UNDERWRITING AGREEMENT ---------------------- Phoenix, Arizona October __, 1995 BROOKSTREET SECURITIES CORPORATION As representative of the several Underwriters named in Schedule I hereto 2361 Campus Drive, Suite 210 Irvine, California 92715 Ladies...Underwriting Agreement • October 27th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledOctober 27th, 1995 Company Industry Jurisdiction
AGREEMENT FOR PURCHASE AND SALE OF DEBBIE REYNOLDS HOTEL & CASINO LAS VEGAS, NEVADA SELLER: DEBBIE REYNOLDS HOTEL & CASINO, INC. a Nevada corporation DEBBIE REYNOLDS RESORTS, INC. a Nevada corporation BUYER: ILX INCORPORATED an Arizona corporation or...Purchase and Sale Agreement • February 27th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Nevada
Contract Type FiledFebruary 27th, 1997 Company Industry Jurisdiction
LEASE AGREEMENT Edward John Martori, hereafter "Landlord", agrees to lease to Red Rock Collection Incorporated, an Arizona corporation, hereafter "Tenant", and Tenant agrees to lease from Landlord, the real property situated in Maricopa County,...Lease Agreement • March 29th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledMarch 29th, 1996 Company Industry Jurisdiction
6. No Waiver. No delay or omission on the part of MEI in exercising any power, right, or remedy hereunder shall operate as a waiver of any such power or right nor shall any single or partial exercise of any such power or right preclude any other or...Security Agreement • September 19th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledSeptember 19th, 1997 Company Industry Jurisdiction
2. ILX as executed a Promissory Note, dated June 15th, 1997, in the amount of Two Million Four Hundred Thousand Dollars ($2,400,000.00) ("Note"). 1Settlement Agreement • July 16th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
Contract Type FiledJuly 16th, 1997 Company Industry Jurisdiction
ARTICLES OF LIMITED PARTNERSHIP These Articles of Limited Partnership ("Articles) are made and entered into by and between Syracuse Project Incorporated, an Arizona Corporation (the "General Partner") and Hotel Syracuse Timeshare Corporation, a New...Limited Partnership Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
Contract Type FiledNovember 28th, 1995 Company Industry Jurisdiction
GUARANTYGuaranty • July 16th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
Contract Type FiledJuly 16th, 1997 Company Industry Jurisdiction
PURCHASE AND SALE AGREEMENT FOR 121 PORTAL LANE SEDONA, ARIZONAPurchase and Sale Agreement • November 14th, 2001 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledNovember 14th, 2001 Company Industry Jurisdiction
RECITALSManagement Agreement • November 27th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledNovember 27th, 1995 Company Industry Jurisdiction
LEASELease • May 15th, 2002 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledMay 15th, 2002 Company Industry Jurisdiction
CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is effective as of the 1st day of January, 1997, by and between ILX Incorporated, an Arizona corporation (the "Company"), and Investor Resource Services, Inc., a Florida corporation...Consulting Agreement • January 15th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledJanuary 15th, 1997 Company Industry Jurisdiction
Recitals:Guaranty Agreement • April 15th, 1999 • Ilx Resorts Inc • Real estate dealers (for their own account) • New York
Contract Type FiledApril 15th, 1999 Company Industry Jurisdiction
LEASE AGREEMENT Edward John Martori, hereafter "Landlord", agrees to lease to ILX Resorts Incorporated, an Arizona corporation, hereafter "Tenant", and Tenant agrees to lease from Landlord, the real property situated in Maricopa County, Arizona, more...Lease Agreement • March 30th, 2000 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
RECITALSStock Pledge Agreement • August 21st, 2002 • Ilx Resorts Inc • Real estate dealers (for their own account) • Rhode Island
Contract Type FiledAugust 21st, 2002 Company Industry Jurisdiction
RECITALS: ---------Financing Agreement • November 14th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
Contract Type FiledNovember 14th, 1996 Company Industry Jurisdiction
1 STEELE/ILX First Modification AgreementModification Agreement • November 14th, 2001 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledNovember 14th, 2001 Company Industry Jurisdiction
With a copy to: Colombo & Bonacci, P.C. 2525 East Camelback Road, Suite 940 Phoenix, Arizona 85016 Attention: Anthony A. Bonacci, Esq. 13. Parties. This Agreement shall inure solely to the benefit of and shall be binding upon the Agent, the Company...Placement Agent Agreement • November 17th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledNovember 17th, 1995 Company Industry Jurisdiction
ASSUMPTION AGREEMENT (MEI/ILX/IRS)Assumption Agreement • May 20th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account)
Contract Type FiledMay 20th, 1997 Company Industry
