among PCA LLC, as Borrower, PCA INTERNATIONAL, INC. and CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO as Guarantors,Credit Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit 10.27 AMENDMENT NO. 1 TO EMPLOYMENT AND NONCOMPETE AGREEMENT This Amendment No. 1 To Employment and Noncompete Agreement (the "Amendment") is made and entered into as of the 25th day of August, 1998, by and between PCA INTERNATIONAL, INC., a...Employment Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services
PCA LLC,Indenture • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
PCA LLC PCA Finance Corp.Purchase Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services
Exhibit 10.19 REGISTRATION RIGHTS AGREEMENT Dated as of August 25, 1999Registration Rights Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit A STOCKHOLDERS AGREEMENT STOCKHOLDER AGREEMENT (the "Agreement"), dated as of August 25, 1998 by and among PCA INTERNATIONAL, INC., a North Carolina corporation (the "Company"), JUPITER PARTNERS II L.P., a Delaware limited partnership...Stockholders Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • North Carolina
betweenWarrant Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit 10.20 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services
SCHEDULE B LICENSE AGREEMENT THIS AGREEMENT MADE the 9th day of February, 1996. BETWEEN: WAL-MART CANADA INC. (hereinafter called the "Licensor")License Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • Ontario
Exhibit 10.21 REGISTRATION RIGHTS AGREEMENT Dated as of June 27, 2002Registration Rights Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
LIMITED PARTNERSHIP AGREEMENT OF PCA NATIONAL OF TEXAS L.P.Limited Partnership Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • Texas
PCA LLC PCA Finance Corp.Exchange and Registration Rights Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
among PCA LLC,Purchase Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
RECITALSStockholders Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit 10.3 PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. SUCH PORTIONS ARE DESIGNATED "[***]." AGFA/PCA 2002 SALES CONTRACT This Agreement ("Agreement"), effective as of February 4, 2002...Sales Contract • August 23rd, 2002 • Pca International Inc • Services-personal services • New Jersey
LIMITED LIABILITY COMPANY AGREEMENT OF PCA NATIONAL LLC a Delaware limited liability companyLimited Liability Company Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • Delaware
Exhibit 10.6 PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. SUCH PORTIONS ARE DESIGNATED "[***]." WAL-MART MASTER LICENSE AGREEMENT THIS LICENSE is entered into as of the 4th day of April,...Master License Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • Arkansas
Exhibit 10.25 EMPLOYMENT AND NONCOMPETE AGREEMENT THIS EMPLOYMENT AND NONCOMPETE AGREEMENT ("Agreement"), made and entered into as of the _____ day of January, 1997, by and between JAMES O. MATTOX, an individual resident of Charlotte, North Carolina...Employment Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • North Carolina
Exhibit 10.2 PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. SUCH PORTIONS ARE DESIGNATED "[***]." MASTER IN-STORE LICENSE THIS IN-STORE LICENSE is dated as of the 25/th/ day of June, 2001,...Master in-Store License • August 23rd, 2002 • Pca International Inc • Services-personal services
DECLARATIONSSub-Tenancy Contract • August 23rd, 2002 • Pca International Inc • Services-personal services
OF PCA LLCOperating Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • Delaware
Exhibit 4.7 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR...Purchase Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit 4.5 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR...Purchase Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services • New York
Exhibit 10.4 AMENDMENT NO. 1 TO AGFA/PCA 2002 SALES CONTRACT This Amendment ("Amendment"), dated effective as of April 5, 2002, is by and between Agfa Corporation, a Delaware corporation, with its principal place of business at 100 Challenger Road,...Agfa/Pca 2002 Sales Contract • August 23rd, 2002 • Pca International Inc • Services-personal services
Exhibit 10.7 AMENDMENT NUMBER ONE TO WAL-MART MASTER LICENSE AGREEMENT THIS AMENDMENT NUMBER ONE TO WAL-MART MASTER LICENSE AGREEMENT is entered into as of the 17th day of June, 2002 by and between Wal-Mart Stores, Inc., a Delaware corporation, on...Wal-Mart Master License Agreement • August 23rd, 2002 • Pca International Inc • Services-personal services
