EXHIBIT 10.13
SWANK, INC.
1994 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
NON-QUALIFIED STOCK OPTION CONTRACT
THIS NON-QUALIFIED STOCK OPTION CONTRACT entered into as of
the 24th day of April 1997, between Swank, Inc., a Delaware
corporation (the "Company"), and Xxxx Xxxxxxxxxx (the
"Optionee").
W I T N E S S E T H
1. The Company, in accordance with the terms and conditions
of the 1994 Non-Employee Director Stock Option Plan of the Company
(the "Plan"), grants as of April 24, 1997 to the Optionee an option
to purchase an aggregate of 5,000 shares of the Common Stock, $.10
par value per share, of the Company ("Common Stock"), at $.78125
per share, being 100% of the fair market value of such shares of
Common Stock on such date.
2. The term of this option shall be 5 years from April 24,
1997, subject to earlier termination as provided in this Contract
and in the Plan. This option shall be immediately exercisable as
to 100% of the number of shares of Common Stock subject hereto.
3. This option shall be exercised by giving written notice
to the Company at its principal office, presently 0 Xxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000, Attention: Treasurer, stating
that the Optionee is exercising this stock option, specifying the
number of shares being purchased and accompanied by payment in full
of the aggregate purchase price thereof in cash or by check. In no
event may a fraction of a share of Common Stock be purchased under
this option.
4. Notwithstanding the foregoing, and without limiting the
provisions of paragraph 11 of the Plan, this option shall not be
exercisable by the Optionee unless (a) a registration statement
under the Securities Act of 1933, as amended (the "Securities Act")
with respect to the shares of Common stock to be received upon the
exercise of the option shall be effective and current at the time
of exercise or (b) there is an exemption from registration under
the Securities Act for the issuance of the shares of Common Stock
upon exercise. At the request of the Board of Directors, the
Optionee shall execute and deliver to the Company his
representation and warranty, in form and substance satisfactory to
the Board of Directors, that the shares of Common Stock to be
issued upon the exercise of the option are being acquired by the
Optionee for his own account, for investment only and not with a
view to the resale or distribution thereof without the meaning of
the Securities Act. Nothing herein shall be construed so as to
obligate the Company to register the shares subject to the option
under the Securities Act.
5. Notwithstanding anything herein to the contrary, if at
any time the Board of Directors shall determine, in its discretion,
that the listing or qualification of the shares of Common Stock
subject to this option on any securities exchange or under any
applicable law, or the consent or approval of any governmental
regulatory body, is necessary or desirable as a condition of, or in
connection with, the granting of an option, or the issue of shares
of Common Stock thereunder, this option may not be exercised in
whole or in part unless such listing, qualification, consent or
approval shall have been effected or obtained free of any
conditions not acceptable to the Board of Directors, in its
discretion.
6. Nothing in the Plan or herein shall confer upon the
Optionee any right to continue as a director of the Company.
7. The Company may endorse or affix appropriate legends
upon the certificates for shares of Common Stock issued upon
exercise of this option and may issue such "stop transfer"
instructions to its transfer agent in respect of such shares as it
determines, in its discretion, to be necessary or appropriate to
(a) prevent a violation of, or to perfect an exemption from, the
registration requirement of the Securities Act, or (b) implement
the provisions of the Plan or any agreement between the Company and
the Optionee with respect to such shares of Common Stock.
8. The Company and the Optionee agree that they will both
be subject to and bound by all of the terms and conditions of the
Plan, a copy of which is attached hereto and made part hereof. In
the event the Optionee is no longer a director of the Company or in
the event of his death or disability (as defined in the Plan), his
rights hereunder shall be governed by and be subject to the
provisions of the Plan. In the event of a conflict between the
terms of this Contract and the terms of the Plan, the terms of the
Plan shall govern.
9. The Optionee represents and agrees that he will comply
with all applicable laws relating to the Plan and the grant and
exercise of the option and the disposition of the shares of Common
Stock acquired upon exercise of the option, including without
limitation, federal state securities and "blue sky" laws.
10. This option is not transferrable otherwise than by will
or the laws of descent and distribution and may be exercised,
during the lifetime of the Optionee, only by him or his legal
representatives.
11. This Contract shall be binding upon and inure to the
benefit of any successor or assign of the Company and to any heir,
distributee, executor, administrator or legal representative
entitled under the Plan and by law to the Optionee's rights
hereunder.
12. This Contract shall be governed by and construed in
accordance with the laws of the State of Delaware.
13. The invalidity or illegality of any provision herein
shall not affect the validity of any other provision.
14. The Optionee agrees that the Company may amend the Plan
and the options granted to the Optionee under the Plan, subject to
the limitations contained in the Plan
IN WITNESS WHEREOF, the parties hereto have executed this
contract as of the day and year first above written.
SWANK, INC.
By: /s/ Xxxx Xxxxx
Its: President
/s/ Xxxx Xxxxxxxxxx
Optionee
Xxxxxx Xxxxxx Flattau & Klimpl
1211 Avenue of the Xxxxxxxx
Xxxxxxx
Xxx Xxxx, XX 00000
SWANK, INC.
