1 Exhibit 10.24 SEVERANCE AGREEMENT THIS AGREEMENT between Cyrk, Inc., a Delaware Corporation (hereinafter referred to as the "Company"), and Ted L. Axelrod (hereinafter referred to as the "Executive"), dated as of this 20th day of November, 1998:...Severance Agreement • March 31st, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
TERMINATION AGREEMENTTermination Agreement • September 3rd, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
1 Exhibit 10.16 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 10, 1999, by and among OVERSEAS TOYS, L.P., a Delaware limited partnership (the "Investor") and CYRK, INC., a Delaware...Registration Rights Agreement • March 28th, 2000 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
STANDARD LEASE 101 Edgewater Drive Wakefield, MACyrk Inc • March 28th, 2000 • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
2 SECURITIES PURCHASE AGREEMENT dated as March 18, 1997, by and among EXCHANGE APPLICATIONS, INC., a Delaware corporation (the "CORPORATION"), GRANT & PARTNERS LIMITED PARTNERSHIP, a Delaware limited partnership ("GPLP"), CYRK, INC., a Delaware...Securities Purchase Agreement • May 6th, 1997 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
BY AND AMONG CYRK, INC. ANDLoan and Security Agreement • March 30th, 2001 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
INTRODUCTIONPurchase Agreement • March 2nd, 2001 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
1 Exhibit 10.23 CHANGE OF CONTROL AGREEMENT THIS AGREEMENT between Cyrk, Inc., a Delaware Corporation (hereinafter referred to as the "Company"), and Terry B. Angstadt ( hereinafter referred to as the "EXECUTIVE"), dated as of this 2nd day of November...Change of Control Agreement • March 31st, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
INTRODUCTIONSecurities Purchase Agreement • March 30th, 1998 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
SECURITIES PURCHASE AGREEMENT Dated as of September 1, 1999 By and Between OVERSEAS TOYS, L.P.Securities Purchase Agreement • September 3rd, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
AMONG CYRK, INC., AS BORROWER, THE LENDERS LISTED HEREIN, AS LENDERS,Credit Agreement • November 10th, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • California
WARRANTCyrk Inc • September 3rd, 1999 • Apparel & other finishd prods of fabrics & similar matl • Delaware
CYRK INC.Extension Agreement • November 9th, 2000 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • California
WITNESSETH: RECITALS:Loan Agreement • March 31st, 1997 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
1 EXHIBIT 10.1 SEVERANCE AGREEMENT This Severance Agreement ("Agreement") is hereby made and entered into by and between Simon Worldwide, Inc. ("SWI") and Patrick D. Brady ("Brady"). WHEREAS, Brady has been employed by SWI as its Co- Chief Executive...Severance Agreement • July 12th, 2001 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
AGREEMENTAgreement • August 13th, 1998 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
1 EXHIBIT 10.21 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT, dated as of ____ __, 1999, between Cyrk, Inc., a Delaware corporation (the "Company"), and _______________________ (the "Director"). WHEREAS, the Director serves as a member of the...Indemnification Agreement • April 29th, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
1 EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of __________, 1999, by and between Allan Brown (hereinafter referred to as "Executive"), Cyrk, Inc., a Delaware corporation (the "Corporation"),...Employment Agreement • September 3rd, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • California
DEFINITIONSSplit-Dollar Insurance Agreement • March 28th, 2000 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl
1 Exhibit 10.17 MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (this "Agreement") is made and entered into as of November 10, 1999 by and between THE YUCAIPA COMPANIES LLC, a Delaware limited liability company ("Yucaipa"), and CYRK, INC., a Delaware...Management Agreement • March 28th, 2000 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
1 Exhibit 10.1 MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (this "Agreement") is made and entered into as of _________ __, 1999 by and between THE YUCAIPA COMPANIES, a California general partnership ("Yucaipa") and CYRK, INC., a Delaware...Management Agreement • September 3rd, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
INTRODUCTIONExecutive Services Agreement • March 31st, 2006 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl
1 EXHIBIT 10.19 PROMISSORY NOTE AND PLEDGE AGREEMENTPromissory Note and Pledge Agreement • March 30th, 2001 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
SUBSCRIPTION AGENT AGREEMENTSubscription Agent Agreement • August 6th, 2013 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
This Subscription Agent Agreement (the “Agreement”) is made as of July 11, 2013 by and among Simon Worldwide, Inc., (the “ Company”), Computershare Inc., a Delaware corporation and its wholly-owned subsidiary Computershare Trust Company, N.A., a national banking association (collectively, the “Agent” or individually “Computershare” and the “Trust Company”, respectively). All terms not defined herein shall have the meaning given in the prospectus (the “Prospectus”) included in the (Registration Statement on Form S-1, File No. 333-189020 filed by the Company with the Securities and Exchange Commission on May 31, 2013, as amended by any amendment filed with respect thereto (the “Registration Statement”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 15th, 2010 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • Delaware
INDEMNIFICATION AGREEMENT, dated as of __________, between Simon Worldwide, Inc. (“SWWI”), a Delaware corporation, or its subsidiary, and Simon Marketing, Inc. (“SMI”), a Delaware corporation and wholly-owned subsidiary of SWWI (SWWI and SMI are collectively referred to herein as the “Company”), and _____________ (the “Indemnitee”).
