ESCROW AGREEMENT ESCROW AGREEMENT dated as of September 20, 1996 by and among CYGNE DESIGNS, INC., a Delaware corporation ("CDI"), and Cygne Group (F.E.) Limited, a Hong Kong corporation ("CGFE" and, together with CDI, the "Company"), THE HONGKONG AND...Escrow Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
MANAGEMENT AGREEMENTManagement Agreement • September 14th, 1999 • Cygne Designs Inc • Women's, misses', and juniors outerwear
CONSULTING AGREEMENT THIS CONSULTING AGREEMENT is made and entered into as of the 20th day of September, 1996, by and between AnnTaylor Stores Corporation, a Delaware corporation ("ATSC"), AnnTaylor, Inc., a Delaware corporation and wholly owned...Consulting Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
EXHIBIT 10.23 EMPLOYMENT AGREEMENT AGREEMENT made as of February 3, 1997, between Cygne Designs, Inc., a Delaware corporation with an office at 1372 Broadway, New York, New York 10018 (the "Company"), and Jonathan Kafri, having an address at 51 Horesh...Employment Agreement • May 2nd, 1997 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
OPTION AGREEMENT OPTION AGREEMENT dated as of September 20, 1996 between CYGNE DESIGNS, INC., a Delaware corporation having an office at 1372 Broadway, New York, NY 10018 ("CDI"), and CYGNE GROUP (F.E.) LIMITED, a Hong Kong corporation ("CGFE" and,...Option Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
CONSULTING AGREEMENT THIS CONSULTING AGREEMENT is made and entered into as of the 20th day of September, 1996, by and between AnnTaylor Stores Corporation, a Delaware corporation ("ATSC"), AnnTaylor, Inc., a Delaware corporation and wholly owned...Consulting Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED, NEW YORK BRANCHCredit Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
ARTICLE IStockholders Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
AMENDED AND RESTATED ACQUISITION AGREEMENTNon-Competition Agreement • September 14th, 1999 • Cygne Designs Inc • Women's, misses', and juniors outerwear
SUB-SUBLEASE THIS SUB-SUBLEASE, made as of this 15th day of February, 1999 by and between PLD TELEKOM INC. a Delaware corporation, having an office at 505 Park Avenue, 21st floor, New York, New York 10022 (hereinafter called "Sub- Sublessor"), and...Sub-Sublease • April 30th, 1999 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
W I T N E S S E T H -------------------Lease Extension • May 3rd, 2001 • Cygne Designs Inc • Women's, misses', and juniors outerwear
ANDRevolving Credit and Security Agreement • June 19th, 2001 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
Memorandum Of Understanding Shipson, LLC and Cygne Designs, Inc.Lease • May 15th, 2008 • Cygne Designs Inc • Women's, misses', and juniors outerwear
By this Lease Landlord leases to Tenant and Tenant leases from Landlord the Premises in the Building as set forth and described on the Reference Pages. The Premises are depicted on the floor plan attached hereto as Exhibit A, and the Building is depicted on the site plan attached hereto as Exhibit A-1. The Reference Pages, including all terms defined thereon, are incorporated as part of this Lease.
AMENDED AND RESTATED LEASE ASSIGNMENT AMENDED AND RESTATED LEASE ASSIGNMENT (this "Assignment") made as of this 11th day of February, 1999, by and between CYGNE DESIGNS, INC., a Delaware corporation, having an office at 1372 Broadway, New York, New...Lease Assignment • April 30th, 1999 • Cygne Designs Inc • Women's, misses', and juniors outerwear
LOAN AND SECURITY AGREEMENT (ACCOUNTS AND INVENTORY)Loan and Security Agreement • August 8th, 2007 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
THIS AGREEMENT is entered into on July 30, 2007, between Comerica (“Bank”) as secured party, whose Western Division headquarters office is 333 West Santa Clara Street, San Jose, CA and the undersigned (“Borrower”), whose sole place of business (if it has only one), chief executive office (if it has more than one place of business) or residence (if an individual) is located at the address set forth below its name on the signature page to this Agreement. The parties agree as follows:
AMENDED AND RESTATED INVENTORY RIDER (REVOLVING ADVANCE)Cygne Designs Inc • May 15th, 2008 • Women's, misses', and juniors outerwear
Borrower has entered into that certain Loan and Security Agreement (Accounts and Inventory) dated July 30, 2007 with Comerica Bank (“Bank”) as secured party (as modified, supplemented, amended, revised or restated from time to time, hereinafter the “Agreement”) This AMENDED AND RESTATED INVENTORY RIDER (REVOLVING ADVANCE), dated November 7, 2007 (hereinafter, this “Rider”) is hereby made a part of and incorporated into that Agreement. Unless otherwise defined, all initially capitalized terms in this Rider shall be as defined in the Agreement.
