RIGHTS AGREEMENTRights Agreement • November 25th, 1998 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • New York
Exhibit 10.1 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE ("Amendment") is entered into as of this 6th day of October, 1999, by and between ZELMAN RENTON, LLC, a Delaware limited liability company ("Landlord"), and CUTTER & BUCK, INC., a...Lease • March 16th, 2000 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
SECOND AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • September 14th, 2000 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
EXHIBIT 1.1 CUTTER & BUCK INC. 1,700,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • July 20th, 1999 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • New York
DUPLICATE ORIGINAL March 12, 1996 STOCK OPTION AGREEMENT A STOCK OPTION for a total of 500 shares of common stock (hereinafter the "Option"), of Cutter & Buck Inc., a Washington corporation (the "Company"), is hereby granted to Mark Sondheim (the...Stock Option Agreement • December 23rd, 1997 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
INDUSTRIAL LEASE [SINGLE TENANT - TRIPLE NET]Industrial Lease • June 21st, 1999 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
LEASE AGREEMENT 1. PARTIES. This Lease, dated for reference purposes only April 15, 1998, is made by and between WHITMAC COMPANY, A WASHINGTON GENERAL PARTNERSHIP (herein called "Landlord"), and CUTTER & BUCK, INC., A WASHINGTON CORPORATION (herein...Lease Agreement • December 15th, 1998 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
VOTING AGREEMENTVoting Agreement • April 13th, 2007 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS VOTING AGREEMENT (this “AGREEMENT”), dated as of April 12, 2007 (the “Effective Date”), by and among New Wave Group AB (Publ) (“Parent”) and Jon P. Runkel, a United States citizen (“Stockholder”) and a stockholder of Cutter & Buck Inc., a Washington corporation (the “Company”). All references to the “date hereof” shall mean the Effective Date. Other capitalized terms used but not defined in this Agreement have the meanings ascribed thereto in the Merger Agreement.
CHANGE IN CONTROL AGREEMENT FOR ERNEST R. JOHNSONChange in Control Agreement • July 29th, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
This Agreement is entered into this 15th day of November, 2002, by and between Cutter & Buck Inc. (the "Company") and ERNEST R. JOHNSON ("Executive"). Executive is an at-will employee of the Company. The parties wish to provide Executive with severance benefits if Executive's employment is terminated in connection with a change in control of the Company. The Company is willing to provide such benefits if Executive enters into the Company's form of Confidentiality and Non-Competition Agreement for executive officers.
CHANGE IN CONTROL AGREEMENT FOR THERESA TREATChange in Control Agreement • June 30th, 2006 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
This Agreement is entered into this 24th day of March, 2003, by and between Cutter & Buck Inc. (the “Company”) and THERESA TREAT (“Executive”). Executive is an at-will employee of the Company. The parties wish to provide Executive with severance benefits if Executive’s employment is terminated in connection with a change in control of the Company. The Company is willing to provide such benefits if Executive enters into the Company’s form of Confidentiality and Non-Competition Agreement for executive officers.
CREDIT AGREEMENT by and between CUTTER & BUCK INC., a Washington corporation andCredit Agreement • March 16th, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
CUTTER & BUCK INC., a Washington corporation (“Borrower”), organized under the laws of the State of Washington whose chief executive office is located at the address specified after its signature to this Agreement (“Borrower’s Address”) and WELLS FARGO HSBC TRADE BANK, N.A. (“Trade Bank”), whose address is specified after its signature to this Agreement, have entered into this CREDIT AGREEMENT as of March 10, 2005 (“Effective Date”). All references to this “Agreement” include those covenants included in the Addendum to Agreement (“Addendum”) attached as Exhibit A hereto.
CHANGE IN CONTROL AGREEMENT FOR HARVEY N. JONESChange in Control Agreement • June 21st, 1999 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • November 2nd, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
A NON-QUALIFIED STOCK OPTION for a total of 33,393 shares of Common Stock (the “NSO”) of Cutter & Buck Inc., a Washington corporation (the “Company”), is hereby granted to William B. Swint (the “Optionee”) as described below. For purposes of this Agreement, the term “shares” shall be deemed to apply to shares of Common Stock of the Company as of the date hereof.
LOAN AGREEMENT (CONTINUED) PAGE 2 LOAN NO 56705 -------------------------------------------------------------------------------Loan Agreement • March 17th, 1997 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
ENDORSEMENT AGREEMENTEndorsement Agreement • July 29th, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Ohio
THIS AGREEMENT, made and entered into as of this 15th day of July, 2003, by and between CUTTER & BUCK INC., Cutter & Buck Inc., 701 North 34th Street, Suite 400, Seattle, Washington 98103 (the "Company"), and ESCH & STAM, INC., c/o IMG Worldwide, Inc., IMG Center, 1360 East 9th Street, Suite 100, Cleveland, Ohio 44114 ("Licensor"):
OFFICE LEASE WITH CUTTER & BUCK SUITE: 300 DATED:Office Lease • March 19th, 2001 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS OFFICE LEASE ("Lease") is made and entered into as of this day of ,2000, by and between UNIVERSITY STREET PROPERTIES VI, LLC (Landlord) and CUTTER & BUCK ("Tenant"), a Washington corporation.