LEASE EXTENSION ---------------Lease Extension • November 10th, 1999 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl
Exhibit 10.23 AMENDED CONSULTING AGREEMENT AND GENERAL RELEASE This Amended Consulting Agreement and General Release ("Agreement") is entered into as of the 1st day of March, 2002, by and between Eric Stanton ("Consultant"), on the one hand, and Simon...Consulting Agreement and General Release • March 29th, 2002 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • California
Exhibit 10.26 PROMISSORY NOTE AND PLEDGE AGREEMENTPromissory Note and Pledge Agreement • March 29th, 2002 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • Massachusetts
Exhibit 99.2 TERMINATION, SEVERANCE AND GENERAL RELEASE AGREEMENT This Termination, Severance and General Release Agreement ("this Agreement"), dated as of March 18, 2002, is entered into by and between Allan Brown ("Executive") and his employer Simon...Termination, Severance and General Release Agreement • March 29th, 2002 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • California
LIMITED LIABILITY COMPANY AGREEMENT OF THREE LIONS ENTERTAINMENT, LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • July 15th, 2013 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • New York
This LIMITED LIABILITY COMPANY AGREEMENT of THREE LIONS ENTERTAINMENT, LLC (the “Company”), is made as of March 18, 2013 (the “Effective Date”) by and among RICHARD BECKMAN (“Beckman”), JOEL A. KATZ (“Katz”), SIMON WORLDWIDE INC. a Delaware corporation (“Simon”), and OA3, LLC (“Yucaipa” and, together with Simon, the “Y-S Investors”) (with each of Beckman, Katz and Simon exclusively constituting the Members of the Company as of Effective Date), and each other Person who becomes a Member after the Effective Date in accordance with the terms of this Agreement.
AGREEMENTAgreement • March 31st, 1997 • Cyrk Inc • Apparel & other finishd prods of fabrics & similar matl
LIMITED LIABILITY COMPANY AGREEMENT OF THREE LIONS ENTERTAINMENT, LLC A DELAWARE LIMITED LIABILITY COMPANYEmployment Agreement • August 23rd, 2013 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • New York
with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Paragraph 1.4(b) is intended to comply with the minimum gain chargeback requirement in Treasury Regulations Section 1.704-2(i)(4) and shall be interpreted consistently therewith.
CYRK, INC.Simon Worldwide Inc • April 18th, 2003 • Apparel & other finishd prods of fabrics & similar matl
PLEDGE AGREEMENTPledge Agreement • May 13th, 2014 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl • New York
PLEDGE AGREEMENT dated as of May 7, 2014 (as amended, supplemented or otherwise modified, renewed or replaced from time to time, the “Agreement”) between Simon Worldwide, Inc., a Delaware corporation (the “Pledgor”) and SUNTRUST BANK, as agent for the Lenders under the Credit Agreement defined below (the “Administrative Agent”).
AMENDMENT NO. 1 TO EXECUTIVE SERVICES AGREEMENTExecutive Services Agreement • November 15th, 2010 • Simon Worldwide Inc • Apparel & other finishd prods of fabrics & similar matl
This Amendment No. 1 to Executive Services Agreement is made as of May 3, 2004 by and between Simon Worldwide, Inc. (the “Company”) and Greg Mays (the “Executive”).