Cygne Designs, Inc.Cygne Designs Inc • August 4th, 2005 • Women's, misses', and juniors outerwear
SECOND AMENDMENT TO DISTRIBUTION AGREEMENTDistribution Agreement • June 14th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear
THIS SECOND AMENDMENT TO DISTRIBUTION AGREEMENT (this “Amendment”), dated April 27, 2006, effective July 31, 2005, is made by and between Diversified Apparel Resources, LLC f/k/a Commerce Clothing Company, LLC (“Diversified”), a California limited liability company with its principal executive offices at 5804 East Slauson Avenue, Commerce, California 90040 and Cygne Designs, Inc., a Delaware corporation (“Cygne”), having its principal executive office at 11 West 42nd Street, New York, New York 10036.
NOTE CONVERSION AGREEMENTNote Conversion Agreement • January 5th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
THIS NOTE CONVERSION AGREEMENT (this “Agreement”) is made and entered into effective as of January 3, 2006, by and between Diversified Apparel Resources, LLC (f/k/a Commerce Clothing Company, LLC), a California limited liability company (the “Holder”), and Cygne Designs, Inc., a Delaware corporation (the “Company”).
ASSET PURCHASE AGREEMENT (the "Agreement") dated as of June 1, 2002, by and among House & Garden Company, a corporation of the Hashemite Kingdom of Jordan D/B/A Century Knits ("CK"), Prosperity Textiles Ltd., a corporation of the Hashemite Kingdom of...Asset Purchase Agreement • June 24th, 2002 • Cygne Designs Inc • Women's, misses', and juniors outerwear
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • August 4th, 2005 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
THIS RESTRICTIVE COVENANT AGREEMENT (this “Agreement”), dated July 31, 2005, by Hubert Guez (“Stockholder”) in favor and for the benefit of Cygne Designs, Inc., a Delaware corporation (“Cygne”), and its subsidiaries (Cygne and such subsidiaries are collectively referred to herein as the “Cygne Entities”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 22nd, 2008 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), is executed as of November 10, 2008, by and between Cygne Designs, Inc., a Delaware corporation (“Seller”), and Bernard Manuel (“Buyer”).
CYGNE DESIGNS, INC. RESTRICTED STOCK AGREEMENTIncentive Plan • January 26th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear • Delaware
WHEREAS, pursuant to the Cygne Designs, Inc. 2006 Incentive Plan (the “Plan”), the Company desires to grant the Participant, and the Participant desires to accept, an award of Restricted Stock on the terms and conditions set forth in this Agreement and the Plan.
FIFTH MODIFICATION TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 15th, 2008 • Cygne Designs Inc • Women's, misses', and juniors outerwear
This Fifth Modification to Loan and Security Agreement (this “Modification”) is entered into by and between CYGNE DESIGNS, INC., a Delaware corporation (“Borrowed” and COMERlCA BANK (“Bank”), whose Western Market Headquarters is located at 333 West Santa Clara Street, San Jose, California, as of this May 5th, 2008.
GUARANTYCygne Designs Inc • August 4th, 2005 • Women's, misses', and juniors outerwear • New York
STOCK TRANSFER RESTRICTION AGREEMENTStock Transfer Restriction Agreement • August 4th, 2005 • Cygne Designs Inc • Women's, misses', and juniors outerwear • Delaware
THIS STOCK TRANSFER RESTRICTION AGREEMENT (this “Agreement”), dated July 31, 2005, is entered into by and between Bernard Manuel (“Manuel”) and Hubert Guez (“Guez”).
