— ] Shares1 Gordmans Stores, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • May 25th, 2012 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
RESTRICTED STOCK AGREEMENT PURSUANT TO THE GORDMANS STORES, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLANRestricted Stock Agreement • June 30th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Gordmans Stores, Inc., a Delaware corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Gordmans Stores, Inc. 2010 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
Gordmans Stores, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • June 30th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
REGISTRATION AGREEMENTRegistration Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
THIS REGISTRATION AGREEMENT (this “Agreement”) is made as of September 17, 2008, by and among Midwest Shoppes Holding Corp., a Delaware corporation (the “Company”), Sun Midwest Shoppes, LLC, a Delaware limited liability company (“Sun”), and each Person whose name appears on the signature pages attached hereto or who otherwise hereafter becomes a party to this Agreement (collectively, the “Other Investors”). Otherwise undefined capitalized terms used herein are defined in Section 10 hereof.
BONUS AGREEMENTBonus Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This BONUS AGREEMENT (this “Agreement”) is entered into as of this 18th day of January, 2010, by and between Gordman’s Holding Corp., a Delaware corporation (the “Company”) and Richard Heyman (“Employee”), on the following terms and conditions:
OPTION TERMINATION AGREEMENTOption Termination Agreement • August 2nd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This Option Termination Agreement (this “Agreement”), dated as of July 23, 2010, is made by and among Gordmans Stores, Inc. f/k/a Gordmans Holding Corp., a Delaware corporation (the “Company”) and Michael Morand (the “Option Holder”).
AMENDMENT TO BONUS AGREEMENTBonus Agreement • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS AMENDMENT TO BONUS AGREEMENT (this “Amendment”) dated as of July 16, 2010 is entered into by and between Gordmans Stores, Inc. f/k/a Gordmans Holding Corp., a Delaware corporation (the “Company”) and Michael Morand (the “Employee”).
Bonus AgreementBonus Agreement • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This BONUS AGREEMENT (the “Agreement”) is entered into as of this 16th day of July, 2010, by and between Gordmans Stores, Inc., a Delaware corporation (the “Company”), and Jeff Gordman (“Employee”), on the following terms and conditions:
LOAN, GUARANTY AND SECURITY AGREEMENT by and among GORDMANS, INC. as Borrower, THE GUARANTORS SIGNATORY HERETO, as Credit Parties, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by...Loan, Guaranty and Security Agreement • August 28th, 2013 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
THIS LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is entered into as of February 20, 2009, by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wells Fargo Retail Finance, LLC), as administrative agent for the Lenders and joint lead arranger (“Agent”), and CIT CAPITAL SECURITIES LLC, a Delaware limited liability company, as syndication agent and as joint lead arranger, and, on the other hand, GORDMANS, INC., a Delaware corporation (“Borrower”) and the Guarantors identified on the signature pages hereof (together with Borrower, the “Credit Parties” and each individually as a “Credit Party”).
LEASE AGREEMENT between NL VENTURES VII DOUGLAS, L.L.C. as Lessor and GORDMANS, INC. as LesseeLease Agreement • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS LEASE AGREEMENT (this “Lease”) dated as of , 2008, is made and entered into between NL Ventures VII Douglas, L.L.C., a Delaware limited liability company (“Lessor”), and Gordmans, Inc., a Delaware corporation (“Lessee”).
BONUS AGREEMENTBonus Agreement • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This BONUS AGREEMENT (this “Agreement”) is entered into as of this 16th day of July, 2010, by and between Gordmans Stores, Inc., a Delaware corporation (the “Company”) and Johanna Lewis (“Employee”), on the following terms and conditions:
RETENTION BONUS AGREEMENTRetention Bonus Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Nebraska
This Retention Bonus Agreement (the “Agreement”) is entered into as of the 20 day of March, 2008, between Gordmans, Inc., a Delaware corporation, (the “Company”) and Mike James, Vice President and Chief Financial Officer of the Company, (“Executive”).
STANDARD FORM INDUSTRIAL BUILDING LEASE (MULTI-TENANT)Industrial Building Lease • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
RETENTION BONUS AGREEMENTRetention Bonus Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Nebraska
This Retention Bonus Agreement (the “Agreement”) is entered into as of the 20 day of March, 2008, between Gordmans, Inc., a Delaware corporation, (the “Company”) and Mike Remsen, Executive Vice President and Chief Merchandising Officer of the Company, (“Executive”).
