Asset Purchase Agreement between Junghans UK Limited and Fossil (UK) Ltd.Asset Purchase Agreement • November 16th, 1999 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
RECITALSLoan Agreement • August 15th, 2000 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
ANDJoint Venture Agreement • November 14th, 2000 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
EXHIBIT 10.2 SERVICE AGREEMENT This Service Agreement ("Agreement") is entered into as of the ____ day of August, 1999 (the "Effective Date"), by and between SII Marketing International, Inc., a Delaware corporation ("SMI"), and Fossil Partners, L.P.,...Service Agreement • November 16th, 1999 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
RECITALSLoan Agreement • May 19th, 1997 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
Fossil, Inc. 2,150,000 Shares of Common Stock, $.01 Par Value Per Share Underwriting AgreementUnderwriting Agreement • May 5th, 1998 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 10th, 2016 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
This COLLATERAL AGREEMENT (this “Agreement”), dated as of August 8, 2016, by and among FOSSIL GROUP, INC., a Delaware corporation (the “Borrower”), certain Material Domestic Subsidiaries of the Borrower as identified on the signature pages hereto and any Additional Grantor (as defined below) who may become party to this Agreement (such Material Domestic Subsidiaries and Additional Grantors, collectively with the Borrower, the “Grantors”), in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the “Administrative Agent”) for the benefit of the Secured Parties.
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 11th, 2017 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 9, 2015, by and among FOSSIL GROUP, INC., a Delaware corporation (the “Borrower”), the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof (collectively with the lenders party hereto, the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as the Administrative Agent for the Lenders.
FOSSIL GROUP, INC.Indenture • November 8th, 2021 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
THIS INDENTURE, dated as of November 8, 2021, is entered into by and between Fossil Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
FOSSIL GROUP, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee SENIOR INDENTURE Dated as of , 2021 SENIOR DEBT SECURITIESSenior Indenture • September 7th, 2021 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
THIS SENIOR INDENTURE, dated as of [●], 2021, is entered into by and between Fossil Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
CREDIT AGREEMENT dated as of December 17, 2010, by and among FOSSIL, INC., as Borrower, FOSSIL INTERMEDIATE, INC., FOSSIL TRUST, FOSSIL PARTNERS, L.P., ARROW MERCHANDISING, INC., FOSSIL STORES I, INC., FOSSIL HOLDINGS, LLC and FOSSIL INTERNATIONAL...Credit Agreement • December 23rd, 2010 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
CREDIT AGREEMENT, dated as of December 17, 2010, by and among FOSSIL, INC., a Delaware corporation (the “Borrower”), FOSSIL INTERMEDIATE, INC., a Delaware corporation (“Fossil Intermediate”), FOSSIL TRUST, a business trust formed under the Delaware Business Trust Act (and now existing as a statutory trust under the Delaware Statutory Trust Act), FOSSIL PARTNERS, L.P., a Texas limited partnership (“Fossil Partners”), ARROW MERCHANDISING, INC., a Texas corporation (“Arrow”), FOSSIL STORES I, INC., a Delaware corporation (“Fossil Stores”), FOSSIL HOLDINGS, LLC, a Delaware limited liability company (“Fossil Holdings”), FOSSIL INTERNATIONAL HOLDINGS, INC., a Delaware corporation (“Fossil International”), the additional Material Domestic Subsidiaries who may become a party to this Agreement pursuant to the terms hereof, the lenders who are party to this Agreement and the lenders who may become a party to this Agreement pursuant to the terms hereof (collectively with the lenders party hereto,
STOCK PURCHASE AGREEMENT This Agreement made as of February 1, 1997, by and between Bluewhale Holding S.a. , a corporation organized under the laws of Luxembourg ("Seller") and Fossil, Europe B.V., a corporation organized under the laws of the...Stock Purchase Agreement • May 19th, 1997 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
FOSSIL GROUP, INC. 7.00% SENIOR NOTES DUE 2026 UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2021 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
FOSSIL, INC. 6,525,000 Shares of Common Stock, $.01 par value Underwriting AgreementUnderwriting Agreement • May 12th, 2004 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
Certain stockholders of Fossil, Inc., a Delaware corporation (the "Company"), named in Schedule II hereto (the "Selling Stockholders") propose to sell to the several Underwriters listed in Schedule I hereto (the "Underwriters"), for whom you are acting as representatives (the "Representatives"), an aggregate of 6,525,000 shares of common stock, par value $.01 per share (the "Underwritten Shares"), of the Company. The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 978,750 additional 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 outstanding shares of common stock, par value $.01 per share of the Company are herein referred to as the "Stock". Unless otherwise noted herein, all references to "subsidiaries" includes Fossil Partners, L.P.
STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • June 27th, 2008 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Delaware
Fossil, Inc., a Delaware corporation (the “Company”) has adopted the Fossil, Inc. 2008 Long-Term Incentive Plan (the “Long-Term Incentive Plan”) effective as of the Effective Date (as defined in the Long-Term Incentive Plan) with the objective of retaining key executives and other selected employees and of rewarding them for making major contributions to the success of the Company and its Subsidiaries (as defined in the Long-Term Incentive Plan).
AMENDED AND RESTATED STOCK PLEDGE AGREEMENTStock Pledge Agreement • September 26th, 2006 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
THIS AMENDED AND RESTATED STOCK PLEDGE AGREEMENT (this “Agreement”) is entered into as of September 21, 2006, between FOSSIL, INC., a Delaware corporation (“Pledgor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Pledgee”).
CONSENT AND FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 4th, 2012 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
THIS CONSENT AND FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 2, 2012 (the “Amendment Date”), is by and among FOSSIL, INC., a Delaware corporation (the “Borrower”), FOSSIL INTERMEDIATE, INC., a Delaware corporation (“Fossil Intermediate”), FOSSIL TRUST, a business trust formed under the Delaware Business Trust Act (and now existing as a statutory trust under the Delaware Statutory Trust Act), FOSSIL PARTNERS, L.P., a Texas limited partnership (“Fossil Partners”), ARROW MERCHANDISING, INC., a Texas corporation (“Arrow”), FOSSIL STORES I, INC., a Delaware corporation (“Fossil Stores”), FOSSIL HOLDINGS, LLC, a Delaware limited liability company (“Fossil Holdings”), FOSSIL INTERNATIONAL HOLDINGS, INC., a Delaware corporation (“Fossil International”), SKAGEN DESIGNS, LTD., a Nevada corporation (“Skagen US”), the Lenders who are party to the Credit Agreement (as hereinafter defined) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as th
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 5th, 2002 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
THIS ASSET PURCHASE AGREEMENT (the "Agreement"), dated as of October , 2001 to be effective as of the Closing Date is made by and between Meliga Habillement Horloger SA ("Seller") and Montres Antima SA ("Purchaser").
AGREEMENT OF LIMITED PARTNERSHIP OF FOSSIL PARTNERS, L.P.Limited Partnership Agreement • March 2nd, 2011 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
THIS AGREEMENT OF LIMITED PARTNERSHIP is made and entered into to be as of the 31st day of August, 1994 (the “Effective Date”), by and between FOSSIL, INC., a Delaware corporation, as general partner (the “General Partner”) and FOSSIL TRUST a Delaware business trust, as limited partner (the “Limited Partner”).
GUARANTY AGREEMENTGuaranty Agreement • May 20th, 2013 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
THIS GUARANTY AGREEMENT (“Guaranty Agreement”), dated as of May 17, 2013, is executed and delivered by FOSSIL INTERMEDIATE, INC., a Delaware corporation (“Fossil Intermediate”), FOSSIL TRUST, a business trust formed under the Delaware Business Trust Act (and now existing as a statutory trust under the Delaware Statutory Trust Act) (“Fossil Trust”), FOSSIL STORES I, INC., a Delaware corporation (“Fossil Stores”), FOSSIL INTERNATIONAL HOLDINGS, INC., a Delaware corporation (“Fossil International”), FOSSIL PARTNERS, L.P., a Texas limited partnership (“Fossil Partners”), and the additional Material Domestic Subsidiaries who may at any time hereafter become a guarantor hereunder as contemplated by Paragraph 31 hereof (together with Fossil Intermediate, Fossil Trust, Fossil Stores, Fossil International, Fossil Partners and any successor entity thereto, each a “Guarantor” and collectively, the “Guarantors”) to WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as the administrative agent
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 9th, 2023 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of November 7, 2023, by and between Fossil Group, Inc., a Delaware corporation (the “Company”), and [name](“Indemnitee”).
STIPULATION AND AGREEMENT OF SETTLEMENTSettlement Agreement • May 20th, 2011 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
This Stipulation and Agreement of Settlement (“Stipulation”) dated May 4, 2011, is made and entered into by and among the following Parties: (i) City of Pontiac Policeman’s and Fireman’s Retirement System and Robert B. Minich (“Plaintiffs”), individually and derivatively on behalf of Fossil, Inc. (“Fossil” or the “Company”); (ii) Tom Kartsotis, Kosta N. Kartsotis, Michael W. Barnes, Jal S. Shroff, Alan J. Gold, Kenneth W. Anderson, Donald J. Stone, Michael Steinberg, Caden Wang, Richard H. Gundy, Mark D. Quick, Randy S. Kercho, Michael L. Kovar, Thomas R. Tunnell, Randy S. Hyne, Stephen Bock, and Junichi Hattori (the “Individual Defendants”); and (iii) Fossil, by and through its counsel of record in the Action. This Stipulation is intended by the Parties to fully, finally, and forever compromise, resolve, discharge, and settle the Released Claims and dismiss the Action with prejudice, upon the terms and subject to the conditions set forth herein.
