This Second Revised and Restated Management Agreement ("Agreement") is --------- entered into as of the 29th day of November, 1999, by and between The Newstar Group, a California corporation d/b/a The Wilstar Group ("Wilstar") and Cherokee -------...Management Agreement • April 17th, 2000 • Cherokee Inc • Women's, misses', and juniors outerwear • California
SPELL C. LLCNote Purchase Agreement • April 22nd, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
INDENTUREIndenture • April 22nd, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
Licensee may propose additional classes of merchandise for inclusion in this Agreement. Should Licensor, in its sole discretion, determine to include such additional classes of merchandise, this Agreement shall be amended to include such additional...License Agreement • November 24th, 1997 • Cherokee Inc • Women's, misses', and juniors outerwear • California
LIMITED LIABILITY COMPANY AGREEMENT OF SPELL C. LLC This Limited Liability Company Agreement (together with the schedules attached hereto, this "Agreement") of SPELL C. LLC (the "Company"), is entered into by Cherokee Inc., a Delaware corporation, as...Limited Liability Company Agreement • April 22nd, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
SECOND AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • April 23rd, 2019 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
RECITALSDirector Stock Option Agreement • April 10th, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 7th, 2012 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this day of , 20 by and between Cherokee Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
b. Applications and Registrations. The Administrator shall file ------------------------------ in the name of the Company and thereafter diligently prosecute such applications to register the Trademark in the United States in connection with such...Administrative Services Agreement • April 22nd, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • California
CHEROKEE INC. UNDERWRITING AGREEMENT 3,685,000 Shares of Common StockUnderwriting Agreement • November 29th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
Cherokee Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 3,685,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.02 per share (the “Common Stock”), of the Company. The Company also grants the Underwriter the option to purchase, upon the terms and conditions set forth in Section 4 hereof, up to an additional 552,750 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.”
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 19th, 2021 • Apex Global Brands Inc. • Women's, misses', and juniors outerwear • New York
This Agreement and Plan of Merger (this “Agreement”), is entered into as of February 16, 2021, by and among Apex Global Brands Inc., a Delaware corporation (the “Company”), Eugene Robin, solely with respect to Sections 2.09, 6.18, 6.22 and 6.23 and in his capacity as representative, agent and attorney-in-fact (the “Credit Party Representative”), Galaxy Universal LLC, a Delaware limited liability company (“Parent”), and Galaxy Apex Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 9.01 hereof.
CONFORMED COPY SECURITY AGREEMENT SECURITY AGREEMENT dated as of December 23, 1997 between SPELL C. LLC, a Delaware limited liability company (with its successors, "SPV"), and Wilmington Trust Company, a Delaware banking corporation, not in its...Security Agreement • April 22nd, 1998 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
OFFICE LEASE between Tri-Center Plaza, LP a California limited partnership (Landlord) and Cherokee, Inc., a Delaware corporation (Tenant)Office Lease • October 19th, 2011 • Cherokee Inc • Women's, misses', and juniors outerwear • California
THIS OFFICE LEASE (“Lease”), dated September 30, 2011, is made and entered into by and between Tri-Center Plaza, LP, a California limited partnership, c/o Jamison Services, Inc., a California corporation (“Landlord”) and Cherokee, Inc., a Delaware corporation (“Tenant”) upon the following terms and conditions:
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated as of August 3, 2018, made by each of the Grantors referred to below, in favor of Gordon Brothers Finance Company, a Delaware corporation, in its capacity as collateral agent for the Secured Parties referred to below (in such capacity, together with its successors and assigns in such capacity, if any, the “Collateral Agent”).
ContractSubordination Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
THIS AGREEMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF AUGUST 3, 2018, BY AND AMONG, AMONG OTHERS, SUBORDINATED CREDITOR AND GORDON BROTHERS FINANCE COMPANY, AS SENIOR AGENT (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED IN ACCORDANCE WITH ITS TERMS, THE “SUBORDINATION AGREEMENT”). In the event of any conflict between the terms of the SUBORDINATION Agreement and this agreement, the terms of the SUBORDINATION Agreement shall control.
ContractSubordination Agreement • April 23rd, 2019 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
THIS AGREEMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF DECEMBER 28, 2018, BY AND AMONG, AMONG OTHERS, SUBORDINATED CREDITOR AND GORDON BROTHERS FINANCE COMPANY, AS SENIOR AGENT (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED IN ACCORDANCE WITH ITS TERMS, THE “SUBORDINATION AGREEMENT”). In the event of any conflict between the terms of the SUBORDINATION Agreement and this agreement, the terms of the SUBORDINATION Agreement shall control.