1994 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
NON-QUALIFIED STOCK OPTION CONTRACT
THIS NON-QUALIFIED STOCK OPTION CONTRACT entered into as of
the 24th day of April 1997, between Swank, Inc., a Delaware
corporation (the "Company"), and Xxxxxxx Xxxx (the "Optionee").
W I T N E S S E T H
1. The Company, in accordance with the terms and conditions
of the 1994 Non-Employee Director Stock Option Plan of the Company
(the "Plan"), grants as of April 24, 1997 to the Optionee an option
to purchase an aggregate of 5,000 shares of the Common Stock, $.10
par value per share, of the Company ("Common Stock"), at $.78125
per share, being 100% of the fair market value of such shares of
Common Stock on such date.
2. The term of this option shall be 5 years from April 24,
1997, subject to earlier termination as provided in this Contract
and in the Plan. This option shall be immediately exercisable as
to 100% of the number of shares of Common Stock subject hereto.
3. This option shall be exercised by giving written notice
to the Company at its principal office, presently 0 Xxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000, Attention: Treasurer, stating
that the Optionee is exercising this stock option, specifying the
number of shares being purchased and accompanied by payment in full
of the aggregate purchase price thereof in cash or by check. In no
event may a fraction of a share of Common Stock be purchased under
this option.
4. Notwithstanding the foregoing, and without limiting the
provisions of paragraph 11 of the Plan, this option shall not be
exercisable by the Optionee unless (a) a registration statement
under the Securities Act of 1933, as amended (the "Securities Act")
with respect to the shares of Common stock to be received upon the
exercise of the option shall be effective and current at the time
of exercise or (b) there is an exemption from registration under
the Securities Act for the issuance of the shares of Common Stock
upon exercise. At the request of the Board of Directors, the
Optionee shall execute and deliver to the Company his
representation and warranty, in form and substance satisfactory to
the Board of Directors, that the shares of Common Stock to be
issued upon the exercise of the option are being acquired by the
Optionee for his own account, for investment only and not with a
view to the resale or distribution thereof without the meaning of
the Securities Act. Nothing herein shall be construed so as to
obligate the Company to register the shares subject to the option
under the Securities Act.
5. Notwithstanding anything herein to the contrary, if at
any time the Board of Directors shall determine, in its discretion,
that the listing or qualification of the shares of Common Stock
subject to this option on any securities exchange or under any
applicable law, or the consent or approval of any governmental
regulatory body, is necessary or desirable as a condition of, or in
connection with, the granting of an option, or the issue of shares
of Common Stock thereunder, this option may not be exercised in
whole or in part unless such listing, qualification, consent or
approval shall have been effected or obtained free of any
conditions not acceptable to the Board of Directors, in its
discretion.
6. Nothing in the Plan or herein shall confer upon the
Optionee any right to continue as a director of the Company.
7. The Company may endorse or affix appropriate legends
upon the certificates for shares of Common Stock issued upon
exercise of this option and may issue such "stop transfer"
instructions to its transfer agent in respect of such shares as it
determines, in its discretion, to be necessary or appropriate to
(a) prevent a violation of, or to perfect an exemption from, the
registration requirement of the Securities Act, or (b) implement
the provisions of the Plan or any agreement between the Company and
the Optionee with respect to such shares of Common Stock.
8. The Company and the Optionee agree that they will both
be subject to and bound by all of the terms and conditions of the
Plan, a copy of which is attached hereto and made part hereof. In
the event the Optionee is no longer a director of the Company or in
the event of his death or disability (as defined in the Plan), his
rights hereunder shall be governed by and be subject to the
provisions of the Plan. In the event of a conflict between the
terms of this Contract and the terms of the Plan, the terms of the
Plan shall govern.
9. The Optionee represents and agrees that he will comply
with all applicable laws relating to the Plan and the grant and
exercise of the option and the disposition of the shares of Common
Stock acquired upon exercise of the option, including without
limitation, federal state securities and "blue sky" laws.
10. This option is not transferrable otherwise than by will
or the laws of descent and distribution and may be exercised,
during the lifetime of the Optionee, only by him or his legal
representatives.
11. This Contract shall be binding upon and inure to the
benefit of any successor or assign of the Company and to any heir,
distributee, executor, administrator or legal representative
entitled under the Plan and by law to the Optionee's rights
hereunder.
12. This Contract shall be governed by and construed in
accordance with the laws of the State of Delaware.
13. The invalidity or illegality of any provision herein
shall not affect the validity of any other provision.
14. The Optionee agrees that the Company may amend the Plan
and the options granted to the Optionee under the Plan, subject to
the limitations contained in the Plan
IN WITNESS WHEREOF, the parties hereto have executed this
contract as of the day and year first above written.
SWANK, INC.
By: /s/ Xxxx Xxxxx
Its: President
/s/ Xxxxxxx Xxxx
Optionee
0 Xx Xxxxx
Xxxxxxx
Xxxxxx, XX 00000-0000
SWANK, INC.
