PARTIALLY SUBORDINATE SECURITY AGREEMENTPartially Subordinate Security Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
THIS PARTIALLY SUBORDINATE SECURITY AGREEMENT, dated as of September 15, 2006 (as amended, supplemented or modified from time to time, this “Agreement”), is made by Trade Source International, Inc., a Delaware corporation (“TSI”), MARKETING IMPRESSIONS, INC., a Georgia corporation (“MI”), Prime/Home Impressions, LLC, a North Carolina limited liability company (“PHI” and together with MI and TSI, the “Pledgors”), in favor of Robert W. Lackey (“Lackey”), as collateral agent (in such capacity, the “Agent”) for Lackey, Robert W. Lackey, Jr., Imagine One Resources, LLC, RWL Corporation and R.L. Products Corporation (together with Lackey, Robert W. Lackey, Jr., Imagine One Resources, LLC and RWL Corporation, the “Secured Parties”), for the benefit of the Secured Parties. Except as otherwise provided herein, capitalized terms used herein without definition shall have the meanings given to them in the Stock Purchase Agreement referred to below.
INTELLECTUAL PROPERTY ASSIGNMENTIntellectual Property Assignment • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This Intellectual Property Assignment (the “Assignment”) is entered into as of September 15, 2006 (the “Signing Date”), to be effective as of July 1, 2006 (the “Effective Date”), by and between Trade Source International, Inc., a Delaware corporation (“TSI”) and Robert W. Lackey, as an individual (“Mr. Lackey”), Robert W. Lackey, Jr. (“Lackey Jr.”), RWL Corporation, f/k/a Robert W. Lackey Corporation, a North Carolina corporation (“RWL Corporation”), and R.L. Products Corporation, a Georgia corporation (“R.L. Products”) (Mr. Lackey, Lackey, Jr., RWL Corporation and R.L. Products collectively referred to as the “Lackey Entities”).
NON-COMPETITION AGREEMENTNon-Competition Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This Non-Competition Agreement (this “Agreement”) is entered as of September 15, 2006, to be effective as of July 1, 2006 (the “Effective Date”), between Trade Source International, Inc., a Delaware corporation (“Buyer”) and Robert W. Lackey, Jr. (“Lackey”) on the following terms and conditions:
SUBORDINATION AGREEMENTSubordination Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Texas
This SUBORDINATION AGREEMENT is entered into as of September 15, 2006 (the “Subordination Agreement”), by and among Robert W. Lackey (“Lackey”), as collateral agent (in such capacity, the “Agent”) for Lackey, Robert W. Lackey, Jr., Imagine One Resources, LLC, a North Carolina limited liability company, RWL Corporation, a North Carolina corporation and R.L. Products Corporation, a Georgia corporation (together with Lackey, Robert W. Lackey, Jr., Image One Resources, LLC and RWL Corporation, the “Junior Lender”), whose address is 420 Third Avenue NW, Hickory, NC 28603, THE FROST NATIONAL BANK, a national banking association (the “Senior Lender”), whose address is 100 W. Houston Street, San Antonio, Texas 78205, Trade Source International, Inc., a Delaware corporation (“TSI”), MARKETING IMPRESSIONS, INC., a Georgia Corporation (“MI”), Prime/Home Impressions, LLC, a North Carolina limited liability company (“PHI”), and Craftmade International, Inc., a Delaware corporation (“Craftmade”), wh
CONSULTING AGREEMENTConsulting Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This CONSULTING AGREEMENT (this “Agreement”) is entered into as of September 15, 2006, to be effective as of July 1, 2006 (the “Effective Date”), by and between Imagine One Resources LLC, a North Carolina limited liability company (the “Consultant”), Trade Source International, Inc., a Delaware corporation (“TSI”), and Craftmade International, Inc., a Delaware corporation (“Craftmade”). Capitalized terms used herein without definition shall have the meanings given to such terms in the Stock Purchase Agreement of even date herewith between TSI, Robert W. Lackey and Craftmade (the “Stock Purchase Agreement”).
AGREEMENT FOR THE PURCHASE AND SALE OF PERSONAL GOODWILLPurchase and Sale Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This AGREEMENT FOR THE PURCHASE AND SALE OF PERSONAL GOODWILL (this “Agreement”) is entered into as of the 15th day of September, 2006 (the “Signing Date”), to be effective as of July 1, 2006 (the “Effective Date”), between Trade Source International, Inc., a Delaware corporation (“Purchaser”) and Robert W. Lackey (“Seller”).
AGREEMENT FOR THE PURCHASE AND SALE OF PERSONAL GOODWILLAgreement for the Purchase and Sale of Personal Goodwill • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This AGREEMENT FOR THE PURCHASE AND SALE OF PERSONAL GOODWILL (this “Agreement”) is entered into as of the 15th day of September, 2006 (the “Signing Date”), to be effective as of July 1, 2006 (the “Effective Date”), between Trade Source International, Inc., a Delaware corporation (“Purchaser”) and Robert W. Lackey, Jr. (“Seller”).
NON-COMPETITION AGREEMENTNon-Competition Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This Non-Competition Agreement (this “Agreement”) is entered as of September 15, 2006, to be effective as of July 1, 2006 (the “Effective Date”), between Trade Source International, Inc., a Delaware corporation (“Buyer”) and Robert W. Lackey (“Lackey”) on the following terms and conditions:
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 18th, 2006 • Craftmade International Inc • Wholesale-electrical appliances, tv & radio sets • Delaware
This Stock Purchase Agreement, to be effective as of July 1, 2006 (the “Effective Date”), is entered into between Trade Source International, Inc. (“Purchaser”), Robert Lackey (“Shareholder”) and Craftmade International, Inc., a Delaware corporation and parent of Purchaser (“Parent), as of September 15, 2006 (the “Signing Date”). The foregoing individuals and entities are each a “Party” and are referred to collectively herein as the “Parties.”
