AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 14, 2021 among LULULEMON ATHLETICA INC., LULULEMON ATHLETICA CANADA INC., LULU CANADIAN HOLDING, INC., and LULULEMON USA INC., as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent,...Credit Agreement • December 17th, 2021 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of December 14, 2021, among LULULEMON ATHLETICA INC., a Delaware corporation (the “Company”), LULULEMON ATHLETICA CANADA INC., a corporation organized under the laws of British Columbia (“LACI”), LULU CANADIAN HOLDING, INC., a corporation organized under the laws of British Columbia (“LCHI”), and LULULEMON USA INC., a Nevada corporation (“LUSA” and, together with the Company, LACI and LCHI, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
CREDIT AGREEMENT Dated as of December 15, 2016 among LULULEMON ATHLETICA INC., LULULEMON ATHLETICA CANADA INC., LULU CANADIAN HOLDING, INC., and LULULEMON USA INC., as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and...Credit Agreement • December 21st, 2016 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl
This CREDIT AGREEMENT (“Agreement”) is entered into as of December 15, 2016, among LULULEMON ATHLETICA INC., a Delaware corporation (the “Company”), LULULEMON ATHLETICA CANADA INC., a corporation organized under the laws of British Columbia (“LACI”), LULU CANADIAN HOLDING, INC., a corporation organized under the laws of British Columbia (“LCHI”), and LULULEMON USA INC., a Nevada corporation (“LUSA” and, together with the Company, LACI and LCHI, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
AMENDMENT NO. 1 TO THE CREDIT AGREEMENTCredit Agreement • June 6th, 2018 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of December 15, 2016, among LULULEMON ATHLETICA INC., a Delaware corporation (the “Company”), LULULEMON ATHLETICA CANADA INC., a corporation organized under the laws of British Columbia (“LACI”), LULU CANADIAN HOLDING, INC., a corporation organized under the laws of British Columbia (“LCHI”), and LULULEMON USA INC., a Nevada corporation (“LUSA” and, together with the Company, LACI and LCHI, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
LULULEMON ATHLETICA INC. NOTICE OF GRANT OF PERFORMANCE SHARESPerformance Share Agreement • June 12th, 2014 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
The Participant has been granted an award of Performance Shares (the “Award”) pursuant to the lululemon athletica inc. 2007 Equity Incentive Plan (the “Plan”) and the Performance Share Agreement attached hereto (the “Agreement”), as follows:
LULULEMON ATHLETICA INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITSRestricted Stock Units Agreement • June 8th, 2016 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
The Participant has been granted an award of Restricted Stock Units (the "Award") pursuant to the lululemon athletica inc. 2014 Equity Incentive Plan (the "Plan") and the Restricted Stock Units Agreement attached hereto (the "Agreement"), as follows:
NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE LULULEMON ATHLETICA INC. 2007 EQUITY INCENTIVE PLANNon-Qualified Stock Option Agreement • June 12th, 2014 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made between lululemon athletica inc. (the “Company”) and ______________ (the “Optionee”).
Private & Confidential This Agreement is dated November 5, 2015, (the “Effective Date”). To: Gina Warren Re: Executive Employment Agreement Dear Gina:Executive Employment Agreement • December 9th, 2015 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
This Agreement contains the terms and conditions of our offer of employment in the position of EVP Culture & Talent. This Agreement will take effect as of the Effective Date and will continue until terminated in accordance with its terms.
LULULEMON ATHLETICA INC. NOTICE OF GRANT OF PERFORMANCE SHARESPerformance Share Agreement • June 8th, 2016 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
The Participant has been granted an award of Performance Shares (the "Award") pursuant to the lululemon athletica inc. 2014 Equity Incentive Plan (the "Plan") and the Performance Share Agreement attached hereto (the "Agreement"), as follows:
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG LULULEMON ATHLETICA INC. AND THE HOLDERS LISTED ON SCHEDULE ARegistration Rights Agreement • September 10th, 2015 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
• each of the stockholders of the Company’s common stock (“Common Stock”), whose names and addresses are set forth under Schedule A (the “Holders”).