SECURITY (PLEDGE) AGREEMENT THIS SECURITY (PLEDGE) AGREEMENT ("Pledge Agreement") is made to be effective as of __________, 1997, by ILX Incorporated, ("ILX") to Alan R. Mishkin, husband of Carol Mishkin, dealing with his sole and separate property...Security Agreement • September 19th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledSeptember 19th, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.32Promissory Note • March 13th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account)
Contract Type FiledMarch 13th, 1998 Company Industry
2. Term. The term of this Option (the "Option Term") shall commence upon the date hereof and shall terminate as described in paragraph 1. hereof; provided, however, that if Consultant has timely exercised as to all the shares described in...Option Agreement • February 11th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledFebruary 11th, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.36Employment Agreement • March 13th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledMarch 13th, 1998 Company Industry Jurisdiction
INDENTUREIndenture • November 17th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Arizona
Contract Type FiledNovember 17th, 1995 Company Industry Jurisdiction
RECITALS: ---------Loan and Security Agreement • November 14th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
Contract Type FiledNovember 14th, 1997 Company Industry Jurisdiction
Buyer Notice Address: Name: ILX Resorts Incorporated Attn: Mr. Joseph P. Martori Chairman of the Board Address: 2111 E. Highland, Suite 210 Phoenix, AZ 85016 Telephone: (602) 957-2777 Facsimile: (602) 957-2290 Seller/Leaseholder Name: Las Vegas Golf...Purchase and Sale Agreement • November 13th, 2000 • Ilx Resorts Inc • Real estate dealers (for their own account) • California
Contract Type FiledNovember 13th, 2000 Company Industry Jurisdiction
When Recorded Mail To: Joseph P. Martori c/o 2777 East Camelback Phoenix, Arizona 85016 DEED OF TRUST AND ASSIGNMENT OF RENTS This Deed of Trust is made this 27 day of July, 1995, between Los Abrigados Partners Limited Partnership, an Arizona limited...Deed of Trust • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account)
Contract Type FiledNovember 28th, 1995 Company Industry
ARTICLE 2 TERMService Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account)
Contract Type FiledNovember 28th, 1995 Company Industry
a) Payment of interest ("Interest Payments"), shall be due and payable monthly in arrears immediately available funds commencing on the first business day after the date of this Note and continuing on the first business day of each subsequent month...Promissory Note • July 16th, 1997 • Ilx Inc/Az/ • Real estate dealers (for their own account) • New York
Contract Type FiledJuly 16th, 1997 Company Industry Jurisdiction
Borrower acknowledges and agrees that the outstanding unpaid principal balance remaining due to TAMMAC under the Loan, without offset, defense or counterclaim, as of the date of this First Modification Agreement, is: $1,193,627.46. -2-Loan and Security Agreement • November 14th, 1996 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
Contract Type FiledNovember 14th, 1996 Company Industry Jurisdiction
E. Interest Rate: (i) Interest shall be payable monthly on so ------------- much of the principal of the Loan as shall have been advanced to the Borrower and be unpaid at a floating rate of four (4%) percentage points above the highest prime rate as...Loan Agreement • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account) • Pennsylvania
Contract Type FiledNovember 28th, 1995 Company Industry Jurisdiction
CREDIT AGREEMENT (ILX ESOP) THIS CREDIT AGREEMENT ("Agreement") is entered into as of August 12, 1999, by and between Patrick J. McGroder, III, Nancy J. Stone, and James M. Myers, in their capacity as Trustees for the ILX Resorts Incorporated Employee...Credit Agreement • November 12th, 1999 • Ilx Resorts Inc • Real estate dealers (for their own account) • Colorado
Contract Type FiledNovember 12th, 1999 Company Industry Jurisdiction
COMMON STOCKUnderwriting Agreement • March 13th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account) • New York
Contract Type FiledMarch 13th, 1998 Company Industry Jurisdiction
BUSINESS AGREEMENT Among ILX Resorts Incorporated, an Arizona Corporation ("ILX") Premiere Vacation Club, an Arizona Nonprofit Corporation ("Club") Premiere Development Incorporated, an Arizona Corporation ("Premiere") Treasures of the Sea of Cortez,...Business Agreement • August 14th, 1998 • Ilx Resorts Inc • Real estate dealers (for their own account)
Contract Type FiledAugust 14th, 1998 Company Industry
RECITALS:Loan Documents • August 21st, 2002 • Ilx Resorts Inc • Real estate dealers (for their own account) • Arizona
Contract Type FiledAugust 21st, 2002 Company Industry Jurisdiction
701,400.00 together with interest from the date of this contract on the unpaid principal balance at the rate of nine and three quarter percent (9.75%) per annum, shall be payable in three equal annual amortized payments of $280,802.82, the first of...Contract for Sale • November 28th, 1995 • Ilx Inc/Az/ • Real estate dealers (for their own account)
Contract Type FiledNovember 28th, 1995 Company Industry