BACKGROUNDAsset Purchase Agreement • June 24th, 1998 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
EXHIBIT 2Stock Purchase Agreement • September 16th, 1998 • Piercing Pagoda Inc • Retail-jewelry stores • Florida
AGREEMENT AND PLAN OF MERGER dated as of August 11, 2000 by and among Zale Corporation Jewelry Expansion Corp.Merger Agreement • August 14th, 2000 • Piercing Pagoda Inc • Retail-jewelry stores • Delaware
2 3 with the consent of Robertson, Stephens & Company LLC, on behalf of the several Underwriters, the Company shall have provided to the Underwriters a term sheet pursuant to Rule 434(b) or (c), as applicable, prior to the time that a confirmation is...Underwriting Agreement • May 15th, 1997 • Piercing Pagoda Inc • Retail-jewelry stores • New York
THIRD AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AGREEMENT This Third Amendment to Third Amended and Restated Loan Agreement ("Amendment") is made this 5th day of September, 1996 by and between Piercing Pagoda, Inc. ("Borrower"), a Delaware...Loan Agreement • November 13th, 1996 • Piercing Pagoda Inc • Retail-jewelry stores
August 22, 2000 To Our Stockholders: I am pleased to inform you that, on August 11, 2000, Piercing Pagoda, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Zale Corporation and Jewelry Expansion Corp., a...Merger Agreement • August 22nd, 2000 • Piercing Pagoda Inc • Retail-jewelry stores
ASSET PURCHASE AGREEMENT Asset Purchase Agreement, made this 29th day of January 1997, by and among PIERCING PAGODA, INC., a Delaware corporation ("PPI"); EARS, Inc., a Delaware corporation ("EARS" and, collectively with PPI, "Buyers"); WEAVER'S GEMS...Asset Purchase Agreement • February 13th, 1997 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
W I T N E S S E T H :Tender and Voting Agreement • August 14th, 2000 • Piercing Pagoda Inc • Retail-jewelry stores • Delaware
EIGHTH AMENDMENT AND AGREEMENT TO CONSIGNMENT AGREEMENTConsignment Agreement • August 13th, 1998 • Piercing Pagoda Inc • Retail-jewelry stores
FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AGREEMENT This Fourth Amendment to Third Amended and Restated Loan Agreement ("Fourth Amendment") is made this 18th day of October, 1996 by and between Piercing Pagoda, Inc. ("Borrower"), a Delaware...Loan Agreement • November 13th, 1996 • Piercing Pagoda Inc • Retail-jewelry stores
FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AGREEMENT AND TWELFTH REPLACEMENT REVOLVING CREDIT NOTE This Fifth Amendment to Third Amended and Restated Loan Agreement and Twelfth Replacement Revolving Credit Note ("Fifth Amendment") is made this...Loan Agreement • February 13th, 1997 • Piercing Pagoda Inc • Retail-jewelry stores
BACKGROUNDAsset Purchase Agreement • May 15th, 1997 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
RESTRICTIVE COVENANT AGREEMENT THIS RESTRICTIVE COVENANT AGREEMENT (the "Agreement") is made and entered into this 11th day of August, 2000, by and among Zale Corporation, a Delaware corporation ("Parent"), Piercing Pagoda, Inc., a Delaware...Restrictive Covenant Agreement • August 14th, 2000 • Piercing Pagoda Inc • Retail-jewelry stores • Delaware
BACKGROUNDSyndicated Loan Agreement • February 12th, 1998 • Piercing Pagoda Inc • Retail-jewelry stores
REPLACEMENT REVOLVING LOAN NOTEReplacement Revolving Loan Note • February 12th, 1998 • Piercing Pagoda Inc • Retail-jewelry stores
FOR VALUE RECEIVED AND INTENDING TO BE LEGALLY BOUND HEREBY, the undersigned, Piercing Pagoda, Inc. ("Borrower"), a Delaware corporation, promises to pay to the order of Summit Bank ("Lender"), at the offices of CoreStates Bank, N.A. ("Administrative Agent"), a national bank with an office at Broad and Chestnut Streets, Philadelphia, Pennsylvania, or at such other location as Administrative Agent may designate from time to time, with interest as set forth below, the principal sum of Twenty-Six Million Six Hundred Sixty-Five Thousand ($26,665,000.00) Dollars or such lesser sum which represents Lender's Pro Rata Share of the principal balance outstanding under the Revolving Loan established pursuant to the provisions of that certain Syndicated Loan Agreement dated March 27, 1997 among Borrower, Administrative Agent, Lender and the other "Lenders" listed therein, as amended pursuant to the provisions of that certain First Amendment to Syndicated Loan Agreement of even date herewith among
