AMENDED AND RESTATED RIGHTS AGREEMENT This Amended and Restated Rights Agreement (the "Agreement") dated as of November 25, 2005, between NATIONAL R.V. HOLDINGS, INC., a Delaware corporation (the "Company"), and CONTINENTAL STOCK TRANSFER & TRUST...Rights Agreement • November 28th, 2005 • National Rv Holdings Inc • Motor homes • Delaware
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DUNE JET SERVICES, L.P.Limited Partnership Agreement • March 31st, 1998 • National Rv Holdings Inc • Motor homes • Delaware
Exhibit 10.1 LOAN AND SECURITY AGREEMENT MADE BETWEEN NATIONAL R.V. HOLDINGS, INC., NATIONAL R.V., INC.Loan and Security Agreement • September 6th, 2002 • National Rv Holdings Inc • Motor homes • London
LOAN MODIFICATION AGREEMENT NO. 2 Exhibit 10.1 Preamble: This Loan Modification Agreement (this "Agreement"), dated as of September 24, 2004 (the "Effective Date"), is made between UPS Capital Corporation, as lender (the "Lender"), and each Person...Loan Modification Agreement • November 12th, 2004 • National Rv Holdings Inc • Motor homes
RECITALSBusiness Loan Agreement • November 14th, 2001 • National Rv Holdings Inc • Motor homes
January 23, 1998 National R.V. Holdings, Inc. 3411 N. Perris Boulevard Perris, California 92370 Gentlemen: This letter agreement hereby amends, restates and supercedes any and all prior financial advisory agreements. You hereby agree to retain us to...Financial Advisory Agreement • March 31st, 1998 • National Rv Holdings Inc • Motor homes
RECITALSEmployment Agreement • April 2nd, 2001 • National Rv Holdings Inc • Motor homes
EMPLOYMENT AGREEMENTEmployment Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes • California
This Employment At-Will agreement, by and between National RV Holdings Inc. (National RV) and Joseph Hansen (Employee), entered into this day of , 2004, by which the parties agree as follows:
REAL PROPERTY LEASE between LEE JOINT VENTURE, a joint venture composed of Robert B. Lee, Ronald E. Lee and Terry N. Lee Lessor and COUNTRY COACH, INC., an Oregon corporation Tenant REAL PROPERTY LEASEReal Property Lease • October 11th, 2005 • National Rv Holdings Inc • Motor homes • Oregon
PURCHASE AND SALE AGREEMENT for 3411 N. Perris Boulevard and 100 W. Sinclair Street Perris, CaliforniaPurchase and Sale Agreement • August 14th, 2007 • National Rv Holdings Inc • Motor homes • California
FOR VALUE RECEIVED, National RV Holdings, Inc., a Delaware corporation (“Grantor”), hereby grants to (“Grantee”), that certain real property located in the City of Perris, County of Riverside, State of California, described on Exhibit “A” attached hereto and made a part hereof, together with all improvements, buildings, structures, easements, privileges and rights appurtenant thereto (collectively, the “Property”).
LOAN MODIFICATION AGREEMENT NO. 2Loan Modification Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of September 24, 2004 (the “Effective Date”), is made between UPS Capital Corporation, as lender (the “Lender”), and each Person identified as “Borrower” on the signature page(s) hereof, as borrower(s) (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Loan and Security Agreement, dated as of August 28, 2002, heretofore made between Lender and Borrower (which, as it has been to date, or hereafter may be, modified or amended, is called herein the “Loan Agreement”). Now, therefore, in consideration of the mutual promises contained herein and in the Loan Agreement, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower, each intending to be legally bound, agrees as follows:
LOAN MODIFICATION AGREEMENT NO. 4Loan Modification Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of February 28, 2005 (the “Effective Date”), is made between UPS Capital Corporation, as lender (the “Lender”) and each Person identified as “Borrower” on the signature page(s) hereof, as borrower(s) (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Loan and Security Agreement, dated as of August 28, 2002, heretofore made between Lender and Borrower (which, as it has been, or hereafter may be, modified or amended, is called herein the “Loan Agreement’). Now, therefore, in consideration of the mutual promises contained herein and in the Loan Agreement, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower, each intending to be legally bound, agree as follows:
REAL PROPERTY LEASEReal Property Lease • October 11th, 2005 • National Rv Holdings Inc • Motor homes
Form of Stock Option AgreementStock Option Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
