EXHIBIT 10(b) ASSET PURCHASE AGREEMENT Dated June 8, 2000Asset Purchase Agreement • August 14th, 2000 • K2 Inc • Sporting & athletic goods, nec • Delaware
PRELIMINARY STATEMENTS:Receivables Purchase Agreement • May 13th, 1997 • K2 Inc • Sporting & athletic goods, nec • New York
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • January 23rd, 1998 • K2 Inc • Sporting & athletic goods, nec
EXHIBIT 10Asset Purchase Agreement • August 13th, 1999 • K2 Inc • Sporting & athletic goods, nec • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • May 13th, 1998 • K2 Inc • Sporting & athletic goods, nec • California
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER , 2002,...Warrant Agreement • February 24th, 2003 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS CERTIFIES THAT, for value received, or its registered assigns, is entitled to purchase from K2 Inc., a Delaware corporation (the “Company”), at any time or from time to time during the period specified in Paragraph 2 hereof, Five Hundred Twenty Four Thousand Three Hundred Twenty Nine (524,329)1 [$25,000,000 divided by the Conversion Price multiplied by [0.25] [the “Conversion Price” shall mean the average of the closing prices over the fifteen trading days ending on the trading day preceding the effective date of the Securities Purchase Agreement multiplied by 120%]] fully paid and nonassessable shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at an exercise price of $13.91 [140% of the Closing Price (the “Closing Price” shall mean the average of the closing prices over the fifteen trading days ending on the trading day preceding the closing date)] per share (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares
EXHIBIT 99(A) ASSET PURCHASE AGREEMENT dated February 16, 1996Asset Purchase Agreement • March 22nd, 1996 • Anthony Industries Inc • Sporting & athletic goods, nec • California
RECITALCredit Agreement • March 30th, 1998 • K2 Inc • Sporting & athletic goods, nec • California
EXHIBIT 1 RIGHTS AGREEMENT dated as of July 1, 1999 by and between K2 INC. and HARRIS TRUST COMPANY OF CALIFORNIA as Rights AgentRights Agreement • August 9th, 1999 • K2 Inc • Sporting & athletic goods, nec • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 24th, 2003 • K2 Inc • Sporting & athletic goods, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February , 2003 by and among K2 Inc., a Delaware corporation (the “Company”), and the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
February 18, 2000 EXHIBIT (10)(b)(3) Enterprise Funding Corporation c/o Global Securitization Services, LLC 114 West 47th Street, Suite 1715 New York, NY 10036 Attention: Kevin P. Burns Bank of America, N.A Bank of America Corporate Center - 10th...Transfer and Administration Agreement • March 24th, 2000 • K2 Inc • Sporting & athletic goods, nec • New York
We refer to the Transfer and Administration Agreement, dated as of January 24, 1996 among Enterprise Funding Corporation, K2 Funding, Inc., as Transferor, K2 Inc., as Master Servicer and Bank of America, N.A., as successor by merger to NationsBank, N.A., as amended (the "Agreement").
among K2 INC. and CERTAIN OF ITS SUBSIDIARIES PARTY HERETO, as the Borrowers and the Guarantors,Credit Agreement • March 31st, 2003 • K2 Inc • Sporting & athletic goods, nec
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2003 • K2 Inc • Sporting & athletic goods, nec • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November , 2002, by and among K2 Inc., a Delaware corporation (“Company”), and the purchasers set forth on the signature pages hereto (collectively, the “Buyers”).
EXHIBIT 10(d)(1)(i) AGREEMENT AGREEMENT dated as of November 20, 1995 between Anthony Industries, Inc. (the "Company") and B. I. Forester ("Forester"). Forester has been President and/or Chief Executive Officer of the Company for over 25 years and...Retirement and Consulting Agreement • March 29th, 1996 • Anthony Industries Inc • Sporting & athletic goods, nec
EMPLOYMENT AGREEMENTEmployment Agreement • May 13th, 1998 • K2 Inc • Sporting & athletic goods, nec • California
Re: $40,000,000 8.39% Senior Notes due November 30, 2004 of K2 Inc.Guaranty Agreement • March 24th, 2000 • K2 Inc • Sporting & athletic goods, nec • New York
ContractStock Purchase Warrant • June 5th, 2003 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER , 2002, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, REASONABLY SATISFACTORY TO K2 INC. THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
K2 Inc. Registration Rights Agreement June 10, 2003Registration Rights Agreement • September 8th, 2003 • K2 Inc • Sporting & athletic goods, nec • New York
K2 Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 5.00% Convertible Senior Notes (the “Securities”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
K2 INC. 6,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • June 28th, 2004 • K2 Inc • Sporting & athletic goods, nec • New York
K2 Inc., a Delaware corporation (the “Company”), proposes to issue and sell (the “Offering”) to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 6,000,000 shares of Common Stock, par value $1.00 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 900,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase one one-hundredth ( 1/100) (subject to adjustment) of a share of the Company’s Series A Junior Participating Cumulative Preferred Stock, par value $1.00 per share (the “Ser
EXHIBIT 10.02 SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 13th, 1997 • K2 Inc • Sporting & athletic goods, nec • California
FIRST AMENDMENT TO ------------------ CREDIT AGREEMENT ----------------Credit Agreement • March 28th, 1997 • K2 Inc • Sporting & athletic goods, nec • California
K2 Inc. Senior Convertible NotesPurchase Agreement • September 8th, 2003 • K2 Inc • Sporting & athletic goods, nec • New York
K2 Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”) an aggregate of $75,000,000 principal amount of the Senior Convertible Notes, convertible into Common Stock, par value $1.00 per share (“Stock”), of the Company, specified above (the “Securities”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 2007 • K2 Inc • Sporting & athletic goods, nec • California
This EMPLOYMENT AGREEMENT (the “Agreement”) is dated February 12, 2007 (the “Effective Date”), by and between K2 Inc. (the “Company”) and J. Wayne Merck (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties,” and individually referred to as a “Party.”
