1 EXHIBIT 10.53 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the "Agreement") is entered into as of December 1, 2000, between AMERICAN COIN MERCHANDISING, INC., d/b/a SUGARLOAF CREATIONS, INC. (hereinafter called "Employer") and John A. Sullivan...Consulting Agreement • March 21st, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
PURCHASE AGREEMENTPurchase Agreement • March 26th, 2002 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
Exhibit 99.1 AGREEMENT AND PLAN OF MERGER by and among: CRANE MERGERCO HOLDINGS, INC., a Delaware corporation; CRANE MERGERCO INC., a Delaware corporation; and AMERICAN COIN MERCHANDISING, INC., a Delaware corporation Dated as of September 9, 2001...Merger Agreement • September 28th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
RECITALSPurchase Agreement • April 30th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
ASSET PURCHASE AGREEMENT BY AND BETWEEN FVFN ACQUISITION CORP.Asset Purchase Agreement • April 30th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.64 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT, dated as of September 30, 2002 (this "AGREEMENT"), between AMERICAN COIN MERCHANDISING, INC., d/b/a SUGARLOAF CREATIONS, INC....Executive Employment Agreement • March 28th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
Common StockUnderwriting Agreement • October 2nd, 1997 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT BETWEEN AMERICAN COIN MERCHANDISING, INC., D/B/A SUGARLOAF CREATIONS, INC. AND W. JOHN CASHExecutive Employment Agreement • August 9th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
AMENDMENT TO CONSULTING AGREEMENT BETWEEN AMERICAN COIN MERCHANDISING, INC., D/B/A SUGARLOAF CREATIONS, INC. AND JOHN A. SULLIVANConsulting Agreement • August 9th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.69 AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 15, 2003Credit Agreement • April 30th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.34 SECOND MODIFICATION AGREEMENT BY THIS SECOND MODIFICATION AGREEMENT, made and entered into as of the 29th day of September, 1997, AMERICAN COIN MERCHANDISING, INC., a Delaware corporation, d/b/a SUGARLOAF CREATIONS, INC., whose address...Modification Agreement • October 2nd, 1997 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
JOINT FILING AGREEMENTJoint Filing Agreement • September 28th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of American Coin Merchandising, Inc. and that this Agreement be filed as an Exhibit to such statement on Schedule 13D.
WITNESSETH:Purchase Agreement • March 28th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.70 PURCHASE AGREEMENTPurchase Agreement • April 30th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
AGREEMENT ---------Voting Agreement • September 19th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Delaware
RECITALCredit Agreement • March 27th, 1997 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
WITNESSETH:Credit Agreement • March 28th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
AMENDMENT TO GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • March 28th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(F)(1) In accordance with Rule 13dK under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D...Joint Filing Agreement • September 19th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
In accordance with Rule 13dK under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of American Coin Merchandising, Inc. and that this Agreement be filed as an Exhibit to such statement on Schedule 13D.
2 3 (b) One Million One Hundred Seventy Thousand Dollars ($1,170,000) shall be placed into an escrow account pursuant to the Escrow Agreement attached as Exhibit 1.3(b) for disbursement upon completion of the Inventory Adjustment described in...Asset Purchase and Sale Agreement • June 2nd, 1998 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
CREDIT AGREEMENT DATED AS OF FEBRUARY 11, 2002Credit Agreement • March 26th, 2002 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.69 AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT ("Amendment") is dated as of February 13, 2004, but effective as of December 31, 2003, and is entered into by and...Credit Agreement • March 24th, 2004 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
Exhibit 99.1 AGREEMENT AND PLAN OF MERGER by and among: CRANE MERGERCO HOLDINGS, INC., a Delaware corporation; CRANE MERGERCO INC., a Delaware corporation; and AMERICAN COIN MERCHANDISING, INC., a Delaware corporation Dated as of September 9, 2001...Merger Agreement • September 19th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
EXHIBIT 10.45 STOCK RESTRICTION AGREEMENT THIS AGREEMENT is made as of the 7th day of April, 1999, between AMERICAN COIN MERCHANDISING, INC., a Colorado corporation (the "Company"), and JEROME M. LAPIN ("Shareholder"). In consideration of the mutual...Stock Restriction Agreement • April 29th, 1999 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
RECITALSVoting Agreement • September 10th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Delaware
1 EXHIBIT 10.27 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of June 1, 1996, between AMERICAN COIN MERCHANDISING, INC., d/b/a SUGARLOAF CREATIONS, INC. (hereinafter called "Employer") and ABBE M....Executive Employment Agreement • March 27th, 1997 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
EXHIBIT 10.73 SUBORDINATION AND INTERCREDITOR AGREEMENT THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (this "Agreement") is entered into as of this April 15, 2003, by and among AUDAX MEZZANINE FUND, L.P., a Delaware limited partnership ("Audax"),...Subordination and Intercreditor Agreement • April 30th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Illinois
EXHIBIT 10.46 AMENDMENT NO. 4 TO REDUCING REVOLVING LOAN AGREEMENT This Amendment No. 4 to Reducing Revolving Loan Agreement (this "Amendment") is entered into with reference to the Reducing Revolving Loan Agreement dated as of June 10, 1998 (as...Reducing Revolving Loan Agreement • March 24th, 2000 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
EXHIBIT 10.65 INDUSTRIAL BUILDING LEASE THIS LEASE is made this 24th day of October, 2002, by and between FCF PROPERTIES, LLC, a Colorado limited liability company ("Landlord") and AMERICAN COIN MERCHANDISING, INC., a Delaware corporation ("Tenant"),...Industrial Building Lease • March 28th, 2003 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
BACKGROUNDLease Amendment Agreement • March 16th, 1998 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
R E C I T A L S:Subordination and Intercreditor Agreement • March 24th, 2004 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation
EXHIBIT 99.1 CREDIT AGREEMENT Dated as of December 29, 2000Credit Agreement • January 26th, 2001 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.43 MANAGEMENT TRANSITION AGREEMENT THIS MANAGEMENT TRANSITION AGREEMENT (this "Agreement") is made and entered into by and between Jerome M. Lapin ("Executive") and American Coin Merchandising, Inc. (the "Company"), as of the last date on...Management Transition Agreement • April 29th, 1999 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
1 EXHIBIT 10.32 CONTINUING SECURITY AGREEMENT: EQUIPMENT, RIGHTS TO PAYMENT AND INVENTORY 1. GRANT OF SECURITY INTEREST. For valuable consideration, the undersigned, American Coin Merchandising, Inc., a Delaware corporation ("Debtor"), hereby grants...Continuing Security Agreement • March 27th, 1997 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Colorado
AMERICAN COIN MERCHANDISING, INC. AND NORWEST BANK MINNESOTA, N.A. AS RIGHTS AGENTRights Agreement • April 29th, 1999 • American Coin Merchandising Inc • Services-miscellaneous amusement & recreation • Delaware
