EXHIBIT 4.2 BARNEY'S, INC. and each of the Guarantors named herein 9.000% SENIOR SECURED NOTES DUE 2008Indenture • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
SIXTH AMENDMENTCredit Agreement • December 17th, 2001 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER Dated as of November 10, 2004Merger Agreement • November 12th, 2004 • Barneys New York Inc • Retail-women's clothing stores • Delaware
EXHIBIT 10.1 SUPPLEMENTAL INDENTURE, dated as of December 1, 2004 (this "Supplemental Indenture"), among Barney's, Inc., a New York corporation (the "Company"), Barneys New York, Inc. and the subsidiaries of the Company that are guarantors under the...Supplemental Indenture • December 6th, 2004 • Barneys New York Inc • Retail-women's clothing stores • New York
Warrant AgentWarrant Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
Exhibit 10.26 SERVICES AGREEMENT AMENDMENT This Services Agreement Amendment is made as of January 28, 1999 by and among (i) Meridian Ventures, Inc., a Nevada corporation or any successor corporation controlled by Thomas C. Shull, provided such...Services Agreement • June 1st, 1999 • Barneys New York Inc
EXHIBIT 10.47 $106,000,000 BARNEY'S, INC. AND BARNEYS NEW YORK, INC.Purchase Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 4.8 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of April 1, 2003 (as amended, supplemented or otherwise modified from time to time, this "Security Agreement"), by and among (a) BARNEY'S, INC., a New York corporation ("Barneys"),...Security Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 4.4 BARNEY'S, INC. 9.000% SENIOR SECURED NOTES DUE 2008 REGISTRATION RIGHTS AGREEMENT -----------------------------Registration Rights Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
ARTICLE I PURPOSESEmployment Agreement • May 4th, 2001 • Barneys New York Inc • Retail-women's clothing stores • New York
WITNESSETH:Pledge Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores
BARNEY'S, INC. BARNEYS AMERICA, INC. PFP FASHIONS INC. BARNEYS (CA) LEASE CORP. BARNEYS (NY) LEASE CORP. BASCO ALL-AMERICAN SPORTSWEAR CORP. BNY LICENSING CORP. BARNEYS AMERICA (CHICAGO) LEASE CORP.,Credit Agreement • June 1st, 1999 • Barneys New York Inc • New York
ARTICLE I PURPOSESEmployment Agreement • February 16th, 2000 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 10.37 BARNEYS NEW YORK, INC. RESTRICTED STOCK AWARD AGREEMENT FEBRUARY 2, 2003 SECTION 1. GRANT OF STOCK AWARD. (A) STOCK AWARD. On the terms and conditions set forth in this Agreement, Barneys New York, Inc. ("COMPANY") hereby grants to...Restricted Stock Award Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
FIRST AMENDMENT TO SECURITY AGREEMENT ---------------------Security Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
Exhibit 4.1 WARRANT AGREEMENT by and between BARNEYS NEW YORK, INC.Warrant Agreement • June 1st, 1999 • Barneys New York Inc • New York
Exhibit 10.30 REGISTRATION RIGHTS AGREEMENT ----------------------------- Registration Rights Agreement, dated as of February 1, 2000, by and between Barneys New York, Inc., a Delaware corporation ("Company"), and Allen Questrom (collectively with his...Registration Rights Agreement • February 16th, 2000 • Barneys New York Inc • Retail-women's clothing stores • New York
W I T N E S S E T H : ---------------------Registration Rights Agreement • February 16th, 2000 • Barneys New York Inc • Retail-women's clothing stores
May 2,2000 American Stock Transfer & Trust Company 6201 15th Avenue Brooklyn, NY 11219 Attn: Mr. Carlos Pinto Gentlemen: Reference is made to that certain Warrant Agreement by and between Barneys New York, Inc. and American Stock Transfer & Trust...Warrant Agreement • May 11th, 2000 • Barneys New York Inc • Retail-women's clothing stores
Reference is made to that certain Warrant Agreement by and between Barneys New York, Inc. and American Stock Transfer & Trust Company dated as of January 28, 1999 (the "Warrant Agreement"). Pursuant to Section 17.6 of the Warrant Agreement, Section 3.1 of the Warrant Agreement is hereby amended to change the Exercise Period by deleting the words "May 15, 2000" and inserting therefor the words "May 30, 2000."
