SIGNET UK FINANCE PLC, as Issuer AND THE GUARANTORS PARTY HERETO AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of May 19, 2014 DEBT SECURITIESIndenture • May 19th, 2014 • Signet Jewelers LTD • Retail-jewelry stores • New York
THIS INDENTURE is dated as of May 19, 2014 among SIGNET UK FINANCE PLC, a public limited company incorporated under the laws of England and Wales (the “Company”), the Guarantors (as hereinafter defined) named herein and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee”).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 14, 2016 among SIGNET GROUP LIMITED SIGNET GROUP TREASURY SERVICES INC. and STERLING JEWELERS INC., as Borrowers SIGNET JEWELERS LIMITED, as Parent The Additional Borrowers Party Hereto and...Credit Agreement • July 15th, 2016 • Signet Jewelers LTD • Retail-jewelry stores • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of July 14, 2016 among SIGNET GROUP LIMITED, SIGNET GROUP TREASURY SERVICES INC., STERLING JEWELERS INC., SIGNET JEWELERS LIMITED, the ADDITIONAL BORROWERS from time to time party hereto, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, PNC Bank, National Association and Wells Fargo Bank, N.A., as Co-Syndication Agents, and Citizens Bank, N.A., Fifth Third Bank, HSBC Bank USA, N.A. and U.S. Bank, National Association, as Co-Documentation Agents.
TERMINATION PROTECTION AGREEMENTTermination Protection Agreement • March 26th, 2020 • Signet Jewelers LTD • Retail-jewelry stores
THIS TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and [] (the “Executive”), dated as of [].
SIGNET UK FINANCE PLC 4.700% Senior Notes due 2024 Underwriting AgreementUnderwriting Agreement • May 16th, 2014 • Signet Jewelers LTD • Retail-jewelry stores • New York
The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling J.P. Morgan collect at (212) 834-4533.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2015 • Signet Jewelers LTD • Retail-jewelry stores
THIS EMPLOYMENT AGREEMENT ("Agreement"), dated as of July 26, 2010 (the "Execution Date), is made between STERLING JEWELERS INC., a Delaware corporation (the "Company"), and STEVEN J. BECKER (the "Executive").
AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENTTermination Protection Agreement • September 1st, 2022 • Signet Jewelers LTD • Retail-jewelry stores
THIS AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and between Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Virginia Drosos (the “Executive”), dated as of March 15, 2022.
CREDIT AGREEMENT dated as of May 24, 2011 among SIGNET GROUP LIMITED and SIGNET GROUP TREASURY SERVICES INC., as Borrowers SIGNET JEWELERS LIMITED, as Parent The Additional Borrowers Party Hereto and The Lenders Party Hereto JPMORGAN CHASE BANK, N.A....Credit Agreement • May 26th, 2011 • Signet Jewelers LTD • Retail-jewelry stores • New York
CREDIT AGREEMENT (this “Agreement”) dated as of May 24, 2011 among SIGNET GROUP LIMITED, SIGNET GROUP TREASURY SERVICES INC., SIGNET JEWELERS LIMITED, the ADDITIONAL BORROWERS from time to time party hereto, the LENDERS from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CONFIDENTIAL SEPARATION AND RELEASE AGREEMENTSeparation Agreement • April 3rd, 2019 • Signet Jewelers LTD • Retail-jewelry stores
This AGREEMENT (“Separation Agreement”) made April 2, 2019 (the “Effective Date”), by and between Sterling Jewelers Inc., a Delaware corporation (including its successors and assigns, the “Company”), and Sebastian Hobbs (the “Employee”).
