Standard Contracts
Exhibit 9 FORM OF VOTING AGREEMENT THIS AGREEMENT (the "Agreement"), dated as of March ____, 1997, is made and entered into by and among Ultimate Electronics, Inc., a Delaware corporation ("Ultimate"), and Messrs. Randel S. Carlock, Gary S. Kohler and...Voting Agreement • April 11th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Delaware
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 14th, 2001 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • California
ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCEIndenture • October 15th, 1999 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
AGREEMENTS:Loan and Security Agreement • December 14th, 2001 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
EXHIBIT A to SCHEDULE 13G JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned parties hereby agree that the preceding Schedule 13G is being filed on behalf of each of them. IN WITNESS THEREOF,...Joint Filing Agreement • February 14th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned parties hereby agree that the preceding Schedule 13G is being filed on behalf of each of them.
EXHIBIT 10.18 - CREDIT AGREEMENT BETWEEN ULTIMATE ELECTRONICS, INC. AND NORWEST BANK COLORADO, NATIONAL ASSOCIATION AND NORWEST BUSINESS CREDIT, INC. DATED NOVEMBER 21, 1996Credit Agreement • April 9th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT BY AND AMONGLoan and Security Agreement • December 14th, 1998 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • California
LEASELease • April 30th, 2001 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
FORM OF ULTIMATE ELECTRONICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 26th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
This Indemnification Agreement ("Agreement") is effective as of this day of , , by and between Ultimate Electronics, Inc., a Delaware corporation (the "Company"), and ("Indemnitee").
ULTIMATE ELECTRONICS, INC. CHANGE OF CONTROL EMPLOYMENT AGREEMENT AGREEMENT by and between ULTIMATE ELECTRONICS, INC. a Delaware corporation (the "Company") and _____________ (the "Officer"), dated as of June 27, 1997. The Board of Directors of the...Change of Control Employment Agreement • September 15th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Delaware
THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among ULTIMATE ELECTRONICS, INC. and EACH OF ITS SUBSIDIARIES THAT ARE SIGNATORIES HERETO as Borrowers, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and WELLS FARGO RETAIL...Loan and Security Agreement • April 16th, 2004 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Massachusetts
THIS THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Agreement"), is entered into as of April 2, 2004, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), including, without limitation, WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company ("WFRF"), and WFRF as the arranger and administrative agent for the Lenders and any other holder of Obligations referred to below ("Agent"), and, on the other hand, ULTIMATE ELECTRONICS, INC., a Delaware corporation ("Parent"), and each of Parent's Subsidiaries identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a "Borrower", and individually and collectively, jointly and severally, as the "Borrowers", as governed by the provisions of Section
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 16th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 15th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 4th, 1998 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 16th, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
BORROWING BASE: The overall Borrowing Base for the Borrower's credit facilities, including the Term Loan, is equal to 70% of Acceptable Inventory. Acceptable Inventory shall be as defined in Borrower's current Credit Agreement dated as of November 21,...Term Loan Agreement • May 22nd, 1997 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
Norwest Bank of Colorado, National Association ("Norwest") and Norwest Business Credit, Inc. ("NBCI") are pleased to present Ultimate Electronics, Inc. this commitment for the term loan described below. This commitment is expressly conditioned as set forth in the Conditions Precedent paragraph below.