LOAN AGREEMENTLoan Agreement • March 3rd, 2010 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
This Loan Agreement (the “Agreement”) is entered into as of September 23, 2004, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”), FOSSIL PARTNERS, L.P. (the “Borrower”), FOSSIL, INC. (the “Company”), FOSSIL INTERMEDIATE, INC. (“Fossil Intermediate”), FOSSIL TRUST (“Fossil Trust”), FOSSIL STORES I, INC. (“Fossil I”), INTERMEDIATE LEASING, INC. (“Intermediate Leasing”), ARROW MERCHANDISING, INC. (“Arrow Merchandising”), FOSSIL HOLDINGS, LLC (“Fossil Holdings”) and FMW ACQUISITION, INC. (“FMW”) (the Company, Fossil Intermediate, Fossil Trust, Fossil I, Intermediate Leasing, Arrow Merchandising, Fossil Holdings and FMW are sometimes referred to herein individually as a “Guarantor” and collectively as the “Guarantors”).
MASTER LICENSE AGREEMENTMaster License Agreement • March 2nd, 2011 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
This MASTER LICENSE AGREEMENT (“Agreement”) is made and entered into as of August 30, 1994, by and between FOSSIL, INC., a Delaware corporation (hereinafter referred to as “Licensor”) with a principal office at 2280 N. Greenville, Richardson, Texas 75082, as Licensor, and FOSSIL PARTNERS, L.P., a Texas limited partner., as well as any operating subsidiary and affiliates of Licensor that becomes a party hereto after the date hereof (hereinafter referred to collectively as “Licensees” and each a “Licensee”).
FOSSIL GROUP, INC. SAVINGS AND RETIREMENT PLANAdoption Agreement • March 2nd, 2018 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts
The undersigned Employer, by executing this Adoption Agreement, establishes a retirement plan and trust (collectively "Plan") under the Wells Fargo Bank, N.A. Defined Contribution Volume Submitter Plan and Trust (basic plan document #08). The Employer, subject to the Employer's Adoption Agreement elections, adopts fully the Volume Submitter Plan and Trust provisions. This Adoption Agreement, the basic plan document and any attached Appendices or agreements permitted or referenced therein, constitute the Employer's entire plan and trust document. All "Election" references within this Adoption Agreement are Adoption Agreement Elections. All "Article" or "Section" references are basic plan document references. Numbers in parentheses which follow election numbers are basic plan document references. Where an Adoption Agreement election calls for the Employer to supply text, the Employer (without altering the content of any existing printed text) may lengthen any space or line, or create add
PLEDGE AGREEMENTPledge Agreement • May 20th, 2013 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • New York
THIS PLEDGE AGREEMENT (this “Agreement”) is made and entered into as of May 17, 2013, by and among FOSSIL, INC., a Delaware corporation (the “Pledgor”), each of the Material First-Tier Foreign Subsidiaries (as defined in the Credit Agreement described below) identified on Exhibit A attached hereto (each a “Pledged Subsidiary” and , collectively, the “Pledged Subsidiaries”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacities as administrative agent for the Lenders and as collateral agent for the Secured Parties (the “Administrative Agent”) in connection with the Credit Agreement.
TERM CREDIT AGREEMENT dated as of September 26, 2019, among FOSSIL GROUP, INC., as Borrower The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., CITIZENS BANK, NATIONAL ASSOCIATION, and WELLS FARGO...Term Credit Agreement • October 1st, 2019 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
TERM CREDIT AGREEMENT dated as of September 26, 2019, among FOSSIL GROUP, INC., the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
NINTH AMENDMENT TO LOAN AGREEMENTLoan Agreement • November 19th, 2010 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
THIS NINTH AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is made and entered into and effective as of November 17, 2010 (the “Amendment Closing Date”), by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”), FOSSIL PARTNERS, L.P. (the “Borrower”), FOSSIL, INC. (the “Company”), FOSSIL INTERMEDIATE, INC. (“Fossil Intermediate”), FOSSIL TRUST (“Fossil Trust”), FOSSIL STORES I, INC. (“Fossil I”), ARROW MERCHANDISING, INC. (“Arrow Merchandising”), FOSSIL HOLDINGS, LLC (“Fossil Holdings”) and FOSSIL INTERNATIONAL HOLDINGS, INC. (“Fossil International”) (the Company, Fossil Intermediate, Fossil Trust, Fossil I, Arrow Merchandising, Fossil Holdings and Fossil International are sometimes referred to herein individually as a “Guarantor” and collectively as the “Guarantors”).
