Common use of LIST OF EXHIBITS AND SCHEDULES Clause in Contracts

LIST OF EXHIBITS AND SCHEDULES. Exhibit A Form of Term A/B Note Exhibit B Assignment and Acceptance Exhibit C LIBOR Notice Exhibit D Compliance Certificate Exhibit E Joinder Agreement Schedule 1.1A Lender Term A Loan Amounts Schedule 1.1B Lender Term B Loan Amounts Schedule 8.1.1 Business Locations Schedule 8.1.4 Names and Capital Structure Schedule 8.1.5 Corporate Names; Locations Schedule 8.1.8 Surety Obligations Schedule 8.1.11 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.14 Environmental Matters Schedule 8.1.15 Restrictive Agreements Schedule 8.1.16 Litigation Schedule 8.1.18 Pension Plans Schedule 8.1.20 Labor Contracts Schedule 8.1.27 Insurance Schedule 8.1.29 Material Contracts Schedule 9.2.1 Existing Indebtedness Schedule 9.2.2 Existing Liens Schedule 9.2.5 Investments Schedule 9.2.17 Existing Affiliate Transactions THIS TERM LOAN AGREEMENT (this “Agreement”) is dated as of October 19, 2011 among KELLWOOD COMPANY, a Delaware corporation (“Borrower Representative” or “Parent”) and its Domestic Subsidiaries from time to time a party hereto (each a “Borrower” and collectively with Borrower Representative, “Borrowers”), other Obligors (as defined below) party hereto, the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”) and Cerberus Business Finance, LLC, solely in its capacity as collateral agent for each Lender (the “Collateral Agent”).

LIST OF EXHIBITS AND SCHEDULES. Exhibit A Form of Term A/B A Note Exhibit B Assignment and Acceptance Exhibit C LIBOR Assignment Notice Exhibit D Joinder Agreement Exhibit E Compliance Certificate Exhibit E Joinder Agreement Schedule 1.1A 1.1 Lender Term A Loan Amounts Schedule 1.1B Lender Term B Loan Amounts 7.5 Deposit Accounts Schedule 8.1.1 7.6.1 Business Locations Schedule 8.1.4 Names and Capital Structure Schedule 8.1.5 Corporate Names; Locations Schedule 8.1.8 Surety Obligations Schedule 8.1.11 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.14 Environmental Matters Schedule 8.1.15 Restrictive Agreements Schedule 8.1.16 Litigation Schedule 8.1.18 Pension Plans Schedule 8.1.20 Labor Contracts Schedule 8.1.27 Insurance Schedule 8.1.29 Material Contracts Schedule 9.2.1 Existing Indebtedness Schedule 9.2.2 Existing Liens Schedule 9.2.5 Investments Schedule 9.2.17 Existing Affiliate Transactions THIS AMENDED AND RESTATED TERM A LOAN AGREEMENT (this “Agreement”) is dated as of October 19, 2011 among KELLWOOD COMPANY, a Delaware corporation (“Borrower Representative” or “Parent”) and its Domestic Subsidiaries from time to time a party hereto (each a “Borrower” and collectively with Borrower Representative, “Borrowers”), other Obligors (as defined below) party hereto, SCSF Kellwood Finance, LLC, a Delaware limited liability company (“SCSF Finance”) and Sun Kellwood Finance, LLC, a Delaware limited liability company (“Sun Finance” and, together with the lenders from time to time party hereto (SCSF Finance, each a “Lender” and collectively, the “Lenders”) and Cerberus Business Sun Finance, LLC, solely in its capacity as collateral agent for each Lender (the “Collateral Agent”).

LIST OF EXHIBITS AND SCHEDULES. Exhibit A Form of Term A/B A Note Exhibit B Assignment and Acceptance Exhibit C LIBOR Assignment Notice Exhibit D Joinder Agreement Exhibit E Compliance Certificate Exhibit E Joinder Agreement Schedule 1.1A 1.1 Lender Term A Loan Amounts Schedule 1.1B Lender Term B Loan Amounts 7.5 Deposit Accounts Schedule 8.1.1 7.6.1 Business Locations Schedule 8.1.4 Names and Capital Structure Schedule 8.1.5 Corporate Names; Locations Schedule 8.1.8 Surety Obligations Schedule 8.1.11 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.14 Environmental Matters Schedule 8.1.15 Restrictive Agreements Schedule 8.1.16 Litigation Schedule 8.1.18 Pension Plans Schedule 8.1.20 Labor Contracts Schedule 8.1.27 Insurance Schedule 8.1.29 Material Contracts Schedule 9.2.1 Existing Indebtedness Schedule 9.2.2 Existing Liens Schedule 9.2.5 Investments Schedule 9.2.17 Existing Affiliate Transactions THIS SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENT (this “Agreement”) is dated as of October 19April 20, 2011 2012 among KELLWOOD COMPANY, a Delaware corporation (“Borrower Representative” or “Parent”) and its Domestic Subsidiaries from time to time a party hereto (each a “Borrower” and collectively with Borrower Representative, “Borrowers”), other Obligors (as defined below) party hereto, SCSF Kellwood Finance, LLC, a Delaware limited liability company (“SCSF Finance”) and Sun Kellwood Finance, LLC, a Delaware limited liability company (“Sun Finance” and, together with the lenders from time to time party hereto (SCSF Finance, each a “Lender” and collectively, the “Lenders”) and Cerberus Business Sun Finance, LLC, solely in its capacity as collateral agent for each Lender (the “Collateral Agent”).