EXHIBIT 10.48 RESTATED CREDIT AGREEMENT ------------------------- RESTATED CREDIT AGREEMENT, dated as of April 1, 2003, among BARNEY'S, INC., a New York corporation ("Barneys"), BARNEYS AMERICA, INC., a Delaware corporation ("BAI"), BARNEYS (CA) LEASE...Credit Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
WITNESSETH:License Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores
ARTICLE I DEFINITIONSGuarantee • June 1st, 1999 • Barneys New York Inc • New York
FIFTH AMENDMENTCredit Agreement • May 4th, 2001 • Barneys New York Inc • Retail-women's clothing stores • New York
Exhibit 10.7 INTELLECTUAL PROPERTY SECURITY AGREEMENT ---------------------------------------- This INTELLECTUAL PROPERTY SECURITY AGREEMENT (together with all amendments, if any, from time to time, this "Agreement"), dated as of July 15, 2002, is...Intellectual Property Security Agreement • September 17th, 2002 • Barneys New York Inc • Retail-women's clothing stores
Exhibit 10.5 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of July 15, 2002 (as amended, supplemented or otherwise modified from time to time, this "Security Agreement"), by and between (a) Barneys NEW YORK, Inc., a Delaware corporation (the...Security Agreement • September 17th, 2002 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 10.2 FIRST AMENDMENT, dated as of December 1, 2004, to the Security Agreement defined below (this "Amendment") among Barney's, Inc., a New York corporation (the "Company"), the subsidiaries of the Company that are grantors under the Security...Security Agreement • December 6th, 2004 • Barneys New York Inc • Retail-women's clothing stores • New York
Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of July 15, 2002 (as amended, supplemented or otherwise modified from time to time, this "Security Agreement"), by and among (a) Barney's, Inc., a New York corporation ("Barneys"),...Security Agreement • September 17th, 2002 • Barneys New York Inc • Retail-women's clothing stores • New York
BARNEY'S, INC. BARNEYS AMERICA, INC. BARNEYS (CA) LEASE CORP. BARNEYS (NY) LEASE CORP. BASCO ALL-AMERICAN SPORTSWEAR CORP. BNY LICENSING CORP. BARNEYS AMERICA (CHICAGO) LEASE CORP.,Credit Agreement • September 17th, 2002 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 10.34 ------------- REGISTRATION RIGHTS AGREEMENT ----------------------------- Registration Rights Agreement, dated as of January 8, 2001, by and between Barneys New York, Inc., a Delaware corporation ("Company"), and Howard Socol...Registration Rights Agreement • May 4th, 2001 • Barneys New York Inc • Retail-women's clothing stores • New York
First Amendment to Employment Agreement Howard SocolEmployment Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores
LICENSE AGREEMENTLicense Agreement • June 1st, 1999 • Barneys New York Inc
EXHIBIT 10.3 FIRST AMENDMENT, dated as of December 1, 2004, to the Security Agreement defined below (this "Amendment") among Barneys New York, Inc., a Delaware corporation (the "Grantor") and Wilmington Trust Company, as collateral agent under the...Security Agreement • December 6th, 2004 • Barneys New York Inc • Retail-women's clothing stores • New York
FOURTH AMENDMENTFourth Amendment • April 21st, 2000 • Barneys New York Inc • Retail-women's clothing stores • New York
EXHIBIT 4.7 EQUITY REGISTRATION RIGHTS AGREEMENT DATED AS OF APRIL 1, 2003 BY AND BETWEEN BARNEYS NEW YORK, INC.Equity Registration Rights Agreement • May 2nd, 2003 • Barneys New York Inc • Retail-women's clothing stores • New York
FIRST AMENDMENTFirst Amendment • June 1st, 1999 • Barneys New York Inc • New York