LOAN, GUARANTY AND SECURITY AGREEMENT by and among GORDMANS, INC. as Borrower, THE GUARANTORS SIGNATORY HERETO, as Credit Parties, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and CERBERUS BUSINESS FINANCE, LLC as Collateral Agent and...Loan Agreement • August 28th, 2013 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is entered into as of August 27, 2013, by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), CERBERUS BUSINESS FINANCE, LLC, a Delaware limited liability company (“Cerberus”), as administrative and collateral agent for the Lenders (in such capacity, together with any successor administrative and collateral agent, the “Agent”) and, on the other hand, GORDMANS, INC., a Delaware corporation (“Borrower”) and the Guarantors identified on the signature pages hereof (together with Borrower, the “Credit Parties” and each individually as a “Credit Party”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • August 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 5, 2008 (this “Agreement”), is among MIDWEST SHOPPES INTERMEDIATE HOLDING CORP., a Delaware corporation (“Parent”), MIDWEST SHOPPES INTEGRATED, INC., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), GORDMANS, INC., a Delaware corporation (the “Company”), and JEFFREY J. GORDMAN, as Stockholders’ Representative.
SEPARATION AND RELEASE AGREEMENT BY AND BETWEEN GORDMANS, INC. AND MICHAEL MORANDSeparation and Release Agreement • August 28th, 2014 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Nebraska
Whereas, Gordmans, Inc. (hereinafter “the Company”) desires to enter into an employment separation agreement and release with Michael Morand, (hereinafter “the Employee”); and whereas, the Employee has terminated from the Company on May 28, 2014, it is hereby agreed as follows:
NINTH AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • December 8th, 2016 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
This Ninth Amendment to Loan, Guaranty and Security Agreement (this “Amendment”) is dated as of September 2, 2016 and is by and among GORDMANS, INC., a Delaware corporation (the “Borrower”), each of the other Credit Parties signatory hereto, each of the Lenders (as defined in the Loan Agreement referred to below) party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the term agent for the Term Lenders (as defined in the Loan Agreement referred to below) (in such capacity, together with its successors and assigns, the “Term Agent”).
CONSENT AND THIRD AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
CONSENT AND THIRD AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), dated as of June 30, 2010, among GORDMANS, INC., a Delaware corporation (“Borrower”), each of the other Credit Parties signatory hereto, each of the lenders that is a signatory to this Agreement (together with its successors and permitted assigns, individually, “Lender” and, collectively, “Lenders”), and WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors, if any, “Agent” and together with the Lenders, collectively, the “Lender Group”).
Gordmans Holding Corp. Stock Option Grant AgreementStock Option Grant Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
This Grant Agreement, dated as of (the “Effective Date”), evidences the grant of an option pursuant to the provisions of the 2009 Stock Option Plan (the “Plan”) of Gordmans Holding Corp. (the “Company”) to the individual whose name appears below (the “Optionee”), covering the specific number of shares of Non-Voting Common Stock (the “Shares”) set forth below and on the following terms and conditions:
LEASE AGREEMENT between NL VENTURES VII DOUGLAS, L.L.C. as Lessor and GORDMANS, INC. as LesseeLease Agreement • August 2nd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS LEASE AGREEMENT (this “Lease”) dated as of , 2008, is made and entered into between NL Ventures VII Douglas, L.L.C., a Delaware limited liability company (“Lessor”), and Gordmans, Inc., a Delaware corporation (“Lessee”).
AGENCY AGREEMENTAgency Agreement • April 6th, 2017 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
This Agency Agreement (“Agreement”) is made as of March 31, 2017, by and between Gordmans Stores, Inc. and each of its subsidiaries (collectively, the “Merchant”), a joint venture comprising Tiger Capital Group, LLC and Great American Group WF, LLC (collectively, “JV Agent”) and Specialty Retailers, Inc., a Texas corporation (“Purchaser”).
SECOND AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • November 19th, 2014 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
SECOND AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENT, dated as of November 14, 2014 (this “Amendment”), to the Loan, Guaranty and Security Agreement, dated as of August 27, 2013 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Financing Agreement”), by and among Gordmans, Inc., a Delaware corporation (the “Borrower”), the guarantors from time to time party thereto and Cerberus Business Finance, LLC, a Delaware limited liability company (“Cerberus”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Cerberus, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and together with the Collateral Agent, each an “Agent” and, collectively, the “Agent”). All terms used herein that are defined in the Financing Agreement and not otherwise defined here
FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASEIndustrial Building Lease • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE (“First Amendment”) is made this 1st day of March, 2006, by and between Nebraska Furniture Mart, Inc., a Nebraska corporation (“Landlord”), and Gordmans, Inc., d/b/a Gordmans, a Delaware corporation (“Tenant”).
SECOND AMENDMENT TO INDUSTRIAL BUILDING LEASEIndustrial Building Lease • July 23rd, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS SECOND AMENDMENT TO INDUSTRIAL BUILDING LEASE (“Second Amendment”) is made this day of March, 2008, by and between Nebraska Furniture Mart, Inc., a Nebraska corporation (“Landlord”), and Gordmans, Inc., d/b/a Gordmans, a Delaware corporation (“Tenant”).
