CREDIT AGREEMENT DATED AS OF SEPTEMBER 27, 2001,Credit Agreement • May 29th, 2002 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledMay 29th, 2002 Company Industry Jurisdiction
RECITALSEscrow Agreement • August 6th, 2001 • Ios Brands Corp • Services-business services, nec • Michigan
Contract Type FiledAugust 6th, 2001 Company Industry Jurisdiction
EXHIBIT 10.36 PLEDGE AGREEMENT This Pledge Agreement (the "Agreement") is dated as of September 27, 2001, by and among IOS BRANDS CORPORATION, a Delaware corporation (the "Parent"), FLORISTS' TRANSWORLD DELIVERY, INC., a Michigan corporation (the...Pledge Agreement • May 29th, 2002 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledMay 29th, 2002 Company Industry Jurisdiction
EXHIBIT 10.34 FLORISTS' TRANSWORLD DELIVERY, INC. FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT This First Amendment and Waiver to Credit Agreement (herein, the "AMENDMENT") is entered into as of March 12, 2002, by and among Florists' Transworld...Credit Agreement • March 22nd, 2002 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledMarch 22nd, 2002 Company Industry Jurisdiction
EXHIBIT 10.37 SECURITY AGREEMENT This Security Agreement (the "Agreement") is dated as of September 27, 2001, by and among IOS Brands CORPORATION, a Delaware corporation (the "Parent"), Florists' Transworld Delivery, Inc., a Michigan corporation (the...Security Agreement • May 29th, 2002 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledMay 29th, 2002 Company Industry Jurisdiction
FTD CORPORATIONSubscription Agreement • October 6th, 1997 • FTD Corp • Services-business services, nec
Contract Type FiledOctober 6th, 1997 Company Industry
EXHIBIT 10.20 AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 1 TO FTD CORPORATION SECURITY AGREEMENT AMENDMENT NO. 1 TO FTD CORPORATION GUARANTY AMENDMENT NO. 1 TO FTD CORPORATION PLEDGE AGREEMENT AMENDMENT NO. 1 TO FTD CORPORATION PATENT SECURITY...Credit Agreement • January 31st, 2001 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledJanuary 31st, 2001 Company Industry Jurisdiction
EXHIBIT 10.1 CREDIT AGREEMENT Dated as of November 20, 1997Credit Agreement • January 12th, 1998 • FTD Corp • Services-business services, nec
Contract Type FiledJanuary 12th, 1998 Company Industry
EXHIBIT 10 AMENDMENT TO WHITMAN EMPLOYMENT AGREEMENT Amendment No. 2 dated as of January 3, 1997, among FTD Corporation a Delaware corporation ("FTD Corporation"), Florists' Transworld Delivery, Inc., a Michigan corporation (the "Company") and...Employment Agreement • May 15th, 1997 • FTD Corp • Services-business services, nec • Delaware
Contract Type FiledMay 15th, 1997 Company Industry Jurisdiction
TOCredit Agreement • January 31st, 2001 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledJanuary 31st, 2001 Company Industry Jurisdiction
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • September 27th, 1999 • FTD Corp • Services-business services, nec • Illinois
Contract Type FiledSeptember 27th, 1999 Company Industry Jurisdiction
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • September 27th, 1999 • FTD Corp • Services-business services, nec • Illinois
Contract Type FiledSeptember 27th, 1999 Company Industry Jurisdiction
EXHIBIT 10.35 NOTICE: THIS INSTRUMENT SECURES FUTURE ADVANCES UNDER A REVOLVING CREDIT FACILITY THE PRIORITY OF WHICH DATE TO THE RECORDING DATE HEREOF. THIS INSTRUMENT PROVIDES FOR VARIABLE RATES OF INTEREST. MORTGAGE AND SECURITY AGREEMENT WITH...Mortgage and Security Agreement • May 29th, 2002 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledMay 29th, 2002 Company Industry Jurisdiction
FORM OF GOVERNANCE AGREEMENTGovernance Agreement • March 5th, 2002 • Ios Brands Corp • Services-business services, nec • Delaware
Contract Type FiledMarch 5th, 2002 Company Industry Jurisdiction
WITNESSETH:Employment Agreement • February 11th, 1997 • FTD Corp • Services-business services, nec • Delaware
Contract Type FiledFebruary 11th, 1997 Company Industry Jurisdiction
April 12, 2001Employment Agreement • August 6th, 2001 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledAugust 6th, 2001 Company Industry Jurisdiction
EXHIBIT 10Waiver to Credit Agreement • November 14th, 1996 • FTD Corp • Services-business services, nec
Contract Type FiledNovember 14th, 1996 Company Industry
EMPLOYMENT AGREEMENTEmployment Agreement • March 22nd, 2004 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledMarch 22nd, 2004 Company Industry JurisdictionThis Employment Agreement (this “Agreement”) is entered into as of May 20, 2003, between Carrie Wolfe (the “Executive”) and Florists’ Transworld Delivery, Inc. (“FTD”).