CONFIDENTIAL TREATMENT REQUESTED INFORMATION FOR WHICH CONFIDENTIAL TREATMENT THAT HAS BEEN REQUESTED IS OMITTED AND NOTED WITH (****). AN UNREDACTED VERSION OF THIS DOCUMENT WILL ALSO BE PROVIDED TO THE SECURITIES AND EXCHANGE COMMISSION.Servicing Agreement • August 28th, 2017 • Signet Jewelers LTD • Retail-jewelry stores • New York
This Servicing Agreement (including any schedules, exhibits, attachments or appendices attached hereto, as amended from time to time, collectively, this “Agreement”), dated as of June 7, 2017, is between Sterling Jewelers Inc., a Delaware corporation (together with its successors and permitted assigns, the “Company”), Zale Delaware, Inc., a Delaware corporation (“Zale Delaware”), and Genesis Financial Solutions, Inc., a Delaware corporation acting by and through Genesis Bankcard Services, Inc., an Oregon corporation (the “Servicer”). Each of the Servicer and the Company (and, where applicable, Zale Delaware) are each referred to herein as a “Party”, and collectively, the “Parties”.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 16th, 2023 • Signet Jewelers LTD • Retail-jewelry stores • New York
This CREDIT AGREEMENT, dated as of September 27, 2019, is entered into among (a) SIGNET JEWELERS LIMITED, an exempted company incorporated under the Laws of Bermuda with registration number 42069 (“Holdings”), (b) SIGNET GROUP LIMITED, a company incorporated in England and Wales with the company number 00477692 (the “Lead Administrative Borrower”), as a Lead Borrower (as defined herein) and a Borrower (as defined herein), (c) SIGNET GROUP TREASURY SERVICES, INC., a Delaware corporation, STERLING JEWELERS INC., a Delaware corporation, SIGNET TRADING LIMITED, a company incorporated in England and Wales with the company number 03768979 and ZALE CANADA CO., an unlimited company organized under the laws of the Province of Nova Scotia, each as a Lead Borrower and a Borrower, (d) STERLING INC., an Ohio corporation, ZALE DELAWARE, INC., a Delaware corporation, R2NET INC., a Delaware corporation, and R2NET MANUFACTURING INC., a Delaware corporation, each as a Borrower, (e) each other Restricted
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2010 • Signet Jewelers LTD • Retail-jewelry stores
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”), dated as of August 9, 2004 (the “Execution Date”), is made between STERLING JEWELERS INC., a Delaware corporation (the “Company”), and WILLIAM MONTALTO (the “Executive”).
STERLING JEWELERS RECEIVABLES MASTER NOTE TRUSTTransfer and Servicing Agreement • May 21st, 2014 • Signet Jewelers LTD • Retail-jewelry stores • New York
AMENDED AND RESTATED TRANSFER AND SERVICING AGREEMENT, dated as of May 15, 2014 among STERLING JEWELERS RECEIVABLES CORP., a Delaware corporation, as Transferor, STERLING JEWELERS INC., as Servicer, and STERLING JEWELERS RECEIVABLES MASTER NOTE TRUST, a Delaware business trust, as Issuer.
REDACTED VERSION CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [****], HAS BEEN OMITTED BECAUSE SIGNET JEWELERS LIMITED HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO SIGNET...Credit Card Program Agreement • June 10th, 2021 • Signet Jewelers LTD • Retail-jewelry stores • Delaware
This Amended and Restated Credit Card Program Agreement is made as of May 14, 2021, by and between Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Comenity Bank, a Delaware state-chartered bank (the “Bank”), each referred to herein as a “Party”, and collectively, the “Parties”.
CONTENTS Clause Page 1. Definitions And Interpretation 3 2. The Facility 26 3. Purpose 26 4. Conditions Of Utilisation 26 5. Utilisation 28 6. Utilisation - Letters Of Credit 29 7. Letters Of Credit 33 8. Optional Currencies 37 9. Repayment 38 10....Facilities Agreement • October 29th, 2010 • Signet Jewelers LTD • Retail-jewelry stores • England
THIS AGREEMENT is dated 26 June 2008 (as amended and restated by the First Amendment Agreement and the Second Amendment Agreement) and made between:
THE ORDINARY SHARE DEPOSIT AGREEMENTDeposit Agreement • September 17th, 2004 • Signet Group PLC • Retail-jewelry stores • New York
COMPOSITE EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2013 • Signet Jewelers LTD • Retail-jewelry stores
EMPLOYMENT AGREEMENT, dated as of January 23, 2003, and amended as of August 22, 2004, September 1, 2007, December 26, 2007, May 25, 2011 and October 4, 2012, (as amended, the “Agreement”), between STERLING JEWELERS INC., a Delaware corporation (the “Company”), and ROBERT D. TRABUCCO (the “Executive”).
