BACKGROUNDCredit Agreement • December 13th, 2002 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • April 17th, 2002 • Urban Outfitters Inc • Retail-family clothing stores • New York
by and amongCredit Agreement • December 7th, 2001 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
CREDIT AGREEMENT dated as of July 1, 2015 among URBAN OUTFITTERS, INC., as the Company The Subsidiaries from time to time party hereto, as Subsidiary Borrowers The other LOAN PARTIES party hereto The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A.,...Credit Agreement • March 31st, 2016 • Urban Outfitters Inc • Retail-family clothing stores • New York
CREDIT AGREEMENT dated as of July 1, 2015, among URBAN OUTFITTERS, INC., a Pennsylvania corporation (the “Company”), each of the Subsidiary Borrowers from time to time party hereto, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
URBAN OUTFITTERS NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 30th, 2017 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Optionee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
URBAN OUTFITTERS INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • May 30th, 2017 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Optionee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
URBAN OUTFITTERS NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORSNon-Qualified Stock Option Agreement • May 30th, 2017 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Optionee”), a Non-Employee Director of the Company, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
URBAN OUTFITTERS STOCK APPRECIATION RIGHT AGREEMENTStock Appreciation Right Agreement • May 30th, 2017 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
STOCK APPRECIATION RIGHT AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
AMENDMENT NO. 7 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 10th, 2012 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 10th, 2012 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
IN WITNESS WHEREOF, the undersigned have executed this Financial Condition and Officer Compliance Certificate as of the day of , 20 .
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 30th, 2007 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”) dated November 30, 2006, is by and among URBAN OUTFITTERS, INC., a Pennsylvania corporation (“Urban”), and certain of its subsidiaries listed on Schedule 1 attached hereto (together with Urban, individually and collectively, the “Borrowers”); the Lenders party to the Credit Agreement defined below, WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (“Administrative Agent”).
URBAN OUTFITTERS RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • December 10th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
This Restricted Stock Unit Agreement (the “Agreement”) is dated as of , 201 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”). Capitalized terms not defined herein shall have the meaning given such terms in the Urban Outfitters 2004 Stock Incentive Plan, as amended from time to time (the “Plan”), a copy of which has been provided to the Grantee.
AMENDMENT NO. 3, CONSENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 24th, 2009 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AMENDMENT NO. 3, CONSENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Third Amendment”), dated as of September 21, 2009, is by and among URBAN OUTFITTERS, INC., a Pennsylvania corporation (“Urban”), and certain of its subsidiaries listed on Schedule 1 attached hereto (together with Urban, individually and collectively, the “Borrowers”); the Lenders party to the Credit Agreement defined below, and WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
Metro Phila & DE Commercial Banking MAC Y1379-171 123 South Broad Street Philadelphia, PA 19109 215 670-6808 Fax Wells Fargo Bank, N.A.Urban Outfitters Inc • December 10th, 2010 • Retail-family clothing stores • Pennsylvania
RE: Extension of Amended and Restated Credit Agreement dated as of September 23, 2004, as amended, by and among Urban Outfitters, Inc., its Subsidiaries Listed On Schedule I thereto, as Borrowers, the Lenders (as defined in the Credit Agreement), and Wells Fargo Bank, N.A., for itself and as Administrative Agent for the Lenders.
URBAN OUTFITTERS INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • July 6th, 2005 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , , (the “Grant Date”) between Urban Outfitters, Inc. (the “Company”), a Pennsylvania corporation, and , (the “Optionee”) an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2004 Stock Incentive Plan (the “Plan”).
AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 1st, 2013 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
IN WITNESS WHEREOF, the undersigned have executed this Financial Condition and Officer Compliance Certificate as of the __ day of ________, 20__.