Non-Qualified Stock Option Agreement under the lululemon athletica inc. 2007 Equity Incentive PlanNon-Qualified Stock Option Agreement • November 29th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THE TRANSFERABILITY OF THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY ARE SUBJECT TO THE TERMS AND CONDITIONS OF A NON-QUALIFIED STOCK OPTION AGREEMENT ENTERED INTO BETWEEN ROBERT MEERS AND LULULEMON ATHLETICA INC. A COPY OF THAT AGREEMENT IS ON FILE IN THE PRINCIPAL OFFICES OF LULULEMON ATHLETICA INC. AND WILL BE MADE AVAILABLE TO THE HOLDER OF THIS CERTIFICATE WITHOUT CHARGE UPON REQUEST TO THE SECRETARY OF LULULEMON ATHLETICA INC.
NOTICE OF GRANT OF RESTRICTED STOCK UNITSRestricted Stock Units Agreement • June 1st, 2017 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
The Participant has been granted an award of Restricted Stock Units (the “Award”) pursuant to the lululemon athletica inc. 2014 Equity Incentive Plan (the “Plan”) and the Restricted Stock Units Agreement attached hereto (the “Agreement”), as follows:
AMENDED AND RESTATED ARRANGEMENT AGREEMENT MEMORANDUM OF AGREEMENT made as of the 26th day of April, 2007, as amended and restated as of the 18th day of June, 2007.Arrangement Agreement • July 9th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
THIS AGREEMENT WITNESSETH THAT in consideration of the respective covenants and agreements herein contained and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by each party), the parties hereby covenant and agree as follows:
Re: Executive Employment AgreementExecutive Employment Agreement • March 26th, 2020 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
This Agreement contains the terms and conditions of our offer of employment in the position of Chief Brand Officer. This Agreement will take effect as of the Effective Date and will continue until terminated in accordance with its terms.
FRANCHISE AGREEMENTFranchise Agreement • June 11th, 2007 • Lululemon Corp. • Apparel & other finishd prods of fabrics & similar matl
LULULEMON ATHLETICA INC., 2113 West 4th Avenue, Vancouver, British Columbia, V6K 1N6 (hereinafter called the “Franchisor” or “Lululemon”) OF THE FIRST PART
EXCHANGE TRUST AGREEMENT Between: LULULEMON ATHLETICA INC. - and - LULU CANADIAN HOLDING INC. - and - COMPUTERSHARE TRUST COMPANY OF CANADA July 26, 2007Exchange Trust Agreement • September 10th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
WHEREAS in connection with an arrangement agreement (the “Arrangement Agreement”) dated as of April 26, 2007 among Lululemon, Lululemon Callco ULC (“Callco”), Exchangeco, LIPO Investments (USA), Inc. and LIPO Investments (Canada) Inc. (“LIPO Canada”), Exchangeco is to issue Exchangeable Shares to holders of common shares of LIPO Canada pursuant to the Arrangement contemplated in the Arrangement Agreement;
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 9th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
This Indemnification Agreement (“Agreement”) is made as of ___, 2007 by and between lululemon athletica inc., a Delaware corporation (the “Company”), and [Director/Officer] (“Indemnitee”). Capitalized terms used, but not otherwise defined herein, shall have the meanings set forth in Section 11.
LULULEMON ATHLETICA INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITSRestricted Stock Units Agreement • June 12th, 2014 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
The Participant has been granted an award of Restricted Stock Units (the “Award”) pursuant to the lululemon athletica inc. 2007 Equity Incentive Plan (the “Plan”) and the Restricted Stock Units Agreement attached hereto (the “Agreement”), as follows:
Agreement and Plan of Reorganization By and Among Lululemon Corp., a Delaware corporation, Lululemon Athletica USA, Inc., a Nevada corporation, Lululemon Athletica Inc., a company formed under the laws of British Columbia, LIPO Investments (USA),...Agreement and Plan of Reorganization • January 7th, 2013 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 26th day of April, 2007 by and among (i) Lululemon Corp., a Delaware corporation (the “Company”), (ii) Lululemon Athletica USA, Inc., a Nevada corporation (“USA”), (iii) Lululemon Athletica Inc., a company formed under the laws of British Columbia (“LAI”), (iv) LIPO Investments (USA), Inc., a company formed under the laws of British Columbia (“LIPO USA”), (v) LIPO Investments (Canada), Inc., a company formed under the laws of British Columbia (“LIPO Canada”), (vi) Lulu Canadian Holding, Inc., a company formed under the laws of British Columbia (“Canadian Holding”), (vii) each of the parties whose name appears on Schedule I hereto (each, an “Investor”), and (viii) each of the parties whose name appears on Schedule II hereto (each, a “LIPO Holder”). Capitalized terms used, but not otherwise defined herein, shall have the meanings set forth in Article 10.
