EXHIBIT 4.1 EXECUTION COPY FOURTH AMENDMENT dated as of March 31, 1999 (the "Amendment") to REVOLVING CREDIT AGREEMENT dated as of June 2, 1997 (the "Credit Agreement") between LESLIE FAY MARKETING, INC. (the "Borrower") and THE CIT GROUP/COMMERCIAL...Revolving Credit Agreement • November 16th, 1999 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
EXECUTION COPY FIFTH AMENDMENT dated as of August 25, 1999 (the "Amendment") to REVOLVING CREDIT AGREEMENT dated as of June 2, 1997 (the "Credit Agreement") between LESLIE FAY MARKETING, INC. (the "Borrower") and THE CIT GROUP/COMMERCIAL SERVICES,...Credit Agreement • October 29th, 1999 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
EXECUTION COPY FIFTH AMENDMENT dated as of August 25, 1999 (the "Amendment") to REVOLVING CREDIT AGREEMENT dated as of June 2, 1997 (the "Credit Agreement") between LESLIE FAY MARKETING, INC. (the "Borrower") and THE CIT GROUP/COMMERCIAL SERVICES,...Employment Agreement • November 16th, 1999 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
THE LESLIE FAY COMPANY, INC 1412 BROADWAY NEW YORK, NEW YORK 10018Fay Leslie Co Inc • July 30th, 1999 • Women's, misses', and juniors outerwear
EXECUTION COPY SIXTH AMENDMENT dated as of July 1, 2000 (the "Amendment") to REVOLVING CREDIT AGREEMENT dated as of June 2, 1997 ( as amended through the date hereof, the "Credit Agreement") between LESLIE FAY MARKETING, INC. (the "Borrower") and THE...Fay Leslie Co Inc • March 30th, 2001 • Women's, misses', and juniors outerwear • New York
ISO STOCK OPTION AGREEMENT dated as of , between The Leslie Fay Company, Inc., a Delaware corporation (referred to hereinafter as the "Corporation"), and _______________ (the "Optionee"). In accordance with the provisions of The Leslie Fay Company,...Stock Option Agreement • August 27th, 1998 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • Delaware
EMPLOYMENT AGREEMENT (John A. Ward) AGREEMENT, dated as of December 31, 2000, between The Leslie Fay Company, Inc., a Delaware corporation, with its principal office at 1412 Broadway, New York, New York (the "Corporation"), and John A. Ward, residing...Employment Agreement • March 30th, 2001 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
February 23, 1998 Leslie Fay Marketing, Inc. 1412 Broadway New York, New York 10018 Gentlemen: Reference is made to the Revolving Credit Agreement between us, dated as of June 2, 1997, as supplemented and amended (herein the "Agreement"). Capitalized...Fay Leslie Companies Inc • April 3rd, 1998 • Women's, misses', and juniors outerwear
WAIVER AGREEMENT DATED AS OF AUGUST 18, 1997 Waiver Agreement dated as of August 18, 1997 to the Revolving Credit Agreement and Factoring Facilities between The CIT Group/Commercial Services, Inc. and Leslie Fay Marketing, Inc. dated as of June 2,...Waiver Agreement • April 3rd, 1998 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear
Waiver Agreement dated as of August 18, 1997 to the Revolving Credit Agreement and Factoring Facilities between The CIT Group/Commercial Services, Inc. and Leslie Fay Marketing, Inc. dated as of June 2, 1997.