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • July 27th, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
WHEREAS Cutter & Buck Inc. (“Cutter & Buck”) has determined that Tom Danowski (“Danowski”) shall be relieved of all his regular duties effective July 19, 2005, and that Cutter & Buck will no longer employ Danowski as of July 31, 2005;
EMPLOYMENT AGREEMENT (as amended on July 5, 2005)Employment Agreement • July 14th, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS Employment Agreement is entered into as of this 11th day of December 2004, by and between John T. Wyatt, (“Wyatt”) and Cutter & Buck Inc., a Washington corporation (“Cutter & Buck”).
FOURTH AMENDED AND RESTATED LOAN AGREEMENT By and Among WASHINGTON MUTUAL BANK BANK OF AMERICA, N.A. The Several Lenders from Time to Time Parties Hereto as the Lenders and WASHINGTON MUTUAL BANK as the Letter of Credit Issuer and the Credit Card...Loan Agreement • October 10th, 2002 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS FOURTH AMENDED AND RESTATED LOAN AGREEMENT (this "Agreement") dated as of March 31, 2002 is made by and among CUTTER & BUCK INC., a Washington corporation (the "Borrower"), WASHINGTON MUTUAL BANK, a Washington corporation ("Washington Mutual"), BANK OF AMERICA, N.A., a national banking association ("BofA"), the several banks and other financial institutions from time to time parties to this Agreement (including Washington Mutual and BofA in their respective capacities as lenders, the "Lenders"), Washington Mutual, as issuer of letters of credit (the "Letter of Credit Issuer"), as issuer of credit cards (the "Credit Card Issuer"), and as administrative agent (the "Administrative Agent") in such capacity, for the Lenders, the Letter of Credit Issuer and the Credit Card Issuer (the "Creditor Parties"). This Agreement amends and restates in its entirety the Third Amended and Restated Loan Agreement dated as of November 3, 2000 as modified by a Modification Agreement re Third Amended a
EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2006 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS Employment Agreement is entered into as of this 9th day of March 2006 (the “Commencement Date”), by and between Ernest R. Johnson, (“Johnson”) and Cutter & Buck Inc., a Washington corporation (“Cutter & Buck”).
CHANGE IN CONTROL AGREEMENT FOR Henry FieldingChange in Control Agreement • December 15th, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
This Agreement is entered into this 8th day of September 2003 by and between Cutter & Buck Inc. (the "Company") and Henry Fielding ("Executive"). Executive is an at-will employee of the Company. The parties wish to provide Executive with severance benefits if Executive's employment is terminated in connection with a change in control of the Company. The Company is willing to provide such benefits if Executive enters into the Company's form of Confidentiality and Non-Competition Agreement for executive officers.
July 10, 2004Transition Agreement • July 13th, 2004 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
The Company wishes to recognize your history of service to Cutter & Buck, to continue certain employment relationships with you, to ensure a smooth and amicable transition of your prior duties and responsibilities, and to obtain a release of all claims from you. As a result, we agree as follows:
Cutter & Buck Inc. 2006 Equity Incentive Plan2006 Equity Incentive Plan • October 25th, 2006 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
FIFTH AMENDED AND RESTATED LOAN AGREEMENT By and Among WASHINGTON MUTUAL BANK The Several Lenders from Time to Time Parties Hereto as the Lenders and WASHINGTON MUTUAL BANK as the Letter of Credit Issuer and the Credit Card Issuer and CUTTER & BUCK...Loan Agreement • March 17th, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS FIFTH AMENDED AND RESTATED LOAN AGREEMENT (this "Agreement") dated as of January 23, 2003 is made by and among CUTTER & BUCK INC., a Washington corporation (the "Borrower"), WASHINGTON MUTUAL BANK, a Washington corporation ("Washington Mutual"), the several banks and other financial institutions from time to time parties to this Agreement (including Washington Mutual in its capacity as a lender, the "Lenders"), Washington Mutual, as issuer of letters of credit (the "Letter of Credit Issuer"), as issuer of credit cards (the "Credit Card Issuer"), and as administrative agent (the "Administrative Agent") in such capacity, for the Lenders, the Letter of Credit Issuer and the Credit Card Issuer (the "Creditor Parties"). This Agreement amends and restates in its entirety the Fourth Amended and Restated Loan Agreement dated as of March 31, 2002 by and among the Borrower, Washington Mutual, and other Lenders including BANK OF AMERICA, N.A., a national banking association ("BofA") and the
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • December 10th, 2004 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
WHEREAS Jim C. McGehee (“McGehee”) has tendered his resignation as the Executive Vice President and Manager of SBU Group of Cutter & Buck Inc. (“Cutter & Buck” or the “Company”) effective on December 8, 2004, and his resignation as an employee effective as of December 31, 2004;
AGREEMENT AND PLAN OF MERGER by and among CUTTER & BUCK INC., NEW WAVE GROUP AB (Publ), and NEWPORT ACQUISITION CORPORATION Dated as of April 12, 2007Merger Agreement • April 13th, 2007 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
THIS AGREEMENT AND PLAN OF MERGER, dated as of April 12, 2007 (this “Agreement”) is by and among Cutter & Buck Inc., a Washington corporation (the “Company”), New Wave Group AB (Publ), a company organized under the laws of Sweden (“Parent”) and Newport Acquisition Corporation, a Washington corporation and a wholly owned subsidiary of Parent (“MergerCo” and, together with Parent, the “Buyer Parties”).
FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • October 21st, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • New York
FIRST AMENDMENT, dated as of October 19, 2005, to the Rights Agreement dated as of November 20, 1998 (the “Rights Agreement”), by and between Cutter & Buck Inc., a Washington corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company (as successor to ChaseMellon Shareholder Services, L.L.C., a New Jersey limited liability company), as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment that are not otherwise defined have the meaning ascribed to such terms in the Rights Agreement.
TRANSITION AND RELEASE AGREEMENTTransition and Release Agreement • October 10th, 2002 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
Successors and Assigns. This Note shall inure to the benefit of Holder and any successor or assignee of Holder. This Note shall be binding upon Maker and Maker's successors, assignees, personal representatives and heirs.
R E C I T A L S:Transition Agreement • April 8th, 1997 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
INDUSTRIAL LEASE [Single Tenant - Triple Net] BETWEEN ZELMAN RENTON, LLC, LANDLORD AND CUTTER & BUCK, INC., TENANTIndustrial Lease • October 10th, 2002 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
This INDUSTRIAL LEASE ("Lease") is entered into as of the 16th day of May, 2001, by and between ZELMAN RENTON, LLC, a Delaware limited liability company ("Landlord"), and CUTTER & BUCK, INC., a Washington corporation ("Tenant").
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • March 20th, 2006 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
WHEREAS Cutter & Buck Inc. (“Cutter & Buck”) has determined that William B. Swint (“Swint”) shall be relieved of all his regular duties effective March 6, 2006, and that Cutter & Buck will no longer employ Swint as of March 31, 2006;
LOAN AND SECURITY AGREEMENT by and among CUTTER & BUCK INC. as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, WELLS FARGO BANK, N.A. as the Agent, and CENTURY BUSINESS CREDIT CORPORATION as the Collateral Agent Dated as of March 10,...Loan and Security Agreement • July 3rd, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • California
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of March 10, 2003 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”), WELLS FARGO BANK, N.A., as the agent for the Lenders (“Agent”), and CENTURY BUSINESS CREDIT CORPORATION, as the collateral agent for the Lenders (“Collateral Agent”) and, on the other hand, CUTTER & BUCK INC., a Washington corporation (“Borrower”).
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • October 25th, 2006 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
Whereas, [RECIPIENT NAME] (the “Optionee”) is a valued executive or key employee of Cutter & Buck Inc., a Washington corporation (the “Company”) or a Subsidiary, this INCENTIVE STOCK OPTION AGREEMENT (“Agreement”) is made by and between the Company and the “Optionee” granting an incentive stock option for a total of [NO. OF SHARES] shares of Common Stock (hereinafter the “Option”) of the Company to the “Optionee” at the price determined as provided in, and in all respects subject to, the terms, definitions and provisions of the Cutter & Buck Inc. 2006 Equity Incentive Plan (the “Plan”) adopted by the Company, which is incorporated by reference herein. For purposes of this Agreement, the term “shares” shall be deemed to apply to shares of Common Stock of the Company as of the date hereof.
FIRST AMENDMENT TO SUBLEASESublease • July 14th, 2005 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments
THIS FIRST AMENDMENT TO SUBLEASE (this “Amendment”) is entered into as of October 27, 2004, by and between Adobe Systems Incorporated, as sublandlord (“Sublandlord”), and Cutter & Buck, Inc., a Washington corporation, as subtenant (“Subtenant”), with reference to the following facts:
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 3rd, 2003 • Cutter & Buck Inc • Men's & boys' furnishgs, work clothg, & allied garments • Washington
This Asset Purchase Agreement (“Agreement”) is made as of April 26, 2002, by and between Cutter & Buck (Europe) BV, a Netherlands company based in Huizen, Netherlands, (“C&B”), and Cutter & Buck Sportswear (Europe) Limited, an Irish limited company based in County Cork, Ireland (“Sportswear”).