CREDIT AGREEMENT DATED AS OF FEBRUARY 24, 2004Credit Agreement • March 1st, 2004 • FTD Inc • Services-business services, nec • New York
Contract Type FiledMarch 1st, 2004 Company Industry Jurisdiction
EXHIBIT 10.17 FLORISTS' TRANSWORLD DELIVERY, INC. RESTRICTED SHARES AGREEMENT WHEREAS, Robert L. Norton (the "Grantee") is an employee of Florists' Transworld Delivery, Inc., a Michigan corporation (the "Company"); and WHEREAS, the grant of the...Restricted Shares Agreement • September 19th, 2000 • Ios Brands Corp • Services-business services, nec • Illinois
Contract Type FiledSeptember 19th, 2000 Company Industry Jurisdiction
FLORISTS’ TRANSWORLD DELIVERY, INC. 3113 Woodcreek Drive Downers Grove, Illinois 60515 June 28, 2002Modification of Employment Arrangements • September 12th, 2002 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledSeptember 12th, 2002 Company Industry JurisdictionThis letter agreement (this “Agreement”) sets forth the agreement of Florists’ Transworld Delivery, Inc., a Michigan corporation (the “Assignee”), FTD.COM INC., a Delaware corporation (the “Assignor”), and William J. Van Cleave (the “Executive” and collectively with the Assignee and the Assignor, the “Parties”) relating to the assignment and assumption of the Executive’s employment from the Assignor to the Assignee.
CONFIDENTIALITY AND NON-COMPETITION AGREEMENTConfidentiality and Non-Competition Agreement • March 22nd, 2004 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledMarch 22nd, 2004 Company Industry JurisdictionIn consideration of the obligations of the Company and the consideration to be received by the Company pursuant to the Employment Agreement, dated as of the date hereof (the “Employment Agreement”) between the Company and the Executive, the Company and the Executive agree as follows:
November 12, 2002 Jon Burney Florists’ Transworld DeliveryEmployment Agreement • February 14th, 2003 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledFebruary 14th, 2003 Company Industry Jurisdiction
CREDIT AGREEMENT DATED AS OF FEBRUARY 24, 2004 AMONG NECTAR MERGER CORPORATION FTD, INC., THE LENDERS LISTED HEREIN, as Lenders, CREDIT SUISSE FIRST BOSTON, as Administrative Agent, UBS SECURITIES LLC as Syndication Agent, WELLS FARGO BANK, N.A., as...Credit Agreement • March 22nd, 2004 • FTD Inc • Services-business services, nec • New York
Contract Type FiledMarch 22nd, 2004 Company Industry JurisdictionThis CREDIT AGREEMENT is dated as of February 24, 2004 and entered into by and among NECTAR MERGER CORPORATION, a Delaware corporation (“Merger Sub”), as borrower prior to the consummation of the Merger (this and other capitalized terms used herein without definition being used as defined in subsection 1.1), FTD, INC., a Delaware corporation, as borrower after consummation of the Merger, THE FINANCIAL INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF (each individually referred to herein as a “Lender” and collectively as “Lenders”), UBS SECURITIES LLC (“UBSS”), as syndication agent for Lenders (in such capacity, “Syndication Agent”), WELLS FARGO BANK, N.A., as documentation agent for Lenders (in such capacity, “Documentation Agent”), and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch (“CSFB”), as administrative agent for Lenders (in such capacity, “Administrative Agent”).
VOTING AGREEMENTVoting Agreement • October 7th, 2003 • FTD Inc • Services-business services, nec • Delaware
Contract Type FiledOctober 7th, 2003 Company Industry JurisdictionVoting Agreement (this “Agreement”), dated as of October 5, 2003, by and among MERCURY MAN HOLDINGS CORPORATION, a Delaware corporation (“Parent”), and the stockholder(s) listed on the signature pages hereto (the “Stockholder”).
WITNESSETH:Credit Agreement • February 11th, 1997 • FTD Corp • Services-business services, nec • New York
Contract Type FiledFebruary 11th, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.16 June 6, 1997 Mr. Robert L. Norton President Florists' Transworld Delivery, Inc. 3113 Woodcreek Drive Downers Grove, IL 60515 Dear Bob: This letter confirms our prior agreement that the EBITDA targets for FTD's 1997 fiscal year...Key Management Incentive Plan Amendment • September 29th, 1997 • FTD Corp • Services-business services, nec
Contract Type FiledSeptember 29th, 1997 Company Industry
1 EXHIBIT 10.3 SECURITY AGREEMENT DATED AS OF NOVEMBER 20, 1997Security Agreement • January 12th, 1998 • FTD Corp • Services-business services, nec • Illinois
Contract Type FiledJanuary 12th, 1998 Company Industry Jurisdiction
AMENDMENT TO LETTER AGREEMENTLetter Agreement • March 22nd, 2004 • FTD Inc • Services-business services, nec
Contract Type FiledMarch 22nd, 2004 Company IndustryThis Amendment to Letter Agreement (this “Amendment”) is entered into as of May 20, 2003, between Robert Norton (the “Executive”) and Florists’ Transworld Delivery, Inc. (“FTD”).
