OPTION AGREEMENT by and between ULTIMATE ELECTRONICS, INC. and MARK WATTLES ENTERPRISES, LLC Dated as of January 11, 2005Option Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • New York
This OPTION AGREEMENT, entered into as of January 11, 2005 (the “Agreement”) by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation (the “Company”), and MARK WATTLES ENTERPRISES, LLC, a Delaware limited liability company (the “Investor”).
VOTING AGREEMENT BY AND BETWEEN MARK WATTLES ENTERPRISES, LLC AND THOMAS R. HOFFMAN, TRUSTEE Dated as of January 11, 2005Voting Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Delaware
This VOTING AGREEMENT, dated as of January 11, 2005 (the “Agreement”), by and among Thomas R. Hoffman, as trustee of each of the following trusts: (i) the FBO Megan Pearse Trust 1 created by instrument dated December 23, 1992, (ii) the FBO Bradford Pearse Trust 1 created by instrument dated December 23, 1992, (iii) the FBO William James Pearse III Trust 1 created by instrument dated December 23, 1992, (iv) the FBO Megan Pearse Trust 2 created by instrument dated December 23, 1992, (v) the FBO Bradford Pearse Trust 2created by instrument dated December 23, 1992 and (vi) the FBO William James Pearse III Trust 2 created by instrument dated December 23, 1992 (collectively, the “Stockholders”), and Mark Wattles Enterprises, LLC, a Delaware limited liability company (the “Investor”).
STOCK PURCHASE AGREEMENT by and between ULTIMATE ELECTRONICS, INC., As Issuer and MARK WATTLES ENTERPRISES, LLC, As Investor January 11, 2005Stock Purchase Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of January 11, 2005 by and between ULTIMATE ELECTRONICS, INC., a Delaware corporation (the “Company”), and MARK WATTLES ENTERPRISES, LLC, a Delaware limited liability company (the “Investor”).
AMENDMENT NO. 3 TO RIGHTS AGREEMENTRights Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores
The Rights Agreement, dated as of January 31, 1994, by and between Ultimate Electronics, Inc., a Delaware corporation (the “Company”), and Norwest Bank Minnesota, National Association, as rights agent (the “Rights Agent”), as amended by Amendment No. 1 to Rights Agreement, dated January 31, 1995, and by Amendment No. 2 to Rights Agreement dated September 7, 2004 (the “Rights Agreement”), is hereby amended as of January 11, 2005. Capitalized terms used without definition herein are as defined in the Rights Agreement.
VOTING AGREEMENT by and among MARK WATTLES ENTERPRISES, LLC WILLIAM J. PEARSE, and BARBARA A. PEARSE Dated as of January 11, 2005Voting Agreement • January 18th, 2005 • Ultimate Electronics Inc • Retail-radio, tv & consumer electronics stores • Delaware
This VOTING AGREEMENT, dated as of January 11, 2005 (the “Agreement”), among William J. Pearse and Barbara A. Pearse (collectively, the “Stockholders”) and Mark Wattles Enterprises, LLC, a Delaware limited liability company (the “Investor”). Capitalized terms used and not otherwise defined herein have the meanings given to them in the Option Agreement, dated as of the date hereof, by and among the parties hereto (the “Option Agreement”).
