0001193125-14-144221 Sample Contracts

OPERATING SERVICES AGREEMENT
Operating Services Agreement • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries • New York

This Operating Services Agreement (“Agreement”, which term shall include any and all Schedules and Exhibits hereto) is made and entered into as of November 13, 2013 (the “Agreement Date”) and effective as of October 1, 2013 (the “Effective Date”) by and between Kid Brands, Inc., a New Jersey corporation (“Customer”) with its corporate headquarters at One Meadowlands Plaza, East Rutherford, New Jersey 07073, and National Distribution Centers, L.P., a Delaware limited partnership (“NDC”’) with offices at 1515 Burnt Mill Road, Cherry Hill, New Jersey 08003.

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OFFICE LEASE AGREEMENT BETWEEN MEADOWS OFFICE, L.L.C. AS LANDLORD AND KID BRANDS, INC. AS TENANT DATED November 15, 2013
Office Lease Agreement • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries

This Basic Lease Information is attached to and incorporated by reference to an Office Lease Agreement between Landlord and Tenant, as defined below.

CONSULTING AGREEMENT
Consulting Agreement • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries • New Jersey

This consulting agreement (this “Agreement”) is entered into this 5th day of December, 2013, by and between Richard F. Schaub, Jr. (the “Consultant”) and LaJobi, Inc. (the “Company” or “LaJobi”), an affiliate of Kid Brands, Inc. (the “Parent”).

AGREEMENT REGARDING COMMITMENTS December 16, 2013
Agreement Regarding Commitments • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries • New York

Reference is made to that certain Credit Agreement dated as of December 21, 2012 (as amended, restated, supplemented or otherwise modified, renewed or replaced from time to time, the “Credit Agreement”) among Kid Brands, Inc., a New Jersey corporation (the “Lead Borrower”), the Persons named on Schedule 1.01 thereto (collectively, together with the Lead Borrower, the “Borrowers”), the Persons named on Schedule 1.02 thereto (collectively, the “Guarantors”), each lender party thereto from time to time (collectively, the “Lenders” and individually, a “Lender”), and Salus Capital Partners, LLC (“Salus”), as Administrative Agent and Collateral Agent (in such capacities, the “Agent”). Capitalized terms not otherwise defined herein shall have the respective meanings given such terms in the Credit Agreement.

WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT
Waiver and Fourth • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries • New York

THIS WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of April 8, 2014 (this “Fourth Amendment”), is entered into by and among KID BRANDS, INC., a New Jersey corporation (the “Lead Borrower”), the Persons named on Schedule 1.01 to the Credit Agreement referred to below (collectively, together with the Lead Borrower, the “Borrowers”), the Persons named on Schedule 1.02 to the Credit Agreement referred to below (collectively, the “Guarantors”), each lender party hereto (collectively, the “Lenders” and individually, a “Lender”), and SALUS CAPITAL PARTNERS, LLC, as Administrative Agent and Collateral Agent (in such capacities, the “Agent”).

ADDITIONAL RELEASE
Kid Brands, Inc • April 15th, 2014 • Miscellaneous manufacturing industries
January 28, 2014 RPL and Associates, LLC
Mutual Release Agreement • April 15th, 2014 • Kid Brands, Inc • Miscellaneous manufacturing industries • California
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