0001047469-98-017376 Sample Contracts

R E C I T A L S:
Incentive Stock Option Agreement • April 30th, 1998 • Golden State Vintners Inc • Delaware
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MANAGEMENT AGREEMENT
Management Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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R E C I T A L S:
Nonqualified Stock Option Agreement • April 30th, 1998 • Golden State Vintners Inc • Delaware
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R E C I T A L S:
Registration Rights Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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SUBLEASE AND CONSENT
Sublease Agreement • April 30th, 1998 • Golden State Vintners Inc
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TERM LOAN AGREEMENT
Term Loan Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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RECITALS
Intercreditor Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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PURCHASE AGREEMENT
Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of April 27, 1995, by and among Golden State Acquisition Corp., a Delaware corporation (the "Company"), FAC, Ltd., a Cayman Islands...
Registration Rights Agreement • April 30th, 1998 • Golden State Vintners Inc • New York
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R E C I T A L S:
Stockholders Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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EXETER VENTURE MANAGEMENT CORPORATION 10 East 53rd Street New York, New York 10022
Financial Advisory Agreement • April 30th, 1998 • Golden State Vintners Inc
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ARTICLE II REPRESENTATIONS AND WARRANTIES OF SELLER
Asset Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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AGREEMENT FOR PURCHASE AND SALE OF REEDLEY FACILITY TABLE OF CONTENTS
Purchase and Sale Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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R E C I T A L S
Securities Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • New York
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VINEYARD
Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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COMMON STOCK SUBSCRIPTION AGREEMENT This Common Stock Subscription Agreement (this "Agreement") is entered into as of April 27, 1995, by and among Golden State Acquisition Corp., a Delaware corporation (the "Company") and each of the parties listed on...
Common Stock Subscription Agreement • April 30th, 1998 • Golden State Vintners Inc • New York
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INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT, dated as of ____________, 1998, between Golden State Vintners, Inc., a Delaware corporation (the "Corporation"), and ________________________ (the "Indemnitee"). W I T N E S S E T H: WHEREAS, Indemnitee is...
Indemnification Agreement • April 30th, 1998 • Golden State Vintners Inc • Delaware
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GOLDEN STATE ACQUISITION CORPORATION PREFERRED STOCK EXCHANGE AGREEMENT 6% CUMULATIVE EXCHANGEABLE PREFERRED STOCK
Preferred Stock Exchange Agreement • April 30th, 1998 • Golden State Vintners Inc • New York
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EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of the 27th day of April, 1995 (the "Effective Date"), by and between GOLDEN STATE ACQUISITION CORP., a Delaware corporation, (the "Company") and JEFFREY B. O'NEILL...
Employment Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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R E C I T A L S:
Nonqualified Stock Option Agreement • April 30th, 1998 • Golden State Vintners Inc • Delaware
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CONTINUING CORPORATE GUARANTY FOR VALUE RECEIVED, and in consideration of any loan or other financial accommodation heretofore or hereafter at any time made or granted to Golden State Vintners, a California corporation ("Borrower"), by the purchaser...
Continuing Corporate Guaranty • April 30th, 1998 • Golden State Vintners Inc • California
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SECTION I
Term Loan Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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100,000 SHARES OF 12% SENIOR REDEEMABLE EXCHANGEABLE PREFERRED STOCK EXCHANGEABLE INTO $10,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF 13.2% SUBORDINATED EXCHANGE NOTES DUE JUNE 30, 2007
Securities Purchase Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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SECTION 1 DEFINITIONS
Accounts Receivable Credit Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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WITNESSETH:
First Supplemental Modification and Extension Agreement • April 30th, 1998 • Golden State Vintners Inc
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SECURITY AGREEMENT
Security Agreement • April 30th, 1998 • Golden State Vintners Inc • California
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TERMINATION OF STOCK APPRECIATION RIGHTS AND NONQUALIFIED STOCK OPTION AGREEMENT
Termination of Stock Appreciation Rights and Nonqualified Stock Option Agreement • April 30th, 1998 • Golden State Vintners Inc • Delaware
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