THIS TRUST INDENTURE, made and entered into as of April 29, 1998, by and between PIERCING PAGODA, INC., a Delaware corporation (together with its successors and assigns, the "Company") and DAUPHIN DEPOSIT BANK AND TRUST COMPANY, a state banking...Trust Indenture • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
CJL/02-16-99 PIDA #8259Mortgage Subordination Agreement • June 24th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores
CJL/02-16-99 PIDA #8259 CONSENT, SUBORDINATION AND ASSUMPTION AGREEMENT THIS AGREEMENT is made this day of February 1998, effective as of February 18, 1999, by PIERCING PAGODA, INC., a corporation with an address at 3910 Adler Place, P.O. Box 25007,...Consent, Subordination and Assumption Agreement • June 24th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
SECOND REPLACEMENT REVOLVING LOAN NOTE $26,665,000.00 September 2, 1998 FOR VALUE RECEIVED AND INTENDING TO BE LEGALLY BOUND HEREBY, the undersigned, Piercing Pagoda, Inc. ("PPI"), a Delaware corporation and Piercing Pagoda of Florida, Inc., a Florida...Revolving Loan Note • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores
FOR VALUE RECEIVED AND INTENDING TO BE LEGALLY BOUND HEREBY, the undersigned, Piercing Pagoda, Inc. ("PPI"), a Delaware corporation and Piercing Pagoda of Florida, Inc., a Florida corporation, (jointly and severally referred to and obligated as "Borrower"), promise to pay to the order of Summit Bank ("Lender"), at the offices of First Union National Bank ("Administrative Agent"), a national bank with an office at 123 South Broad Street, Philadelphia, Pennsylvania, or at such other location as Administrative Agent may designate from time to time, with interest as set forth below, the principal sum of Twenty-Six Million Six Hundred Sixty-Five Thousand ($26,665,000.00) Dollars or such lesser sum which represents Lender's Pro Rata Share of the principal balance outstanding under the Revolving Loan established pursuant to the provisions of that certain Syndicated Loan Agreement dated March 27, 1997 among PPI, Administrative Agent, Lender and the other "Lenders" listed therein, as amended pu
OPEN-END MORTGAGE AND SECURITY AGREEMENT THIS IS AN OPEN-END MORTGAGE AND SECURITY AGREEMENT SECURING FUTURE ADVANCES UP TO A MAXIMUM PRINCIPAL AMOUNT OF $2,619,954.25 PLUS ACCRUED INTEREST AND OTHER INDEBTEDNESS AS DESCRIBED IN 42 Pa. C.S.A. ss.8143...Open-End Mortgage and Security Agreement • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
ASSIGNMENT OF LESSOR'S INTEREST IN LEASES THIS ASSIGNMENT made as of this 29th day of April, 1998 (as amended, modified, extended, supplemented, restated and/or replaced from time to time, this "Assignment") is between PIERCING PAGODA, INC....Assignment of Lessor's Interest in Leases • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores
SECOND AMENDMENT TO SYNDICATED LOAN AGREEMENT This Second Amendment to Syndicated Loan Agreement ("Second Amendment") is made this 2nd day of September, 1998, by and among Piercing Pagoda, Inc. ("PPI"), a Delaware corporation having its chief...Syndicated Loan Agreement • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores
PLEDGE AND SECURITY AGREEMENT PLEDGE AND SECURITY AGREEMENT (this "Agreement"), dated as of April 29, 1998, between PIERCING PAGODA, INC., a Delaware corporation (the "Company" or the "Pledgor") and CORESTATES BANK, N.A. (the "Bank"). WHEREAS, the...Pledge and Security Agreement • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
BOND PLACEMENT AGREEMENT $2,565,000 Piercing Pagoda, Inc. Taxable Variable Rate Demand/Fixed Rate Bonds Series of 1998 BOND PLACEMENT AGREEMENT, dated as of April 29, 1998, by and between PIERCING PAGODA, INC., a Delaware corporation (the "Company")...Bond Placement Agreement • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
datedSyndicated Loan Agreement • May 15th, 1997 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
60,000,000.00 October 18, 1996 TWELFTH REPLACEMENT REVOLVING LOAN NOTE FOR VALUE RECEIVED, PIERCING PAGODA, INC. ("Borrower"), a Delaware corporation having its chief executive office at 3910 Adler Place, Bethlehem, Pennsylvania 18016, promises to pay...Revolving Loan Note • November 13th, 1996 • Piercing Pagoda Inc • Retail-jewelry stores
REIMBURSEMENT AGREEMENT among PIERCING PAGODA, INC. and CORESTATES BANK, N.A., as Administrative Agent, Co-Agent and a Lender and SUMMIT BANK, as Co-Agent and a Lender and FIRST UNION NATIONAL BANK, as a Lender Dated as of April 29, 1998 Piercing...Reimbursement Agreement • February 16th, 1999 • Piercing Pagoda Inc • Retail-jewelry stores • Pennsylvania