STOCK PURCHASE AND JOINT VENTURE AGREEMENTStock Purchase and Joint Venture Agreement • November 20th, 2001 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
This Stock Purchase and Joint Venture Agreement (the “Agreement”) is entered into as of the ____ day of June 2001, by and between Fossil, Inc. (“Fossil”), a corporation organized and existing under the laws of the State of Delaware, U.S.A., with its principal offices at 2280 N. Greenville Avenue, Richardson, Texas 75082 and Seiko Instruments Inc. (“SII”), a corporation organized and existing under the laws of Japan, with its principal offices located at 8, Nakase 1-chome, Mihama-ku, Chiba-shi, Chiba 261-8507, Japan.
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • March 2nd, 2011 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
THIS FIRST AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is made and entered into as of the 22nd day of September, 2005 by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”), FOSSIL PARTNERS, L.P. (the “Borrower”), FOSSIL, INC. (the “Company”), FOSSIL INTERMEDIATE, INC. (“Fossil Intermediate”), FOSSIL TRUST (“Fossil Trust”), FOSSIL STORES I, INC. (“Fossil I”), INTERMEDIATE LEASING, INC. (“Intermediate Leasing”), ARROW MERCHANDISING, INC. (“Arrow Merchandising”) and FOSSIL HOLDINGS, LLC (“Fossil Holdings”) (the Company, Fossil Intermediate, Fossil Trust, Fossil I, Intermediate Leasing, Arrow Merchandising and Fossil Holdings are sometimes referred to herein individually as a “Guarantor” and collectively as the “Guarantors”).
FORM OF FOSSIL, INC. RESALE RESTRICTION AGREEMENTResale Restriction Agreement • March 9th, 2006 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Delaware
This RESALE RESTRICTION AGREEMENT (the "Agreement") with respect to certain stock option award agreements (the "Award Agreements") issued under the 2004 Long-Term Incentive Plan of Fossil, Inc., as amended (the "Plan"), is made by and between Fossil, Inc., a Delaware corporation (the "Company"), and (the "Holder").
QuickLinks -- Click here to rapidly navigate through this documentStock Option Agreement • July 30th, 2003 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
Previously, you were granted non-qualified options to purchase shares of common stock of Fossil, Inc. The options were granted to you for your services to Fossil, Inc. In connection with these grants, the option agreement(s) between you and Fossil, Inc. may have indicated that the options were granted under Fossil, Inc.'s 1993 Long-Term Incentive Plan and were "incentive stock options" for purposes of United States tax law. However, the provisions of the Long-Term Incentive Plan prevent you from receiving option awards under that plan and the United States federal tax rules and regulations prevent you from receiving incentive stock options as part of these grants.
AMENDMENT NO. 1 TO TERM CREDIT AGREEMENTTerm Credit Agreement • February 26th, 2020 • Fossil Group, Inc. • Watches, clocks, clockwork operated devices/parts • New York
THIS AMENDMENT NO. 1 TO TERM CREDIT AGREEMENT, dated as of February 20, 2020 (this “Agreement”), is entered into by and among FOSSIL GROUP, INC., a Delaware corporation (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, under that certain Term Credit Agreement, dated as of September 26, 2019 (the “Term Credit Agreement”), among the Borrower, the Lenders party thereto and the Administrative Agent. All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Term Credit Agreement.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 20th, 2002 • Fossil Inc • Watches, clocks, clockwork operated devices/parts
This STOCK PURCHASE AGREEMENT (the "Agreement") is dated as of June 25, 2002, to be effective as of the Closing Date by and between Fossil Europe B.V., a corporation duly organized and existing under the laws of the Netherlands (hereinafter referred to as "Purchaser") and Thomas Steinemann, an individual (hereinafter referred to as "Seller").
FOURTH AMENDMENT TO LOAN AGREEMENTLoan Agreement • December 27th, 2006 • Fossil Inc • Watches, clocks, clockwork operated devices/parts • Texas
THIS FOURTH AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is made and entered into and effective as of December 22, 2006 (the “Amendment Closing Date”), by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”), FOSSIL PARTNERS, L.P. (the “Borrower”), FOSSIL, INC. (the “Company”), FOSSIL INTERMEDIATE, INC. (“Fossil Intermediate”), FOSSIL TRUST (“Fossil Trust”), FOSSIL STORES I, INC. (“Fossil I”), ARROW MERCHANDISING, INC. (“Arrow Merchandising”) and FOSSIL HOLDINGS, LLC (“Fossil Holdings”) (the Company, Fossil Intermediate, Fossil Trust, Fossil I, Arrow Merchandising and Fossil Holdings are sometimes referred to herein individually as a “Guarantor” and collectively as the “Guarantors”).