SEVENTH AMENDMENT TO FINANCING AGREEMENT AND FORBEARANCE AGREEMENTFinancing Agreement and Forbearance Agreement • February 19th, 2021 • Apex Global Brands Inc. • Women's, misses', and juniors outerwear • New York
This SEVENTH AMENDMENT TO FINANCING AGREEMENT AND FORBEARANCE AGREEMENT, dated as of February 16, 2021 with retroactive effect as of December 31, 2020 (this “Amendment”), is entered into by and among Apex Global Brands Inc. (formerly known as Cherokee Inc.), a Delaware corporation (the “Parent” and the “U.S. Borrower”), Irene Acquisition Company B.V., a private company with limited liability incorporated under the laws of the Netherlands, having its statutory seat (statutaire zetel) in Amsterdam, the Netherlands and registered with the Dutch trade register under number 67160921 (the “Dutch Borrower” and, together with the U.S. Borrower, each a “Borrower” and collectively, the “Borrowers”), each Guarantor party hereto, the Lenders party hereto which constitute all of the Lenders party to the Financing Agreement as of the date hereof, Callodine Commercial Finance, LLC, a Delaware limited liability company (as successor to Gordon Brothers Finance Company, a Delaware corporation) (“Callodi
CHEROKEE INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • December 7th, 2017 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
This Warrant is being issued in connection with that certain Junior Participation Agreement, dated on or about the date hereof, by and among Cerberus Business Finance, LLC, the Lenders listed on the signature pages thereto and Investor (the “JPA”). All capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the JPA.
amended and restated Executive Employment AgreementExecutive Employment Agreement • April 30th, 2020 • Apex Global Brands Inc. • Women's, misses', and juniors outerwear • California
This Amended and Restated Executive Employment Agreement (the “Agreement”), dated October 22, 2019, is entered into by and between Apex Global Brands, Inc.., a Delaware corporation (the “Company”) and Henry Stupp (“Executive”) (collectively, the “parties”).
Dated as of September 4, 2012Continuing Security Agreement • September 6th, 2012 • Cherokee Inc • Women's, misses', and juniors outerwear
Grant of Security Interest. CHEROKEE INC. (whether one or more, the “Borrower”, individually and collectively if more than one) grants to JPMorgan Chase Bank, N.A., whose address is 300 S. Grand Ave., Los Angeles, CA 90071-3109 (together with its successors and assigns, the “Bank”) a continuing security interest in, pledges and assigns to the Bank all of the Collateral (as hereinafter defined) owned by the Borrower, all of the collateral in which the Borrower has rights or power to transfer rights and all Collateral in which the Borrower later acquires ownership, other rights or rights or power to transfer rights to secure the payment and performance of the Liabilities.
CHEROKEE INC. STOCK OPTION AGREEMENTStock Option Agreement • August 23rd, 2013 • Cherokee Inc • Women's, misses', and juniors outerwear • California
THIS AGREEMENT, dated March 25, 2013, is made by and between Cherokee Inc., a Delaware corporation, hereinafter referred to as the “Company,” and Jason Boling, an executive officer of the Company, hereinafter referred to as “Optionee.”
TERMINATION AND SETTLEMENT AGREEMENTTermination and Settlement Agreement • April 28th, 2006 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
AGREEMENT, dated as of the 27th day of April 2006, among Iconix Brand Group, Inc., a Delaware corporation (“Iconix”), Moss Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Iconix (“MAC”), and Cherokee, Inc. a Delaware corporation (“Cherokee”).
CREDIT PARTY REPRESENTATIVE AGREEMENTCredit Party Representative Agreement • February 19th, 2021 • Apex Global Brands Inc. • Women's, misses', and juniors outerwear • Delaware
This Credit Party Representative Agreement (this “Agreement”), dated as of February 16, 2021, is entered into by and among Apex Global Brands Inc., a Delaware corporation (together with all of its Subsidiaries, the “Company”), the Credit Parties (as defined in the Merger Agreement (as defined below)) set forth on Schedule I hereto, Eugene Robin (the “Credit Party Representative”), Galaxy Universal LLC, a Delaware limited liability company (“Parent”), and Galaxy Apex Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Terms used but not defined herein shall have the meaning assigned to such terms in the Merger Agreement.
