U.S. $300,000,000 SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 12, 1997,Credit Agreement • November 14th, 1997 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
AND IBJ SCHRODER BANK & TRUST COMPANY, as TrusteeFirst Supplemental Indenture • April 3rd, 1998 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
LEVERAGE RATIO Unused Commitment Fee Rate ----------------------------------------------------------------- Greater than or equal to 1.5 to 1 0.375% ----------------------------------------------------------------- Less than 1.5 to 1 and equal to or...Credit Agreement • September 20th, 2005 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 14th, 1997 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
BY AND BETWEENLicense Agreement • April 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
Exhibit 10.38 SETTLEMENT AGREEMENT This Settlement Agreement (this "Agreement") is made and entered into this 15th day of November 2002, by and among: (i) Linda J. Wachner ("Wachner"); (ii) The Warnaco Group, Inc., 184 Benton Street Inc., A. B. S....Settlement Agreement • April 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
Exhibit 10.6] PURCHASE AND SALE AGREEMENT Dated as of September 30, 1998Purchase and Sale Agreement • November 17th, 1998 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
andIndenture • November 14th, 1997 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
among WARNACO INC., as the U.S. Borrower,Credit Agreement • August 18th, 1998 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
BY AND AMONG WARNACO INC.,Stock Purchase Agreement • November 10th, 2004 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • Delaware
Exhibit 10.7 EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of April 14, 2003 by and between THE WARNACO GROUP, INC., a Delaware corporation (together with its successors and assigns, the "Company"), and JOSEPH R. GROMEK (the "Executive"). W...Employment Agreement • May 20th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
BY AND BETWEENSettlement Agreement • April 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
WITNESSETH:Employment Agreement • August 12th, 2005 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
among WARNACO INC.,Credit Agreement • March 20th, 1996 • Warnaco Group Inc /De/ • Men's & boys' furnishgs, work clothg, & allied garments
FORM OF THE WARNACO GROUP, INC. 2005 STOCK INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCKRestricted Stock Agreement • August 12th, 2005 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
This Agreement is to certify that the Grantee named below has been granted the number of shares of Restricted Stock set forth below under the terms and conditions set forth in this Agreement (this Award, the "Restricted Stock"). The Restricted Stock and this Agreement are subject to and incorporate by reference the terms and conditions of The Warnaco Group, Inc. 2005 Stock Incentive Plan (the "Plan") and the Employment Agreement (the "Employment Agreement"), dated as of [ ], between the Grantee and The Warnaco Group, Inc. (the "Company"), to the extent that the terms of the Employment Agreement relate to the terms and conditions of the award granted under this Agreement. The Restricted Stock is referred to under the Employment Agreement as "Career Shares". Capitalized terms used but not defined herein are defined in the Plan.
FIRST AMENDMENT AND WAIVER TO THE AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT AND RELEASE THIS FIRST AMENDMENT AND WAIVER TO THE AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT AND RELEASE (this "Amendment") is made as of April 19, 2001,...Receivables Purchase Agreement • May 22nd, 2001 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
LETTER AGREEMENTLetter Agreement • April 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
EMPLOYMENT AGREEMENT -------------------- AGREEMENT, made and entered into as of August 11, 2005 (the "Effective Date") by and between THE WARNACO GROUP, INC., a Delaware corporation (together with its successors and assigns, the "Company"), and JAY...Employment Agreement • August 12th, 2005 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
BACKGROUNDEmployment Agreement • July 31st, 2002 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
among WARNACO INC., AS DEBTOR AND DEBTOR IN POSSESSION, as Borrower and THE WARNACO GROUP INC., and THE SUBSIDIARIES OF THE WARNACO GROUP INC., PARTY HERETO, AS DEBTORS AND DEBTORS IN POSSESSION, as Guarantors and THE LENDERS AND ISSUERS FROM TIME TO...Revolving Credit Agreement • July 31st, 2002 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
PAGE ---- ARTICLE ICredit Agreement • April 3rd, 2000 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
andRights Agreement • February 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • Delaware
Article III Representations and WarrantiesPledge and Security Agreement • February 10th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
License - Chaps - Sportswear AMENDED AND RESTATED LICENSE AGREEMENT, dated as of January 1, 1996 by and between Polo Ralph Lauren, L.P. "Licensor"), with a place of business at 650 Madison Avenue, New York, New York 10022, and Warnaco Inc., with a...License Agreement • November 14th, 1997 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
EXHIBIT 99.5 MEMORANDUM OF UNDERSTANDING Scotia Capital (U.S.A.) Inc. ("Party A") and The Warnaco Group, Inc. ("Party B") are parties to the Equity Forward Purchase Transaction dated as of December 10, 1999 (the "Agreement"). Party A and Party B agree...Memorandum of Understanding • October 11th, 2000 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
PREFERRED SECURITIES GUARANTEE AGREEMENT The Warnaco Group, Inc. Dated as of March 31, 1998 TABLE OF CONTENTSPreferred Securities Guarantee Agreement • April 3rd, 1998 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
AMENDMENT NO. 1 TO THE CREDIT AGREEMENT Dated as of July 31, 1998 AMENDMENT NO. 1 TO THE CREDIT AGREEMENT among Warnaco Inc., a Delaware corporation (the "Borrower"), The Warnaco Group, Inc., a Delaware corporation ("Group"), the banks, financial...Credit Agreement • August 18th, 1998 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
Dated as of June 8, 2001 AMENDMENT NO. I TO INTERCREDITOR AGREEMENT among The Warnaco Group, Inc. ("Group"), Warnaco Inc. ("Warnaco"), the other direct and indirect Subsidiaries of Group party thereto, The Bank of Nova Scotia ("Scotiabank"), as...Intercreditor Agreement • July 31st, 2002 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
TOIndenture • January 17th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
AMENDMENT TO EMPLOYMENT AGREEMENT This Agreement, made and entered into as of August 11, 2005 by and between The Warnaco Group, Inc., a Delaware corporation (together with its subsidiaries, divisions and affiliates, the "Company"), and Dwight Meyer...Employment Agreement • August 12th, 2005 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
Among WARNACO INC. as Borrower andCredit Agreement • April 3rd, 2000 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
April 21, 2004 Mr. Frank Tworecke 11102 Hidden Trail Drive Owings Mills, MD 21117Employment Agreement • August 6th, 2004 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
BY AND BETWEENEngagement Agreement • April 4th, 2003 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments
CONSENT AND AMENDMENT NO. 1 TO THE FACILITY AGREEMENT Dated as of February 5, 2002 To the banks, financial institutions and other institutional lenders (collectively, the "Lender Parties") party to the Intercreditor Agreement referred to below and to...Facility Agreement • July 31st, 2002 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
CONFIDENTIAL TREATMENT SUBLICENSE AGREEMENTSublicense Agreement • March 18th, 2004 • Warnaco Group Inc /De/ • Women's, misses', children's & infants' undergarments • New York