EXCHANGE AGREEMENTExchange Agreement • January 21st, 2004 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS EXCHANGE AGREEMENT, dated as of November 25, 2003 (the “Agreement”), is by and between K2 Inc., a Delaware corporation (“Parent”), and Michael Favish (the “Stockholder”), an individual and a stockholder of Fotoball USA, Inc., a Delaware corporation (the “Company”). Terms used but not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF NOVEMBER 25, 2003 AMONG K2 INC. FOTOBALL USA, INC. AND BOCA ACQUISITION SUB, INC.Merger Agreement • January 21st, 2004 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), dated as of November 25, 2003, is by and among FOTOBALL USA, INC., a Delaware corporation (the “Company”), K2 INC., a Delaware corporation (“Parent”), and BOCA ACQUISITION SUB, INC., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Acquisition”).
Credit AgreementCredit Agreement • March 24th, 2000 • K2 Inc • Sporting & athletic goods, nec • California
K2 INC. 2006 LONG-TERM INCENTIVE PLAN [FORM OF NONQUALIFIED STOCK OPTION AGREEMENT - NON-EMPLOYEE DIRECTOR]Nonqualified Stock Option Agreement • May 26th, 2006 • K2 Inc • Sporting & athletic goods, nec • Delaware
K2, INC. Second Amendment to Note AgreementsSecond Amendment to Note Agreements • March 24th, 2000 • K2 Inc • Sporting & athletic goods, nec • New York
EXCHANGE AGREEMENTExchange Agreement • December 18th, 2003 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS EXCHANGE AGREEMENT, dated as of October 22, 2003 (the “Agreement”), is by and between K2 Inc., a Delaware corporation (“Parent”), and Charter Oak Partners (the “Stockholder”), a Connecticut limited partnership and a stockholder of Brass Eagle Inc., a Delaware corporation (the “Company”). Terms used but not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
VOTING AGREEMENTVoting Agreement • April 27th, 2007 • K2 Inc • Sporting & athletic goods, nec • Delaware
VOTING AGREEMENT, dated as of April 24, 2007 (this “Agreement”), by and among Jarden Corporation, a Delaware corporation (“Parent”), and the Stockholders of K2 Inc., a Delaware corporation (the “Company”), whose names appear on Schedule I attached hereto (collectively, the “Stockholders”).
RECITALS:Pledge and Security Agreement • March 31st, 2003 • K2 Inc • Sporting & athletic goods, nec • California
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 21, 2006 among K2 INC. and CERTAIN OF ITS SUBSIDIARIES PARTY HERETO, as the Borrowers and the Guarantors, THE FINANCIAL INSTITUTIONS NAMED HEREIN, as the Lenders, and JPMORGAN CHASE BANK,...Credit Agreement • February 24th, 2006 • K2 Inc • Sporting & athletic goods, nec • New York
This Amended and Restated Credit Agreement, dated as of February __, 2006, is among K2 Inc. and each of its Subsidiaries party hereto, each of the lending institutions from time to time party hereto (such lending institutions, together with their respective successors and assigns, are referred to herein individually as a “Lender” and collectively as the “Lenders”), JPMorgan Chase Bank, N.A., as a contractual representative for the Lenders (the “Administrative Agent”), JPMorgan Chase Bank, N.A., as a contractual representative for the Lenders (the “Collateral Agent”), and acting through its London branch as the “U.K. Security Trustee”. The parties hereto agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2001 • K2 Inc • Sporting & athletic goods, nec • California
This Employment Agreement ("Agreement") is entered into on May 8, 2001 by and between Richard M. Rodstein, an individual (the "Executive"), and K2 Inc., a Delaware corporation (the "Company").
EXHIBIT 10(a) =============================================================================== AMENDED AND RESTATED TRANSFER AND ADMINISTRATION AGREEMENTTransfer and Administration Agreement • August 14th, 2000 • K2 Inc • Sporting & athletic goods, nec • New York
AGREEMENT AND PLAN OF MERGER by and among JARDEN CORPORATION, K2 MERGER SUB, INC. and K2 INC. Dated as of April 24, 2007Merger Agreement • April 27th, 2007 • K2 Inc • Sporting & athletic goods, nec • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 24, 2007 (this “Agreement”), by and among Jarden Corporation, a Delaware corporation (“Parent”), K2 Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and K2 Inc., a Delaware corporation (the “Company”). Terms used in this Agreement are defined in Section 8.1 hereof.