CREDIT AGREEMENTCredit Agreement • December 13th, 1996 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
RECITALSCredit Agreement • June 15th, 1998 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
DEBTOR IN POSSESSION LOAN AND SECURITY AGREEMENT by and among ULTIMATE ELECTRONICS, INC. and EACH OF ITS SUBSIDIARIES THAT ARE SIGNATORIES HERETO as debtors and debtors in possession and as joint and several Borrowers, THE LENDERS THAT ARE SIGNATORIES...Loan and Security Agreement • January 21st, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • New York
THIS DEBTOR IN POSSESSION LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of January 14, 2005, between and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), including, without limitation, WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company (“WFRF”), and WFRF as the arranger and administrative agent for the Lenders and any other holder of Obligations referred to below (“Agent”), and, on the other hand, ULTIMATE ELECTRONICS, INC., a Delaware corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Parent”), and each of Parent’s Subsidiaries identified on the signature pages hereof, each of such subsidiaries being a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (such Subsidiaries, together with Parent,
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • September 14th, 2004 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
This AMENDMENT NO. 2, dated as of September 7, 2004 (this "Second Amendment") to the Rights Agreement (the "Rights Agreement"), dated as of January 25, 1995, by and between Ultimate Electronics, Inc., a Delaware corporation (the "Company") and Wells Fargo Bank, N.A. (formerly known as Norwest Bank Minnesota, N.A.) (the "Rights Agent") as amended by that certain Amendment No. 1 to the Rights Agreement, dated as of January 31, 1995 (the "First Amendment"), is entered into by and between the Company and the Rights Agent. Capitalized terms used without definition herein are as defined in the Rights Agreement.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 10th, 2004 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
This EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") is made effective this 10th day of June, 2004, by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation ("Employer"), and DAVID A. CARTER, a California resident ("Executive").
2,750,000 SHARES ULTIMATE ELECTRONICS, INC. FORM OF COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • April 30th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Minnesota
Ultimate Electronics, Inc., a Delaware corporation (the "Company") proposes to sell to the several Underwriters named in Schedule I hereto (the "Underwriters") an aggregate of 2,750,000 shares (the "Firm Shares") of Common Stock, $0.01 par value per share (the "Common Stock"), of the Company. The Company has also granted to the several Underwriters an option to purchase up to 412,500 additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the "Option Shares"). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the "Securities".
EXHIBIT A to SCHEDULE 13G JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2003 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned parties hereby agree that the preceding Amendment No. 5 to Schedule 13G is being filed on behalf of each of them.
FORM OF CONFIDENTIALITY AGREEMENTConfidentiality Agreement • March 26th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
THIS AGREEMENT is entered into this day of , 200 , by and between Ultimate Electronics, Inc., a Delaware corporation ("Ultimate"), and ("Employee").
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 26th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (the "Amendment") is made and entered into on this 7th day of March, 2002, to be effective as of December 31, 2001 (the "Effective Date"), by and among ULTIMATE ELECTRONICS, INC., a Delaware corporation ("Ultimate"), ULTIMATE INTANGIBLES CORP., a Colorado corporation ("Intangibles"), ULTIMATE LEASING CORP., a Colorado corporation ("Leasing"), FAST TRAK, INC., a Minnesota corporation ("Fast Trak"), ULTIMATE ELECTRONICS PARTNERS CORP., a Colorado corporation ("Electronics"), ULTIMATE ELECTRONICS LEASING LP, a Texas limited partnership ("UEL"), and ULTIMATE ELECTRONICS TEXAS LP, a Texas limited partnership ("UET") (Ultimate, Intangibles, Leasing, Fast Trak, Electronics, UEL and UET being hereinafter referred individually referred to as "Borrower" and collectively referred to as the "Borrowers"), WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company ("WFRF"), as the arranger and administrative
CONSULTING AGREEMENTConsulting Agreement • December 2nd, 2004 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
This CONSULTING AGREEMENT (“Agreement”) is made effective November 5, 2004, by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation with its principal place of business at 321 West 84th Avenue, Suite A. Thornton, Colorado (“Ultimate”), and ALAN E. KESSOCK (“Consultant”).
CONFIDENTIAL SEVERANCE AGREEMENT AND RELEASESeverance Agreement • April 16th, 2004 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
This CONFIDENTIAL SEVERANCE AGREEMENT AND RELEASE (this "Agreement"), dated January 8, 2004, by and between (i) J. Edward McEntire ("Employee") and (ii) Ultimate Electronics, Inc. (the "Company"). Employee and the Company are referred to collectively as the "Parties" and individually as a "Party."
FORM OF INCENTIVE STOCK OPTION AGREEMENT FOR KEY EMPLOYEESIncentive Stock Option Agreement • March 26th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
THIS AGREEMENT is made and entered into this day of , , by and between ULTIMATE ELECTRONICS, INC. (the "Company") and (the "Optionee") (together, the "Parties").