1994 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
NON-QUALIFIED STOCK OPTION CONTRACT
THIS NON-QUALIFIED STOCK OPTION CONTRACT entered into as of
the 24th day of April 1997, between Swank, Inc., a Delaware
corporation (the "Company"), and Xxxx X. Xxxxx (the "Optionee").
W I T N E S S E T H
1. The Company, in accordance with the terms and conditions
of the 1994 Non-Employee Director Stock Option Plan of the Company
(the "Plan"), grants as of April 24, 1997 to the Optionee an option
to purchase an aggregate of 5,000 shares of the Common Stock, $.10
par value per share, of the Company ("Common Stock"), at $.78125
per share, being 100% of the fair market value of such shares of
Common Stock on such date.
2. The term of this option shall be 5 years from April 24,
1997, subject to earlier termination as provided in this Contract
and in the Plan. This option shall be immediately exercisable as
to 100% of the number of shares of Common Stock subject hereto.
3. This option shall be exercised by giving written notice
to the Company at its principal office, presently 0 Xxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000, Attention: Treasurer, stating
that the Optionee is exercising this stock option, specifying the
number of shares being purchased and accompanied by payment in full
of the aggregate purchase price thereof in cash or by check. In no
event may a fraction of a share of Common Stock be purchased under
this option.
4. Notwithstanding the foregoing, and without limiting the
provisions of paragraph 11 of the Plan, this option shall not be
exercisable by the Optionee unless (a) a registration statement
under the Securities Act of 1933, as amended (the "Securities Act")
with respect to the shares of Common stock to be received upon the
exercise of the option shall be effective and current at the time
of exercise or (b) there is an exemption from registration under
the Securities Act for the issuance of the shares of Common Stock
upon exercise. At the request of the Board of Directors, the
Optionee shall execute and deliver to the Company his
representation and warranty, in form and substance satisfactory to
the Board of Directors, that the shares of Common Stock to be
issued upon the exercise of the option are being acquired by the
Optionee for his own account, for investment only and not with a
view to the resale or distribution thereof without the meaning of
the Securities Act. Nothing herein shall be construed so as to
obligate the Company to register the shares subject to the option
under the Securities Act.
5. Notwithstanding anything herein to the contrary, if at
any time the Board of Directors shall determine, in its discretion,
that the listing or qualification of the shares of Common Stock
subject to this option on any securities exchange or under any
applicable law, or the consent or approval of any governmental
regulatory body, is necessary or desirable as a condition of, or in
connection with, the granting of an option, or the issue of shares
of Common Stock thereunder, this option may not be exercised in
whole or in part unless such listing, qualification, consent or
approval shall have been effected or obtained free of any
conditions not acceptable to the Board of Directors, in its
discretion.
6. Nothing in the Plan or herein shall confer upon the
Optionee any right to continue as a director of the Company.
7. The Company may endorse or affix appropriate legends
upon the certificates for shares of Common Stock issued upon
exercise of this option and may issue such "stop transfer"
instructions to its transfer agent in respect of such shares as it
determines, in its discretion, to be necessary or appropriate to
(a) prevent a violation of, or to perfect an exemption from, the
registration requirement of the Securities Act, or (b) implement
the provisions of the Plan or any agreement between the Company and
the Optionee with respect to such shares of Common Stock.
8. The Company and the Optionee agree that they will both
be subject to and bound by all of the terms and conditions of the
Plan, a copy of which is attached hereto and made part hereof. In
the event the Optionee is no longer a director of the Company or in
the event of his death or disability (as defined in the Plan), his
rights hereunder shall be governed by and be subject to the
provisions of the Plan. In the event of a conflict between the
terms of this Contract and the terms of the Plan, the terms of the
Plan shall govern.
9. The Optionee represents and agrees that he will comply
with all applicable laws relating to the Plan and the grant and
exercise of the option and the disposition of the shares of Common
Stock acquired upon exercise of the option, including without
limitation, federal state securities and "blue sky" laws.
10. This option is not transferrable otherwise than by will
or the laws of descent and distribution and may be exercised,
during the lifetime of the Optionee, only by him or his legal
representatives.
11. This Contract shall be binding upon and inure to the
benefit of any successor or assign of the Company and to any heir,
distributee, executor, administrator or legal representative
entitled under the Plan and by law to the Optionee's rights
hereunder.
12. This Contract shall be governed by and construed in
accordance with the laws of the State of Delaware.
13. The invalidity or illegality of any provision herein
shall not affect the validity of any other provision.
14. The Optionee agrees that the Company may amend the Plan
and the options granted to the Optionee under the Plan, subject to
the limitations contained in the Plan
IN WITNESS WHEREOF, the parties hereto have executed this
contract as of the day and year first above written.
SWANK, INC.
By: /s/ Xxxx Xxxxx
Its: President
/s/ Xxxx Xxxxx
Optionee
The Macht Group
000 Xxxxxxx Xx. 0xx Xxxxx
Xxxxxxx
Xxxxxx, XX 00000