LIST OF EXHIBITS AND SCHEDULES. Exhibit A Form of Term A/B Revolver Note Exhibit B Assignment and Acceptance Exhibit C LIBOR Assignment Notice Exhibit D Compliance Certificate Exhibit E Joinder Agreement Schedule 1.1A Lender Term A Loan Amounts 1.1 Revolver Commitments of Lenders Schedule 1.1B Lender Term B Loan Amounts 1.1E Existing Letters of Credit Schedule 8.1.1 R-1 Real Estate Collateral Schedule 8.5 Deposit Accounts Schedule 8.6.1 Business Locations Schedule 8.1.4 9.1.4 Names and Capital Structure Schedule 8.1.5 Corporate Names; Locations 9.1.13 Compliance with Laws Schedule 8.1.8 Surety Obligations 9.1.14 Environmental Matters/Environmental Notice Schedule 8.1.11 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.14 Environmental Matters Schedule 8.1.15 9.1.15 Restrictive Agreements Schedule 8.1.16 9.1.16 Litigation Schedule 8.1.18 9.1.18 Pension Plans Schedule 8.1.20 9.1.20 Labor Contracts Schedule 8.1.27 Insurance 9.1.21 Payable Practices Schedule 8.1.29 Material Contracts Schedule 9.2.1 Existing Indebtedness Schedule 9.2.2 10.2.2 Existing Liens Schedule 9.2.5 10.2.5 Investments Schedule 9.2.17 10.2.17 Existing Affiliate Transactions Schedule 10.2.18 Plans THIS TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of October 19May 10, 2011 2010, among KELLWOOD COMPANYSPANSION INC., a Delaware corporation (“Borrower Representative” or Parent”), SPANSION LLC, a Delaware limited liability company (“ParentSpansion”) and its Domestic Subsidiaries from time to time a certain of Spansion’s subsidiaries party hereto (each such subsidiaries together with Spansion, individually, a “Borrower” and collectively with Borrower Representativeand, collectively, the “Borrowers”), other Obligors (as defined below) the financial institutions party hereto, the lenders to this Agreement from time to time party hereto as lenders (each a “Lender” and collectively, the “Lenders”) ), and Cerberus Business FinanceBANK OF AMERICA, LLCN.A., solely in its capacity a national banking association, as collateral Administrative Agent, as Sole Lead Arranger, as Sole Bookrunner, and as agent for each Lender the Lenders (the in such capacity, “Collateral Agent”).

LIST OF EXHIBITS AND SCHEDULES. Exhibit A Form of Term A/B Revolver Note Exhibit B Assignment and Acceptance Exhibit C LIBOR Assignment Notice Exhibit D Compliance Certificate Exhibit E Joinder Agreement Schedule 1.1A Lender Term A Loan Amounts 1.1 Commitments of Lenders Schedule 1.1B Lender Term B Loan Amounts 1.1(B) Existing Letters of Credit Schedule 8.1.1 8.5 Deposit Accounts Schedule 8.6.1 Business Locations Schedule 8.1.4 9.1.4 Names and Capital Structure Schedule 8.1.5 9.1.5 Corporate Names; Locations Schedule 8.1.8 9.1.9 Surety Obligations Schedule 8.1.11 9.1.12 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.14 9.1.15 Environmental Matters Schedule 8.1.15 9.1.16 Restrictive Agreements Schedule 8.1.16 9.1.17 Litigation Schedule 8.1.18 9.1.19 Pension Plans Schedule 8.1.20 9.1.21 Labor Contracts Schedule 8.1.27 Insurance Schedule 8.1.29 Material Contracts Schedule 9.2.1 10.2.1 Existing Indebtedness Schedule 9.2.2 10.2.2 Existing Liens Schedule 9.2.5 10.2.5 Investments Schedule 9.2.17 10.2.17 Existing Affiliate Transactions LOAN AND SECURITY AGREEMENT THIS TERM LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of October 19April 12, 2011 2006, among KELLWOOD COMPANY, a Delaware corporation (“Borrower Representative” or “Parent”) and its Domestic Subsidiaries from time to time a party hereto (each a “Borrower” and collectively with Borrower Representative, “Borrowers”), other Obligors (as defined below) party hereto, the lenders financial institutions party to this Agreement from time to time party hereto as lenders (each a “Lender” and collectively, the “Lenders”) ), and Cerberus Business FinanceBANK OF AMERICA, LLCN.A., solely in its capacity a national banking association, as collateral agent for each Lender the Lenders (the “Collateral Agent”).