CONSENT AND THIRD AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • June 30th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
CONSENT AND THIRD AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), dated as of June 30, 2010, among GORDMANS, INC., a Delaware corporation (“Borrower”), each of the other Credit Parties signatory hereto, each of the lenders that is a signatory to this Agreement (together with its successors and permitted assigns, individually, “Lender” and, collectively, “Lenders”), and WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors, if any, “Agent” and together with the Lenders, collectively, the “Lender Group”).
INCENTIVE STOCK OPTION AGREEMENT PURSUANT TO THE GORDMANS STORES, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLANIncentive Stock Option Agreement • June 30th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
THIS INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Gordmans Stores, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the Gordmans Stores, Inc. 2010 Omnibus Incentive Compensation Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
Limited WaiverLimited Waiver • June 8th, 2016 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Delaware
This Limited Waiver is granted by Gordmans, Inc. (“Gordmans”) to Geoff Ayoub (“Ayoub”) to assist Ayoub in continuing with his career following his separation from employment by Gordmans.
AMENDED AND RESTATED SUBLEASE AGREEMENTSublease Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
This SUBLEASE (the “Lease”), executed on this 21st day of July, 2008, by and between A.G. Realty Company, a Nebraska limited partnership, (hereinafter referred to as the “Landlord”) and Gordmans, Inc., a Delaware Corporation (hereinafter referred to as the “Tenant”). This Lease replaces the Tenant’s current lease for 98,716 square feet, dated as of September 1, 1983, as amended (the “Existing Lease”) which expires on the 31st day of July, 2009.
FIRST AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
THIS FIRST AMENDMENT TO LOAN GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of March 16th, 2009, is entered into by and among GORDMANS, INC., a Delaware corporation (“Borrower”), each of the other Credit Parties signatory hereto, each of the lenders that is a signatory to this Amendment (together with its successors and permitted assigns, individually, “Lender” and, collectively, “Lenders”), and WELLS FARGO RETAIL FINANCE, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors, if any, in such capacity, “Agent” and together with the Lenders, collectively, the “Lender Group”), in light of the following:
WAIVER AND FIRST AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • June 12th, 2014 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
WAIVER AND FIRST AMENDMENT, dated as of June 9, 2014 (this “Amendment”), to the Loan, Guaranty and Security Agreement, dated as of August 27, 2013 (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Financing Agreement”), by and among Gordmans, Inc., a Delaware corporation (the “Borrower”), the guarantors from time to time party thereto and Cerberus Business Finance, LLC, a Delaware limited liability company (“Cerberus”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Cerberus, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and together with the Collateral Agent, each an “Agent” and, collectively, the “Agent”). All terms used herein that are defined in the Financing Agreement and not otherwise defined herein shall have the meanings assigned
JOINDER AND EIGHTH AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • July 2nd, 2015 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • New York
THIS LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is entered into as of February 20, 2009, by and among, on the one hand, the revolver lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Revolver Lender” and collectively as the “Revolver Lenders”), the term lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Term Lender” and collectively as the “Term Lenders”, and together with the Revolver Lenders, each individually, a “Lender” and collectively, the “Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wells Fargo Retail Finance, LLC), as administrative agent for the Lenders and joint lead arranger (“Agent”), and CIT CAPITAL SECURITIES LLC, a Delaware limited liability company, as syndication agent
SECOND AMENDMENT TO INDUSTRIAL BUILDING LEASEIndustrial Building Lease • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS SECOND AMENDMENT TO INDUSTRIAL BUILDING LEASE (“Second Amendment”) is made this day of March, 2008, by and between Nebraska Furniture Mart, Inc., a Nebraska corporation (“Landlord”), and Gordmans, Inc., d/b/a Gordmans, a Delaware corporation (“Tenant”).
RETENTION BONUS AGREEMENTRetention Bonus Agreement • June 4th, 2010 • Gordmans Stores, Inc. • Retail-apparel & accessory stores • Nebraska
This Retention Bonus Agreement (the “Agreement”) is entered into as of the 20 day of March, 2008, between Gordmans, Inc., a Delaware corporation, (the “Company”) and Deb Kouba, Vice President - Stores of the Company, (“Executive”).
FIFTH AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • June 7th, 2011 • Gordmans Stores, Inc. • Retail-apparel & accessory stores
THIS FIFTH AMENDMENT TO LOAN, GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of June 1, 2011, is entered into by and among Gordmans, Inc., a Delaware corporation (“Borrower”), each of the other Credit Parties signatory hereto, each of the Lenders (as defined in the Loan Agreement described below), and Wells Fargo Bank, National Association, successor by merger to Wells Fargo Retail Finance, LLC, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors, if any, in such capacity, “Agent” and together with the Lenders, collectively, the “Lender Group), in light of the following:
