as of this 19th day of July, 2004 by and among PHOENIX FOOTWEAR GROUP, INC., a Delaware corporation ("BUYER"), W. WHITLOW WYATT (the "STOCKHOLDER") and...Escrow Agreement • August 6th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • New York
Exhibit 4.1 DANIEL GREEN COMPANY RIGHTS AGREEMENTRights Agreement • February 27th, 1996 • Green Daniel Co • Footwear, (no rubber) • Massachusetts
BETWEENAsset Purchase Agreement • May 25th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
GUARANTYGuaranty • May 24th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • August 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.27Lock-Up Agreement • June 16th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber)
The undersigned understands that you, as managing underwriters, propose to enter into an Underwriting Agreement (the "Underwriting Agreement") on behalf of the several Underwriters named in such agreement (collectively, the "Underwriters"), with Phoenix Footwear Group, Inc., a Delaware corporation (the "Company"), providing for a public offering of shares (the "Shares") of the common stock of the Company (the "Common Stock") pursuant to a Registration Statement on Form S-2 (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC").
RECITALS:Employment Agreement • March 26th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • California
BY AND AMONGAsset Purchase Agreement • August 9th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
LICENSOR ANDLicense Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
Exhibit 10.1 THIRD AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT AMENDMENT NUMBER 1 This THIRD AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT AMENDMENT NUMBER 1 ("Amendment") is made as of the ___ day of February, 2005,...Revolving Credit and Term Loan Agreement • February 2nd, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber)
RECITALSEmployment Agreement • March 26th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
BETWEENTrademark License Agreement • November 15th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • New York
Exhibit 2.1 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT is entered into as of October 2, 2003, by and among Dan J. and Denise L. Costa, as trustees of the Dan J. and Denise L. Costa 1997 Family Trust and Douglas Vient as trustee of the...Stock Purchase Agreement • October 24th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
RECITALSEmployment Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.29 AWARD/CONTRACT PAGE 1 OF 7 PAGES 1. THIS CONTRACT IS A RATED ORDER UNDER DPAS (15 CFR 350) RATING DOC 9 ____________________________________ ____________________________________________ 2. CONTRACT (Proc. Inst. Ident.) NO....Contract • June 16th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber)
EXHIBIT 10.18Employment Agreement • June 16th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
DANIEL GREEN COMPANY 450 North Main Street Old Town, Maine 04468 December 27, 2001Asset Purchase Agreement • January 14th, 2002 • Green Daniel Co • Footwear, (no rubber) • New York
RECITALS:Employment Agreement • March 26th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
Exhibit 10.6 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT ("AGREEMENT"), dated as of July 19, 2004, is by and between PHOENIX FOOTWEAR GROUP, INC., a Delaware corporation (the "COMPANY"), and W. WHTILOW WYATT (the "SHAREHOLDER"). W...Registration Rights Agreement • August 6th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.2 CONSULTING AGREEMENT This CONSULTING AGREEMENT (the "Agreement") is made and entered into as of the 31st day of October, 2003, by and between Royal Robbins, Inc., a California corporation (the "Company"), and Dan J. Costa, who resides at...Consulting Agreement • November 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
ARTICLE I ASSETS TO BE PURCHASED AND SOLDAsset Purchase Agreement • January 14th, 2002 • Green Daniel Co • Footwear, (no rubber) • New York
COMMON STOCKUnderwriting Agreement • July 9th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • California
ARTICLE 1 EMPLOYMENT AND CONSULTING ENGAGEMENTEmployment and Consulting Agreement • August 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT dated as of June 1, 2001, between DANIEL GREEN COMPANY, a Massachusetts corporation (the "Company"), and the DANIEL GREEN COMPANY Retirement Savings Partnership Plan (the "Plan"). W I T N E S S E...Stock Purchase Agreement • June 26th, 2001 • Green Daniel Co • Footwear, (no rubber) • New York
Exhibit 10.20 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT ("AGREEMENT"), dated as of ________, 2004, is by and between PHOENIX FOOTWEAR GROUP, INC., a Delaware corporation (the "COMPANY"), and W. WHTILOW WYATT (the "SHAREHOLDER")....Registration Rights Agreement • June 16th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.5 NON-COMPETITION AND NON-DISCLOSURE AGREEMENT This NON-COMPETITION AND NON-DISCLOSURE AGREEMENT dated this 6th day of August, 2003 (this "AGREEMENT"), is made and entered into by and between HARRISON S. TRASK ("PRINCIPAL"), PHOENIX...Non-Competition and Non-Disclosure Agreement • August 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
Exhibit 10.9 NONCOMPETITION AND CONFIDENTIALITY AGREEMENT This NONCOMPETITION AND CONFIDENTIALITY AGREEMENT (this "AGREEMENT") is made and entered into as of this 19th day of July, 2004, by and between PHOENIX FOOTWEAR GROUP, INC., a Delaware...Noncompetition and Confidentiality Agreement • August 6th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
EXHIBIT 10.26Lock-Up Agreement • June 16th, 2004 • Phoenix Footwear Group Inc • Footwear, (no rubber)
The undersigned understands that you, as managing underwriters, propose to enter into an Underwriting Agreement (the "Underwriting Agreement") on behalf of the several Underwriters named in such agreement (collectively, the "Underwriters"), with Phoenix Footwear Group, Inc., a Delaware corporation (the "Company"), providing for a public offering of shares (the "Shares") of the common stock of the Company (the "Common Stock") pursuant to a Registration Statement on Form S-2 (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC").
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT ("AGREEMENT"), dated as of June 28, 2005, is by and between PHOENIX FOOTWEAR GROUP, INC., a Delaware corporation ("PHOENIX FOOTWEAR"), and CHAMBERS BELT COMPANY, an Arizona...Registration Rights Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
H.S. Trask & Co. 685 Old Buffalo Trail Bozeman, Montana 58715 Phoenix Footwear Group, Inc. 5759 Fleet Street, Suite 220 Carlsbad, California 92008 PFG Acquisition, Inc. 5759 Fleet Street, Suite 220 Carlsbad, California 92008 Gentlemen: Reference is...Merger Agreement • August 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber)
EXHIBIT 10.3 ESCROW AGREEMENT This ESCROW AGREEMENT (this "AGREEMENT") is made and entered into as of this 28th day of June, 2005 by and among CHAMBERS BELT COMPANY (the "SELLER"), CHARLES STEWART, as Seller's Agent, CHAMBERS DELAWARE ACQUISITION...Escrow Agreement • August 16th, 2005 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Delaware
STANDBY LETTER OF CREDIT AGREEMENTStandby Letter of Credit Agreement • June 19th, 2008 • Phoenix Footwear Group Inc • Footwear, (no rubber) • Texas
Applicant hereby requests that you, Wells Fargo Bank, National Association (“Wells Fargo”), issue in your name one or more standby letters of credit pursuant to Applications for the issuance of such Credits and the terms and conditions of this Agreement. Each Credit will be issued at Applicant’s request and for its account, and, unless otherwise specifically provided in any Loan Document, at your option. Applicant agrees that the terms and conditions in this Agreement shall apply to each Application and the Credit issued pursuant to each Application, and to transactions under each Application, each Credit and this Agreement.
RECITALS:Revolving Credit and Term Loan Agreement • November 12th, 2003 • Phoenix Footwear Group Inc • Footwear, (no rubber) • New York