OPTION AGREEMENT by and between ULTIMATE ELECTRONICS, INC. and MARK WATTLES ENTERPRISES, LLC Dated as of January 11, 2005Option Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • New York
This OPTION AGREEMENT, entered into as of January 11, 2005 (the “Agreement”) by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation (the “Company”), and MARK WATTLES ENTERPRISES, LLC, a Delaware limited liability company (the “Investor”).
DEBTOR IN POSSESSION LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 16th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
FIRST AMENDMENT TO DEBTOR IN POSSESSION LOAN AND SECURITY AGREEMENT, dated as of January , 2005 (this “Amendment”), by and among Ultimate Electronics, Inc., a Delaware corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Parent”), Ultimate Intangibles Corp., a Colorado corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Intangibles”), Ultimate Leasing Corp., a Colorado corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Leasing”), Fast Trak Inc., a Minnesota corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Fast Trak”), Ultimate Electronics Partners Corp., a Colorado corporation and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Electronics Partners”), Ultimate Electronics Leasing LP, a Texas limited partnership and a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (“Electron
EXCLUSIVE ENDORSEMENT AGREEMENTExclusive Endorsement Agreement • December 16th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
This Exclusive Endorsement Agreement (this "Agreement") is made effective as of September 1, 2002, by and between Ultimate Electronics, Inc., a Delaware corporation (the "Company"), and David J. Workman ("Workman"), for the promotional services of Workman as specified below.
FORM OF NON-STATUTORY STOCK OPTION AGREEMENT FOR KEY EMPLOYEESNon-Statutory Stock Option Agreement • March 26th, 2002 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Colorado
THIS AGREEMENT is made and entered into this day of , , by and between ULTIMATE ELECTRONICS, INC. (the "Company") and (the "Optionee") (together, the "Parties").
Second Amended and Restated Loan and Security Agreement with Ultimate Electronics, Inc., et al.—Maximum Permitted Capital Expenditures for One Year Period Continuing Through January 31, 2004 Gentlemen:Loan and Security Agreement • December 15th, 2003 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
Reference is hereby made to that certain Second Amended and Restated Loan and Security Agreement, dated as of September 28, 2001, executed by Ultimate Electronics, Inc., a Delaware corporation ("Ultimate"), the other entities party thereto indicated to be a "Borrower" (together with Ultimate, "Borrowers"), Wells Fargo Retail Finance, LLC, a Delaware limited liability company ("WFRF"), as the arranger and administrative agent ("Agent") and WFRF as a Lender (as amended from time to time, "Loan Agreement"). Unless otherwise indicated, all terms used herein shall have the same meanings as in the Loan Agreement. PNC Bank, National Association and WFRF are the current "Lenders" party to the Loan Agreement ("Lenders").
VOTING AGREEMENT BY AND BETWEEN MARK WATTLES ENTERPRISES, LLC AND THOMAS R. HOFFMAN, TRUSTEE Dated as of January 11, 2005Voting Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Delaware
This VOTING AGREEMENT, dated as of January 11, 2005 (the “Agreement”), by and among Thomas R. Hoffman, as trustee of each of the following trusts: (i) the FBO Megan Pearse Trust 1 created by instrument dated December 23, 1992, (ii) the FBO Bradford Pearse Trust 1 created by instrument dated December 23, 1992, (iii) the FBO William James Pearse III Trust 1 created by instrument dated December 23, 1992, (iv) the FBO Megan Pearse Trust 2 created by instrument dated December 23, 1992, (v) the FBO Bradford Pearse Trust 2created by instrument dated December 23, 1992 and (vi) the FBO William James Pearse III Trust 2 created by instrument dated December 23, 1992 (collectively, the “Stockholders”), and Mark Wattles Enterprises, LLC, a Delaware limited liability company (the “Investor”).
STOCK PURCHASE AGREEMENT by and between ULTIMATE ELECTRONICS, INC., As Issuer and MARK WATTLES ENTERPRISES, LLC, As Investor January 11, 2005Stock Purchase Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of January 11, 2005 by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation (the “Company”), and MARK WATTLES ENTERPRISES, LLC, a Delaware limited liability company (the “Investor”).
