PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 19th, 2013 • Frederick's of Hollywood Group Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of December 18, 2013, by and between TTG Apparel, LLC, a Delaware limited liability company (“Seller”), and HGI Funding, LLC, a Delaware limited liability company (“Purchaser”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG FOHG HOLDINGS, LLC FOHG ACQUISITION CORP. AND FREDERICK’S OF HOLLYWOOD GROUP INC. DATED AS OF DECEMBER 18, 2013Merger Agreement • December 19th, 2013 • Frederick's of Hollywood Group Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 18, 2013, is entered into by and among FOHG HOLDINGS, LLC, a Delaware limited liability company (“Parent”), FOHG ACQUISITION CORP., a New York and wholly-owned subsidiary of Parent (“Merger Sub”), and FREDERICK’S OF HOLLYWOOD GROUP INC., a New York corporation (the “Company” and, together with Parent and Merger Sub, the “Parties”). Certain capitalized terms used in this Agreement and not otherwise defined are used as defined in Section 8.11.
ROLLOVER AGREEMENTRollover Agreement • December 19th, 2013 • Frederick's of Hollywood Group Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York
This Rollover Agreement (this “Agreement”) is made and entered into as of December 18, 2013, by and among, FOHG Holdings, LLC, a Delaware limited liability company (“Parent”) and the shareholders (the “Rollover Shareholders”) of Frederick’s of Hollywood Group Inc. (the “Company”) listed on Annex A attached hereto.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2013 • Frederick's of Hollywood Group Inc /Ny/ • Women's, misses', children's & infants' undergarments • New York
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), is dated as of and shall become effective upon the Effective Time (as defined in Section 2, below), by and among THOMAS LYNCH, residing at 14 Harnden Road, Foxboro, Massachusetts 02035 (“Executive”), FREDERICK’S OF HOLLYWOOD GROUP INC., a New York corporation (“Company”), and FOHG Holdings, LLC, a Delaware limited liability company (“FOHG”).