As of January 31, 2006Factoring Agreement • May 1st, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear
We refer to the Factoring Agreement dated as of July 31, 2005 (the “Factoring Agreement”), which among other things sets forth the terms on which Milberg Factors, Inc. (“Milberg”) has agreed to make certain discretionary advances available to Cygne Designs, Inc. (the “Borrower”). All capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Factoring Agreement.
CONSULTING AND SEVERANCE AGREEMENT AGREEMENT dated as of November 27, 1996 between CYGNE DESIGNS, INC., a Delaware corporation, having an office at 1372 Broadway, New York, New York 10018 ("Cygne") and IRVING BENSON, having an address at 6 Baiting...Consulting and Severance Agreement • December 17th, 1996 • Cygne Designs Inc • Women's, misses', and juniors outerwear • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 5th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into effective as of January 3, 2006, by and between Cygne Designs, Inc., a Delaware corporation (the “Company”), and Diversifed Apparel Resources, LLC (f/k/a Commerce Clothing Company, LLC), a California limited liability company (“Diversified”).
AMENDMENT TO DISTRIBUTION AGREEMENTDistribution Agreement • December 15th, 2005 • Cygne Designs Inc • Women's, misses', and juniors outerwear
THIS AMENDMENT TO DISTRIBUTION AGREEMENT (this “Amendment”), dated December 9, 2005, effective July 31, 2005, is made by and between Diversified Apparel Resources, LLC f/k/a Commerce Clothing Company, LLC (“Diversified”), a California limited liability company with its principal executive offices at 5804 East Slauson Avenue, Commerce, California 90040 and Cygne Designs, Inc., a Delaware corporation (“Cygne”), having its principal executive office at 11 West 42nd Street, New York, New York 10036.
Re: Factoring Agreement dated July 31, 2005 Gentlemen:Factoring Agreement • May 1st, 2007 • Cygne Designs Inc • Women's, misses', and juniors outerwear
We refer to the Factoring Agreement dated as of July 31, 2005 (as amended, the “Factoring Agreement”), which among other things sets forth the terms on which Milberg Factors, Inc. (“Milberg”) has agreed to make certain discretionary advances available to Cygne Designs, Inc. (the “Borrower”). All capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Factoring Agreement.
Re: Factoring Agreement dated July 31, 2005Factoring Agreement • September 14th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear
We refer to the Factoring Agreement dated as of July 31, 2005 (as amended, the “Factoring Agreement”), which among other things sets forth the terms on which Milberg Factors, Inc. (“Milberg”) has agreed to make certain discretionary advances available to Cygne Designs, Inc. (the “Borrower”). All capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Factoring Agreement.
FOURTH MODIFICATION TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 15th, 2008 • Cygne Designs Inc • Women's, misses', and juniors outerwear
This Fourth Modification to Loan and Security Agreement (this “Modification”) is entered into by and between CYGNE DESIGNS, INC., a Delaware corporation (the “Borrower”) and COMERICA BANK (“Bank”), whose Western Market Headquarters is located at 333 West Santa Clara Street, San Jose, California as of March 26, 2008.
September 30, 2006 99 PARK AVENUE NEW YORK, N.Y. 10016 (212) 697-4200Factoring Agreement • December 20th, 2006 • Cygne Designs Inc • Women's, misses', and juniors outerwear
We refer to the Factoring Agreement dated as of July 31, 2005 (as amended, the “Factoring Agreement”), which among other things sets forth the terms on which Milberg Factors, Inc. (“Milberg”) has agreed to make certain discretionary advances available to Cygne Designs, Inc. (the “Borrower”). All capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Factoring Agreement.
SECURITY AGREEMENTSecurity Agreement • August 4th, 2005 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California
SECURITY AGREEMENT (this “Security Agreement”), dated July 31, 2005, by and among Commerce Clothing Company LLC, a California limited liability company (“Secured Party”), and Cygne Designs, Inc., a Delaware corporation (the “Buyer”).