CONFIDENTIAL TREATMENT REQUESTED INFORMATION FOR WHICH CONFIDENTIAL TREATMENT THAT HAS BEEN REQUESTED IS OMITTED AND NOTED WITH (****). AN UNREDACTED VERSION OF THIS DOCUMENT WILL ALSO BE PROVIDED TO THE SECURITIES AND EXCHANGE COMMISSION. CREDIT CARD...Credit Card Program Agreement • May 25th, 2017 • Signet Jewelers LTD • Retail-jewelry stores • Delaware
This Credit Card Program Agreement is made as of the 25th day of May, 2017, by and between Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Comenity Bank, a Delaware state-chartered bank (the “Bank”), each referred to herein as a “Party”, and collectively, the “Parties”.
REDACTED VERSION CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [****], HAS BEEN OMITTED BECAUSE ZALE DELAWARE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ZALE...Private Label Credit Card Program Agreement • June 10th, 2021 • Signet Jewelers LTD • Retail-jewelry stores • Utah
This Amended and Restated Private Label Credit Card Program Agreement is made as of May 14, 2021, by and between Zale Delaware, Inc., a Delaware corporation (the “Company”) and Comenity Capital Bank (the “Bank”), each referred to herein as a “Party”, and collectively, the “Parties”.
STERLING JEWELERS INC.Employment Agreement • March 30th, 2010 • Signet Jewelers LTD • Retail-jewelry stores • Ohio
Reference is made to your Amended and Restated Employment Agreement with Sterling Jewelers Inc. dated as of August 9, 2004 (as amended January 25, 2006, the “Employment Agreement”). Any capitalized term not defined herein shall have the meaning set forth in the Employment Agreement.
AMENDMENT NO. 1 TO DEPOSIT AGREEMENTDeposit Agreement • October 15th, 2004 • Signet Group PLC • Retail-jewelry stores
AMENDMENT NO. 1, dated as of October , 2004 (the "Amendment"), to the Deposit Agreement dated as of June 20, 1988 as Amended and Restated as of October 24, 1990, June 27, 1997 and September 4, 1997 and as Further Amended and Restated as of September 23, 2004 (the "Deposit Agreement"), among Signet Group plc, incorporated under the laws of England and Wales (the "Company"), Deutsche Bank Trust Company Americas, as depositary (the "Depositary"), and all holders from time to time of American depositary receipts ("Receipts") issued thereunder.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 26th, 2020 • Signet Jewelers LTD • Retail-jewelry stores • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of January 29, 2020 (this “First Amendment”), is entered into among SIGNET JEWELERS LIMITED, an exempted company incorporated under the Laws of Bermuda with registration number 42069 (“Holdings”), SIGNET GROUP LIMITED, a company incorporated in England and Wales with the company number 00477692 (the “Lead Administrative Borrower”), the other Borrowers (as defined in the Credit Agreement referred to below) party hereto, the Lenders (as defined below) party hereto, and BANK OF AMERICA, N.A., as the Administrative Agent (as defined below) and the Collateral Agent (as defined below).
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT CARD PROGRAM AGREEMENTCredit Card Program Agreement • May 1st, 2023 • Signet Jewelers LTD • Retail-jewelry stores • Delaware
This Third Amendment to the Amended and Restated Credit Card Program Agreement (“Third Amendment”) is entered into as of April 25, 2023 (“Third Amendment Effective Date”) by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Comenity Bank, a Delaware state-chartered bank (the “Bank”).
SIGNET TRADING LIMITED and ROBERT ANDERSON DRAFT COMPROMISE AGREEMENT Herbert Smith Freehills LLPCompromise Agreement • July 9th, 2013 • Signet Jewelers LTD • Retail-jewelry stores • England and Wales
STERLING JEWELERS INC.Employment Agreement • March 30th, 2010 • Signet Jewelers LTD • Retail-jewelry stores
Reference is made to your amended and restated Employment Agreement with Sterling Jewelers Inc dated as of August 9, 2004 and amended on January 25, 2006 (as amended, the “Employment Agreement”). Any capitalized term not defined herein shall have the meaning set forth in the Employment Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2012 • Signet Jewelers LTD • Retail-jewelry stores
THIS AMENDMENT (the “Amendment”) is entered into as of the 19th day of March, 2012 by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Michael W. Barnes (the “Executive”).