EXCHANGEABLE SHARE SUPPORT AGREEMENT Between LULULEMON ATHLETICA INC. - and - LULULEMON CALLCO ULC - and - LULU CANADIAN HOLDING INC. July 26, 2007Exchangeable Share Support Agreement • September 10th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
WHEREAS in connection with an arrangement agreement (the “Arrangement Agreement”) dated as of April 26, 2007 among Lululemon, Callco, Exchangeco, LIPO Investments (USA), Inc. and LIPO Investments (Canada) Inc. (“LIPO Canada”), Exchangeco is to issue exchangeable shares (the “Exchangeable Shares”) to holders of common shares of LIPO Canada pursuant to the plan of arrangement (the “Arrangement”) contemplated by the Arrangement Agreement;
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG LULULEMON CORP. AND THE HOLDERS LISTED ON SCHEDULES A AND B HERETO Dated as of July 26, 2007Registration Rights Agreement • September 10th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
On April 26, 2007, the Company, its stockholders and certain other parties entered into an Agreement and Plan of Reorganization (the “Agreement and Plan of Reorganization”) pursuant to which all of the Company’s outstanding capital stock was reclassified by conversion into shares of Common Stock (the “Reorganization”).
Private & Confidential This Agreement is dated for reference as of March 24, 2010. To: Delaney Schweitzer Dear Ms. Schweitzer: Re: Executive Employment AgreementExecutive Employment Agreement • March 25th, 2010 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
In accordance with our mutual agreement to amend the terms and conditions of your employment with lululemon athletica canada inc., and in consideration of the mutual covenants set out herein, this Agreement contains the terms and conditions on which your employment will continue. This Agreement will take effect as of the Effective Date and will continue until terminated in accordance with its terms.
FORM OF CONTRIBUTION AGREEMENTContribution Agreement • July 17th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Contribution Agreement (the “Agreement”) is made this ___day of ___, 2007, by and among (i) lululemon athletica inc., a Delaware corporation (the “Company”), (ii) Slinky Financial ULC, an Alberta unlimited company (“Slinky Financial”), (iv) each of the persons listed under the heading “Advent Holders” on the signature pages hereto (the “Advent Holders”), (v) each of the persons listed under the heading “Highland Holders” on the signature pages hereto (the “Highland Holders”), and (vi) each of the persons listed under the heading “Brooke Holders” on the signature pages hereto (the “Brooke Holders”, and together with Slinky Financial, the Advent Holders and the Highland Holders, the “Holders”). Capitalized terms used, but not otherwise defined herein, shall have the meaning set forth in the Underwriting Agreement (as defined below in the Background section of this Agreement).
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • April 2nd, 2019 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of March 28, 2019 by and between lululemon athletica inc., a Delaware corporation (the “Company”), and each of the entities identified on Schedule 1 hereto (each a “Seller” and collectively, the “Sellers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 11th, 2007 • Lululemon Corp. • Apparel & other finishd prods of fabrics & similar matl • Delaware
This SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of April 12, 2006, is by and among Susanne Conrad (the “Subscriber”) and Lulu Holding, Inc., a Delaware corporation (the “Corporation”).
Private & Confidential This Agreement is dated for reference as of September 20, 2021. To: Nicole Neuburger Re: Executive Employment Agreement Dear Nicole:Executive Employment Agreement • December 9th, 2021 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • California
This Agreement contains the terms and conditions of our offer of continued employment in the position of Chief Brand Officer with lululemon athletica inc. (the “Company” or “lululemon”). This Agreement will take effect as of the Effective Date and will continue until terminated in accordance with its terms.
FRANCHISE AGREEMENTFranchise Agreement • June 11th, 2007 • Lululemon Corp. • Apparel & other finishd prods of fabrics & similar matl
LULULEMON ATHLETICA INC., a corporation incorporated under the laws of Canada, having its registered office at 1945 McLean Drive, Vancouver, B.C., Canada V5W 3J7
FRANCHISE AGREEMENT AMENDMENT #2Franchise Agreement • June 11th, 2007 • Lululemon Corp. • Apparel & other finishd prods of fabrics & similar matl
SEPARATION AGREEMENT AND RELEASESeparation Agreement • February 5th, 2018 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
This separation agreement and release is dated February 2, 2018, and is between lululemon athletica inc., a Delaware corporation (“lululemon”), and Laurent Potdevin, an individual (“Executive”).