COMMERCIAL LEASE THIS AGREEMENT of Lease made this 1st day of August, A.D. 1997 Between JOHN J. PASSAN ("Lessor"), party of the one part, and LESLIE FAY MARKETING, INC. ("Lessee"), party of the other part, Witnesseth, that the Lessor, in consideration...Commercial Lease • August 26th, 1997 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear
EMPLOYMENT AGREEMENT (Warren T. Wishart) AGREEMENT, dated as of December 31, 2000 between The Leslie Fay Company, Inc., a Delaware corporation, with its principal office at 1412 Broadway, New York, New York (the "Corporation"), and Warren T. Wishart,...Employment Agreement • March 30th, 2001 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
EMPLOYMENT AGREEMENT -------------------- (Warren T. Wishart) AGREEMENT, dated as of June 4, 1997, between The Leslie Fay Company, Inc., a Delaware corporation, with its principal office at 1412 Broadway, New York, New York (the "Corporation"), and...Employment Agreement • November 13th, 1997 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear • New York
EXHIBIT 4.5Fourth • October 29th, 1999 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
Exhibit 4.5 THIRD AMENDMENT dated as of October 27, 1998 (the "Amendment") to REVOLVING CREDIT AGREEMENT dated as of June 2, 1997 (the "Credit Agreement") between LESLIE FAY MARKETING, INC. (the "Borrower") and THE CIT GROUP/COMMERCIAL SERVICES, INC....Third • November 17th, 1998 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
NON-QUALIFIED STOCK OPTION AGREEMENT dated as of , between The Leslie Fay Company, Inc., a Delaware corporation (referred to hereinafter as the "Corporation"), and _______________ (the "Optionee"). In accordance with the provisions of The Leslie Fay...Non-Qualified • August 27th, 1998 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • Delaware
EXHIBIT 4.04 THE LESLIE FAY COMPANY, INC. --------------------------- 1997 NON- EMPLOYEE DIRECTOR STOCK OPTION PLAN NONQUALIFIED STOCK OPTION CONTRACT ---------------------------------- THIS NONQUALIFIED STOCK OPTION CONTRACT entered into as of June...Nonqualified Stock Option Contract • August 27th, 1998 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
MODIFICATION OF LEASE AGREEMENT MODIFICATION OF LEASE AGREEMENT (this "Agreement") made this 11th day of August, 1998 between FASHION GALLERY OWNERS, LLC, a New York limited liability company, having an office at 1412 Broadway, New York, New York...Modification of Lease Agreement • August 18th, 1998 • Fay Leslie Co Inc • Women's, misses', and juniors outerwear • New York
AGREEMENT, GENERAL RELEASE, WAIVER AND SETTLEMENT ------------------------------------------------- CONSULT WITH A LAWYER BEFORE SIGNING THIS AGREEMENT. BY SIGNING THIS AGREEMENT YOU GIVE UP AND WAIVE IMPORTANT LEGAL RIGHTS. I, Catharine Bandel...Agreement, General • April 3rd, 1998 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear • New York
March 31, 1998 Leslie Fay Marketing, Inc. 1412 Broadway New York, New York 10018 Gentlemen: Reference is made to the Revolving Credit Agreement between us, dated as of June 2, 1997, as supplemented and amended (herein the "Agreement"). Capitalized...Fay Leslie Companies Inc • April 3rd, 1998 • Women's, misses', and juniors outerwear
as of June 2, 1997 Leslie Fay Marketing, Inc. 1412 Broadway New York, New York 10018 Attention: Warren Wishart, Chief Financial Officer NOTIFICATION FACTORING AGREEMENT -------------------------------- Ladies and Gentlemen: Reference is made to the...Notification Factoring Agreement • June 23rd, 1997 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear • New York
July 30, 1999 Dear Stockholder: On May 12, 1999, The Leslie Fay Company, Inc. ("Leslie Fay") entered into an agreement and plan of merger with Three Cities Fund II, L.P., Three Cities Offshore II C.V. and TCR Acquisition Sub Co. ("Merger Sub")...Fay Leslie Co Inc • July 30th, 1999 • Women's, misses', and juniors outerwear
On May 12, 1999, The Leslie Fay Company, Inc. ("Leslie Fay") entered into an agreement and plan of merger with Three Cities Fund II, L.P., Three Cities Offshore II C.V. and TCR Acquisition Sub Co. ("Merger Sub") pursuant to which Merger Sub will merge (the "Merger") into Leslie Fay with Leslie Fay as the surviving corporation. In the Merger, you will have the right to elect to receive $7.00 per share in cash in exchange for some or all of your shares of Leslie Fay's Common Stock. However, if you elect to receive cash for some or all of your shares and the holders of more than 2,111,966 shares elect to receive cash, then there will be a pro rata reduction so that you will receive cash for some of your shares and keep the remainder of your shares.
THE LESLIE FAY COMPANY, INC. 1997 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN NONQUALIFIED STOCK OPTION CONTRACT THIS NONQUALIFIED STOCK OPTION CONTRACT entered into as of June 10, 1997 between THE LESLIE FAY COMPANY, INC., a Delaware corporation (the...Nonqualified Stock Option Contract • April 3rd, 1998 • Fay Leslie Companies Inc • Women's, misses', and juniors outerwear