FIRST AMENDMENT TO THE CREDIT AGREEMENTCredit Agreement • September 10th, 2014 • Signet Jewelers LTD • Retail-jewelry stores • New York
FIRST AMENDMENT (this “Amendment”), dated as of September 9, 2014, to the Credit Agreement dated as of May 27, 2014 (as amended, supplemented, amended and restated or otherwise modified from time to time, the “Credit Agreement”), among Signet Group Limited, Signet Group Treasury Services Inc. and Sterling Jewelers Inc. (collectively, the “Borrowers”), Signet Jewelers Limited (the “Parent”), the several banks and other financial institutions or entities from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), and the other agents party thereto.
SECOND ADDENDUMService Agreement • April 1st, 2009 • Signet Jewelers LTD • Retail-jewelry stores
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2008 • Signet Group PLC • Retail-jewelry stores
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT, (“Agreement”) is entered into as of February 19, 2008, by and among STERLING JEWELERS INC., a Delaware corporation (the “Company”), SIGNET GROUP, plc (“Signet”) and TERRY BURMAN (the “Executive”).
REDACTED VERSION CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [****], HAS BEEN OMITTED BECAUSE SIGNET JEWELERS LIMITED HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO SIGNET...Stock Purchase Agreement • September 1st, 2022 • Signet Jewelers LTD • Retail-jewelry stores • Delaware
THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of August 5, 2022, is made by and among (i) BC Cyan Investment Holdings Inc., a Delaware corporation (the "Company"), (ii) BC Cyan Holdings LP, a Delaware limited partnership ("Seller"), and (iii) Sterling Jewelers Inc., a Delaware corporation ("Purchaser"). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XI below.
CONFIDENTIAL SETTLEMENT AND RELEASE AGREEMENTSettlement Agreement • August 29th, 2017 • Signet Jewelers LTD • Retail-jewelry stores
This Confidential Settlement and Release Agreement (the “Agreement”) is made this 27 of June 2017 by and between Sterling Jewelers Inc., a Delaware corporation (including its successors and assigns, the “Company”) and Bryan Morgan (the “Employee”).
SIGNET UK FINANCE PLC, as Issuer AND THE GUARANTORS PARTY HERETO AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of May 19, 2014 $400,000,000 of 4.700% Senior Notes due 2024First Supplemental Indenture • May 19th, 2014 • Signet Jewelers LTD • Retail-jewelry stores • New York
THIS FIRST SUPPLEMENTAL INDENTURE is dated as of May 19, 2014 among SIGNET UK FINANCE PLC, a public limited company incorporated under the laws of England and Wales (the “Company”), the Guarantors party hereto (the “Guarantors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee”).
AMENDMENT TO CONFIDENTIAL SEPARATION AND RELEASE AGREEMENTConfidential Separation and Release Agreement • April 2nd, 2018 • Signet Jewelers LTD • Retail-jewelry stores
This AMENDMENT TO THE CONFIDENTIAL SEPARATION AND RELEASE AGREEMENT (hereinafter this “Amendment”) is made and entered into by and among Sterling Jewelers Inc., a Delaware corporation (including its successors and assigns, the “Company”), and Mark S. Light (the “Employee”) (collectively with the Company, the “Parties”).
Michele Santana [address] Re: Consulting Services Dear Ms. Santana,Consulting Services Agreement • March 15th, 2019 • Signet Jewelers LTD • Retail-jewelry stores
Reference is hereby made to that certain Confidential Separation and Release Agreement, dated as of August 28, 2018, by and between you and Sterling Jewelers, Inc. (the “Company” and such agreement, the “Separation Agreement”). Any capitalized terms used herein but not defined herein shall have the meanings set forth in the Separation Agreement.
CONFIDENTIAL SEPARATION AGREEMENTSeparation Agreement • July 3rd, 2014 • Signet Jewelers LTD • Retail-jewelry stores • Ohio
This Confidential Separation Agreement (the “Separation Agreement”) is made this June 27, 2014 (the “Effective Date”), by and between Signet Jewelers Limited, a Bermuda corporation (including its successors and assigns, and together with its affiliates, the “Company”), and Ronald W. Ristau (the “Executive”).
TERMINATION PROTECTION AGREEMENTTermination Protection Agreement • February 6th, 2014 • Signet Jewelers LTD • Retail-jewelry stores
THIS TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Michael W. Barnes (the “Executive”), effective as of February 1, 2014 (the “Effective Date”).