LOAN MODIFICATION AGREEMENT NO. 3Loan Modification Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of December 1, 2004 (the “Effective Date”), is made between UPS Capital Corporation, as lender (the “Lender”) and each Person identified as “Borrower” on the signature page(s) hereof, as borrower(s) (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Loan and Security Agreement, dated as of August 28, 2002, heretofore made between Lender and Borrower (which, as it has been, or hereafter may be, modified or amended, is called herein the “Loan Agreement”). Now, therefore, in consideration of the mutual promises contained herein and in the Loan Agreement, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower, each intending to be legally bound, agree as follows:
LOAN MODIFICATION AGREEMENT NO. 1Loan Modification Agreement • November 8th, 2005 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of October 4, 2005 (the “Effective Date”), is made between UPS Capital Corporation, as Agent; each Person identified as a “Lender” on the signature page hereof; and each Person identified as “Borrower” on the signature page hereof, as borrowers (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Loan and Security Agreement, dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Loan Agreement”), among Borrower, the various lenders from time to time party thereto (the “Lenders”) and UPS Capital Corporation, a Delaware corporation, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration of the mutual promises contained herein and in the Loan Agreement, the receipt and sufficiency of which are hereby acknowledged, Agent, Lenders and Borrower, each inte
LOAN MODIFICATION AGREEMENT NO. 5Loan Modification Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of April 21, 2005 (the “Effective Date”), is made between UPS Capital Corporation, as lender (the “Lender”) and each Person identified as “Borrower” on the signature page(s) hereof, as borrower(s) (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Loan and Security Agreement, dated as of August 28, 2002, heretofore made between Lender and Borrower (which, as it has been, or hereafter may be, modified or amended, is called herein the “Loan Agreement”). Now, therefore, in consideration of the mutual promises contained herein and in the Loan Agreement, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower, each intending to be legally bound, agree as follows:
LOAN MODIFICATION AGREEMENT NO. 5Loan Modification Agreement • August 14th, 2007 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of May 22, 2007 (the “Amendment Date”), is made by and among Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as Agent; each Person identified as a “Lender” on the signature page hereof, as lenders; and each Person identified as a “Borrower” on the signature page hereof, as borrowers (each, a “Borrower”, and, collectively, the “Borrowers”), for the purpose of amending or otherwise modifying the terms of that certain Credit Agreement, dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Credit Agreement”), among the Borrowers, the various lenders from time to time party thereto (the “Lenders”) and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration of the
GENERAL COUNSEL EMPLOYMENT AGREEMENTEmployment Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
As General Counsel for National RV Holdings your primary function is to identify areas of liability within the organization and make recommendations for their resolution. Understanding that a variety of other assignments will be given to you, you agree to always provide direction, while never compromising the best interest of the Company.
Consulting Agreement Between Country Coach, Inc. (CCI) and Robert B. Lee (Bob)Consulting Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
MERGER AND ASSET PURCHASE AGREEMENT Dated as of February 16, 2007 By and Among Country Coach Holdings LLC, Country Coach Merger LLC, Riley Investment Management, LLC Country Coach, Inc., and National R.V. Holdings, Inc.Merger and Asset Purchase Agreement • April 2nd, 2007 • National Rv Holdings Inc • Motor homes • California
THIS MERGER AND ASSET PURCHASE AGREEMENT is dated as of February 16, 2007 (this “Agreement”) by and among Country Coach Holdings LLC, a Delaware limited liability company (“Purchaser”), Country Coach Merger LLC, a Delaware limited liability company (“Merger Sub”), Riley Investment Management, LLC, a Delaware limited liability company (“Riley”), on one hand, and National R.V. Holdings, Inc., a Delaware corporation (the “Seller”), and Country Coach, Inc., an Oregon corporation (“Company”), on the other. Capitalized terms not otherwise defined in this Agreement are used as defined in Appendix A hereto.