Kvaerner Chemetics Building 1818 Cornwall Street Vancouver, British Columbia Purchase and Sale Agreement Between 2725312 Canada Inc. And Lululemon Athletica Canada Inc. December 22, 2010Purchase and Sale Agreement • March 17th, 2011 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth in this Agreement and other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the Vendor and the Purchaser covenant and agree as follows:
LEASE EXPANSION AND AMENDING AGREEMENTLease Agreement • May 1st, 2007 • Lululemon Corp.
2725312 CANADA INC. a body corporate having its head office at Suite 1800, Four Bentall Centre 1055 Dunsmuir Street, Vancouver, British Columbia, V7X 1B1
Private & Confidential This amendment is dated October 21, 2015. To: Stuart C. Haselden Re: Amendment to Executive Employment Agreement and Restrictive Covenant Agreement Dear Stuart:Executive Employment Agreement • March 27th, 2018 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • British Columbia
As you know, you and lululemon are parties to an executive employment agreement dated January 2, 2015, and a restrictive covenant agreement attached as Schedule A to the employment agreement. We have now agreed to amend your employment agreement and the restrictive covenant agreement as described below. Accordingly, your employment agreement and restrictive covenant agreement are hereby amended as follows:
RETIREMENT, TRANSITION AND RELEASE AGREEMENTRetirement, Transition and Release Agreement • May 6th, 2008 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS RETIREMENT, TRANSITION AND RELEASE AGREEMENT (this “Release”) is made on this 6th day of May, 2008 (the “Effective Date”) by and between ROBERT MEERS (the “Executive”) lululemon athletica canada inc. (formerly, Lululemon Athletica Inc.), a company incorporated under the laws of British Columbia (the “Subsidiary”), and lululemon athletica, inc., a company incorporated under the laws of Delaware (the “Company”).
FORM OF EXCHANGE TRUST AGREEMENT Between: LULULEMON CORP. - and - LULU CANADIAN HOLDING INC. - and - COMPUTERSHARE TRUST COMPANY OF CANADAExchange Trust Agreement • May 1st, 2007 • Lululemon Corp. • British Columbia
WHEREAS in connection with an arrangement agreement (the “Arrangement Agreement”) dated as of April 26, 2007 among Lululemon, Lululemon Callco ULC (“Callco”), Exchangeco, LIPO Investments (USA), Inc. and LIPO Investments (Canada) Inc. (“LIPO Canada”), Exchangeco is to issue Exchangeable Shares to holders of common shares of LIPO Canada pursuant to the Arrangement contemplated in the Arrangement Agreement;
ContractExecutive Employment Agreement • December 10th, 2020 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl
lululemon____ Store Support Centre1818 Cornwall Ave.Vancouver BCCanadaV6J 1C7____ P. 1 604 732 6124F. 1 604 874 6124lululemon.com October 26, 2020 STRICTLY PRIVATE AND CONFIDENTIALCeleste Burgoyne Re: Second Amending Agreement Dear Celeste: As you know, you and lululemon are parties to an executive employment agreement dated November 30, 2016, as amended by the First Amending Agreement dated April 25, 2019 (the “Employment Agreement”). We now write to confirm the amendments to the Employment Agreement as discussed. Therefore, for good and valuable consideration, including but not limited to the payment of fifty dollars ($50.00) from the Company to you, your acceptance of the terms set out in this letter (the “Second Amending Agreement”) by signing where indicated below will implement the following amendments to the Employment Agreement: 1.Section 1.01 of the Employment Agreement is amended by adding the following new definition: ““Second Amendment Date” means October 27, 20
CONTRIBUTION AGREEMENTContribution Agreement • September 10th, 2007 • Lululemon Athletica Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Contribution Agreement (the “Agreement”) is made this 26th day of July, 2007, by and among (i) lululemon athletica inc., a Delaware corporation (the “Company”), (ii) Slinky Financial ULC, an Alberta unlimited company (“Slinky Financial”), (iv) each of the persons listed under the heading “Advent Holders” on the signature pages hereto (the “Advent Holders”), (v) each of the persons listed under the heading “Highland Holders” on the signature pages hereto (the “Highland Holders”), and (vi) each of the persons listed under the heading “Brooke Holders” on the signature pages hereto (the “Brooke Holders”, and together with Slinky Financial, the Advent Holders and the Highland Holders, the “Holders”). Capitalized terms used, but not otherwise defined herein, shall have the meaning set forth in the Underwriting Agreement (as defined below in the Background section of this Agreement).