AMENDED AND RESTATED CONTINUING GUARANTYContinuing Guaranty • December 8th, 2011 • Cherokee Inc • Women's, misses', and juniors outerwear • California
This Amended and Restated Continuing Guaranty (“Guaranty”), dated as of December 7, 2011, is executed and delivered by SPELL C. LLC, a Delaware limited liability company (“Guarantor”), in favor of U.S. BANK NATIONAL ASSOCIATION (“Bank”) and in light of the following:
ASSET PURCHASE AGREEMENT among HI-TEC SPORTS USA, INC., IRENE ACQUISITION COMPANY B.V., CHEROKEE INC., and CAROLINA FOOTWEAR GROUP, LLC Dated as of November 29, 2016Asset Purchase Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), is made and entered into as of November 29, 2016, by and among Hi-Tec Sports USA, Inc. a California corporation (“Seller”), Irene Acquisition Company B.V., a company formed under the laws of the Netherlands (“Irene”) solely for purposes of Section 6.1, Cherokee Inc., a Delaware corporation (“Cherokee”) solely for purposes of Sections 11.2 and 23, and Carolina Footwear Group, LLC, a New York limited liability company (“Buyer” and, together with Seller, the “Parties” and, individually, a “Party”).
AMENDED AND RESTATED TERM LOAN AGREEMENTTerm Loan Agreement • December 8th, 2011 • Cherokee Inc • Women's, misses', and juniors outerwear • California
THIS AMENDED AND RESTATED TERM LOAN AGREEMENT, dated as of December 7, 2011, is entered into between U.S. BANK NATIONAL ASSOCIATION, a national banking association (“Bank”), and CHEROKEE INC., a Delaware corporation (“Borrower”), in light of the following facts:
CHEROKEE INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of A, 2018, by and between Cherokee Inc., a Delaware corporation (the “Company”) and the investors listed on the signature pages hereto (each, a “Purchaser”) and such other Persons, if any, from time to time, that become a party hereto as holders of Registrable Securities (as defined below). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in that certain Exchange Agreement dated as of August 3, 2018, by and between the Company and the Purchasers (as may be amended or restated from time to time, the “Exchange Agreement”).
CHEROKEE INC.Incentive Stock Option Agreement • April 2nd, 2001 • Cherokee Inc • Women's, misses', and juniors outerwear • California
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • December 8th, 2011 • Cherokee Inc • Women's, misses', and juniors outerwear • California
This Amended and Restated Security Agreement (“Agreement”), dated as of December 7, 2011, is made by and between CHEROKEE INC., a Delaware corporation (the “Debtor”), and U.S. BANK NATIONAL ASSOCIATION (the “Secured Party”).
RESTATED LICENSE AGREEMENTLicense Agreement • January 11th, 2008 • Cherokee Inc • Women's, misses', and juniors outerwear • California
THIS RESTATED LICENSE AGREEMENT, is made and entered into as of the 1st day of February, 2008 (the “Effective Date”), by and between Cherokee, Inc., 6835 Valjean Avenue, Van Nuys, California 91406 (“Licensor”), and Target Corporation, 1000 Nicollet Mall, Minneapolis, Minnesota 55403 (“Licensee”), collectively referred to as the “Parties” and singly as a “Party”.
SEPARATION AGREEMENTSeparation Agreement • April 14th, 2011 • Cherokee Inc • Women's, misses', and juniors outerwear • California
This Separation Agreement (“Separation Agreement”) is entered into as of this 17 day of December, 2010, by and between Cherokee, Inc. (“Employer”) and Russell J. Riopelle, (“Employee”) with reference to the following facts:
AMENDMENT NO. 1 TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 19th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear
This Amendment No. 1 to Amended and Restated Executive Employment Agreement (the “Amendment”), dated October 30, 2017 (the “Effective Date”), is entered into by and between Cherokee, Inc., a Delaware corporation (the “Company”) and Henry Stupp (“Executive”) (collectively, the “parties”).
ContractNote • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear
THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE EVIDENCE REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
THIRD AMENDMENT TO TERM NOTETerm Note • December 10th, 2015 • Cherokee Inc • Women's, misses', and juniors outerwear • California
THIS THIRD AMENDMENT TO TERM NOTE (this “Amendment”) dated as of October 13, 2015, is by and between Cherokee Inc., a Delaware corporation (the “Borrower”), and JPMorgan Chase Bank, N.A. (the “Bank”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • August 14th, 2017 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
This COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of August [●], 2017 (“Effective Date”), by and between CHEROKEE INC., a Delaware corporation (the “Company”), and [●], a [●] (the “Investor”).