LOAN MODIFICATION AGREEMENT NO. 4Loan Modification Agreement • April 2nd, 2007 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of March 13, 2007 (the “Amendment Date”), is made by and among Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as Agent; each Person identified as a “Lender” on the signature page hereof, as lenders; and each Person identified as a “Borrower” on the signature page hereof, as borrowers (each, a “Borrower”, and, collectively, the “Borrowers”), for the purpose of amending or otherwise modifying the terms of that certain Credit Agreement, dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Credit Agreement”), among Borrowers, the various lenders from time to time party thereto (the “Lenders”) and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration of the m
LEASE RENEWAL AGREEMENTLease Renewal Agreement • October 11th, 2005 • National Rv Holdings Inc • Motor homes
U.S. $25,000,000 CREDIT AGREEMENT dated as of August 12, 2005 among NATIONAL R.V. HOLDINGS, INC., NATIONAL R.V., INC., and COUNTRY COACH, INC., as the Borrowers, VARIOUS LENDERS, as the Lenders, and UPS CAPITAL CORPORATION, as Agent for the LendersCredit Agreement • November 8th, 2005 • National Rv Holdings Inc • Motor homes
THIS CREDIT AGREEMENT, dated as of August 12, 2005 (this “Agreement”), is made among NATIONAL R.V. HOLDINGS, INC., a Delaware corporation (“Holdings”); NATIONAL R.V., INC., a California corporation (“NRV”); and COUNTRY COACH, INC., an Oregon corporation (“CCI”), Holdings, NRV and CCI hereinafter called, individually, a “Borrower” and, collectively with each other, the “Borrowers”), with Holdings as Borrowers’ representative acting on Borrowers’ behalf pursuant hereto (in such capacity, “Borrowers’ Representative”), the various lenders from time to time party hereto (the “Lenders”) and UPS CAPITAL CORPORATION, a Delaware corporation, as a Lender and as agent for the Lenders (in such capacity, the “Agent”).
FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 2nd, 2007 • National Rv Holdings Inc • Motor homes
THIS FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Fourth Amendment”) is entered into as of March 19, 2007, by and between First Industrial Acquisitions, Inc., a Maryland corporation (“Buyer”) and National RV Holdings, Inc., a Delaware corporation (“Seller”).
LOAN MODIFICATION AGREEMENT NO. 3Loan Modification Agreement • April 2nd, 2007 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of February 21, 2007 (the “Amendment Date”), is made by and among Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as Agent; each Person identified as a “Lender” on the signature page hereof, as lenders; and each Person identified as a “Borrower” on the signature page hereof, as borrowers (each, a “Borrower”, and, collectively, the “Borrowers”), for the purpose of amending or otherwise modifying the terms of that certain Credit Agreement, dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Credit Agreement”), among Borrowers, the various lenders from time to time party thereto (the “Lenders”) and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration of th
LOAN MODIFICATION AGREEMENT NO. 6Loan Modification Agreement • August 14th, 2007 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement No. 6 (this “Agreement”), dated as of July 3, 2007 (the “Amendment Date”), is made by and among Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as Agent; each Person identified as a “Lender” on the signature page hereof, as lenders; and each Person identified as a “Borrower” on the signature page hereof, as borrowers (each, a “Borrower”, and, collectively, the “Borrowers”), for the purpose of amending or otherwise modifying the terms of that certain Credit Agreement dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Credit Agreement”), among the Borrowers, the various lenders from time to time party thereto (the “Lenders”) and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration o
LOAN MODIFICATION AGREEMENT NO. 1 Preamble: This Loan Modification Agreement (this "Agreement"), dated as of February 06, 2003 (the "Effective Date"), is made between UPS Capital Corporation, as lender (the "Lender") and each Person identified as...Loan Modification Agreement • February 14th, 2003 • National Rv Holdings Inc • Motor homes
LOAN MODIFICATION AGREEMENT NO. 2Loan Modification Agreement • November 13th, 2006 • National Rv Holdings Inc • Motor homes
Preamble: This Loan Modification Agreement (this “Agreement”), dated as of August 10, 2006 (the “Amendment Date”), is made by and among UPS Capital Corporation, as Agent; each Person identified as a “Lender” on the signature page hereof, as lenders; and each Person identified as a “Borrower” on the signature page hereof, as borrowers (individually and collectively, the “Borrower”), for the purpose of amending or otherwise modifying the terms of that certain Credit Agreement, dated as of August 12, 2005 (which, as it has been, or hereafter may be, modified or amended, the “Credit Agreement”), among Borrower, the various lenders from time to time party thereto (the “Lenders”) and UPS Capital Corporation, a Delaware corporation, as a Lender and as agent for the Lenders (in such capacity, the “Agent”). Now, therefore, in consideration of the mutual promises contained herein and in the Credit Agreement, the receipt and sufficiency of which are hereby acknowledged, Agent, Lenders and Borrowe