AGREEMENT AND PLAN OF MERGER among MERCURY MAN HOLDINGS CORPORATION, NECTAR MERGER CORPORATION and FTD, INC. Dated as of October 5, 2003Merger Agreement • March 22nd, 2004 • FTD Inc • Services-business services, nec • Delaware
Contract Type FiledMarch 22nd, 2004 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER, dated as of October 5, 2003 (this “Agreement”), is made and entered into among Mercury Man Holdings Corporation, a Delaware corporation (“Purchaser”), Nectar Merger Corporation, a Delaware corporation and a wholly owned Subsidiary of Purchaser (“Merger Sub”), and FTD, Inc., a Delaware corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 24th, 2004 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledSeptember 24th, 2004 Company Industry JurisdictionThis Employment Agreement (this "Agreement") is entered into as of May 20, 2003, between Larry Johnson (the "Executive") and Florists' Transworld Delivery, Inc. ("FTD").
GOVERNANCE AGREEMENTGovernance Agreement • November 14th, 2002 • FTD Inc • Services-business services, nec • Delaware
Contract Type FiledNovember 14th, 2002 Company Industry JurisdictionTHIS GOVERNANCE AGREEMENT (this "Agreement") is made as of June 28, 2002, by and among (i) FTD, Inc., a Delaware corporation formerly known as IOS Brands Corporation (the "Company"), (ii) Perry Acquisition Partners, L.P., a Delaware limited partnership, Perry Partners, L.P., a Delaware limited partnership, Perry Partners International, Inc., a Cayman Islands corporation, and Perry Principals Holdings, LLC, a Delaware limited liability company (collectively, the "Perry Entities"), (iii) Bain Capital Fund IV, L.P., a Delaware limited partnership, Bain Capital Fund IV-B, L.P., a Delaware limited partnership, Information Partners Capital Fund, L.P., a Delaware limited partnership, BCIP Associates, a Delaware general partnership, and BCIP Trust Associates, L.P., a Delaware limited partnership (collectively, the "Bain Entities", (iv) Randolph Street Partners, an Illinois general partnership ("Randolph"), and (v) Chisholm Partners II L.P., a Delaware limited partnership, Fleet Equity Partners
FTD, INC. FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 28th, 2005 • FTD Inc • Services-business services, nec • New York
Contract Type FiledJanuary 28th, 2005 Company Industry JurisdictionThis FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of November 15, 2004 and entered into by and among FTD, Inc., a Delaware corporation (“Company”), the Guarantors (as defined in Section 6 hereof), the financial institutions listed on the signature pages hereof (“Lenders”) and Credit Suisse First Boston, acting through its Cayman Islands Branch, as administrative agent for Lenders (“Administrative Agent”), and is made with reference to that certain Credit Agreement, dated as of February 24, 2004 (the “Credit Agreement”), by and among Company, Lenders, UBS Securities LLC, as syndication agent, Wells Fargo Bank, N.A., as documentation agent and Administrative Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement.
FLORISTS’ TRANSWORLD DELIVERY, INC. FIRST AMENDMENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 15th, 2003 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledSeptember 15th, 2003 Company Industry JurisdictionThis First Amendment and Waiver to Amended and Restated Credit Agreement (herein, the “Amendment”) is entered into as of July 31, 2003, by and among Florists’ Transworld Delivery, Inc., a Michigan corporation (the “Borrower”), FTD, Inc., a Delaware corporation (the “Parent”), the Subsidiaries listed on the signature pages hereof, as Guarantors (and, in the case of FTD.COM INC. (“FTD.COM”), as a new Credit Party as defined below), the several financial institutions listed on the signature pages hereof, as Lenders, and Harris Trust and Savings Bank, as Administrative Agent for the Lenders.
FLORISTS’ TRANSWORLD DELIVERY, INC. FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AGREEMENT AND TO AMENDED AND RESTATED SECURITY AGREEMENTPledge Agreement and Security Agreement • September 15th, 2003 • FTD Inc • Services-business services, nec • Illinois
Contract Type FiledSeptember 15th, 2003 Company Industry JurisdictionThis First Amendment to Amended and Restated Pledge Agreement and to Amended and Restated Security Agreement (herein, the “Amendment”) is entered into as of July 31, 2003, by and among FTD, Inc., a Delaware corporation (the “Parent”), Florists’ Transworld Delivery, Inc., a Michigan corporation (the “Borrower”), and the other parties executing this Amendment under the heading “Debtors” (the Parent, the Borrower and such other parties being hereinafter referred to collectively as the “Debtors” and individually as a “Debtor”), each with its mailing address at 3113 Woodcreek Drive, Downers Grove, Illinois 60515, and Harris Trust and Savings Bank, an Illinois banking corporation (“HTSB”), with its mailing address at 111 West Monroe Street, Chicago, Illinois 60603, acting as administrative agent hereunder for the Secured Creditors hereinafter identified and defined (HTSB acting as such administrative agent and any successor or successors to HTSB acting in such capacity being hereinafter refe