RE: Extension of Amended and Restated Credit Agreement dated as of September 23, 2004, as amended, by and among Urban Outfitters, Inc., its Subsidiaries Listed On Schedule 1 thereto, as Borrowers, the Lenders (as defined in the Credit Agreement), and...Urban Outfitters Inc • April 1st, 2011 • Retail-family clothing stores • Pennsylvania
In response to your request for an extension of that certain Amended and Restated Credit Agreement, dated as of September 23, 2004 (as amended by (i) that certain Letter Agreement Concerning Amended and Restated Note, dated May 16, 2005, (ii) that certain First Amendment to Amended and Restated Credit Agreement, dated November 30, 2006, (iii) that certain Letter Agreement Concerning Amended and Restated Note, dated May 31, 2007, (iv) that certain Second Amendment to Amended and Restated Credit Agreement, dated December 10, 2007, (v) that certain Third Amendment, Consent and Waiver to Amended and Restated Credit Agreement, dated September 21, 2009, and (vi) that certain Letter Agreement Concerning Amended and Restated Note, dated May 27, 2010 the “Credit Agreement”) by and among Urban Outfitters, Inc., its Subsidiaries Listed On Schedule 1 thereto, as Borrowers, the Lenders (as defined in the Credit Agreement), and Wells Fargo Bank, N.A. successor in interest by merger to Wachovia Bank,
LIMITED WAIVERLimited Waiver • September 9th, 2020 • Urban Outfitters Inc • Retail-family clothing stores • New York
This LIMITED WAIVER (this “Agreement”) dated as of August 13, 2020 is by and among URBAN OUTFITTERS, INC., a Pennsylvania corporation (the “Urban Outfitters”), URBN Canada Retail, Inc., a British Columbia company (“URBN Canada” and together with Urban Outfitters and their Subsidiaries, the “Company”), the Subsidiary Borrowers and other Loan Parties listed on the signature pages hereof, the Lenders listed on the signature pages hereof, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (the “Administrative Agent”) under that certain Amended and Restated Credit Agreement dated as of June 29, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among the Company, the Subsidiary Borrowers, the other Loan Parties party thereto, the Lenders party thereto and the Administrative Agent.
SEVENTH AMENDED AND RESTATED NOTEUrban Outfitters Inc • April 1st, 2014 • Retail-family clothing stores • Pennsylvania
FOR VALUE RECEIVED, the undersigned, URBAN OUTFITTERS, INC., a corporation organized under the laws of Pennsylvania (“Urban”), and each Subsidiary of Urban listed on Schedule 1 to the Credit Agreement referred to below (Urban and each such Subsidiary, each a “Borrower” and collectively, the “Borrowers”), jointly and severally, promise to pay to Wells Fargo Bank, National Association (the “Lender”) and its assigns, at the office of the Administrative Agent at the times provided in the Credit Agreement referred to below, the principal sum of One Hundred Seventy Five Million Dollars ($175,000,000) or, if less, the principal amount of all Loans made by the Lender from time to time pursuant to that certain Second Amended and Restated Credit Agreement dated March 27, 2014 (as may be amended, restated or otherwise modified from time to time, the “Credit Agreement”) by and among the Borrowers, the Lender, the other lenders referred to therein, and Wells Fargo Bank, National Association, as Adm
RECITALS:Credit Agreement and Guaranty Agreement • December 13th, 2002 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 2021 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Urban Outfitters, Inc. (the “URBN” or “Company”) and Tricia Smith (the “Executive”) as of February 20, 2021.
URBAN OUTFITTERS INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • January 11th, 2022 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Optionee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 12th, 2003 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”) is made as of the 9th day of September, 2003, by and among URBAN OUTFITTERS, INC., a Pennsylvania corporation (“Urban”), and the subsidiaries of Urban listed on Schedule 1 to the Credit Agreement (as defined below) (together with Urban, individually and collectively, the “Borrowers”), WACHOVIA BANK, NATIONAL ASSOCIATION (formerly known as First Union National Bank), as administrative agent for the Lenders (“Administrative Agent”), JPMORGAN CHASE BANK, as a Lender and an Issuing Bank, and the other Lenders from time to time party to the Credit Agreement.
URBAN OUTFITTERS NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • July 6th, 2005 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , (the “Grant Date”) between Urban Outfitters, Inc. (the “Company”), a Pennsylvania corporation, and ,(the “Optionee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2004 Stock Incentive Plan (the “Plan”).
URBAN OUTFITTERS PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • September 7th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
This Performance Stock Unit Agreement (the “Agreement”) is dated as of , (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”). Capitalized terms not defined herein shall have the meaning given such terms in the Urban Outfitters 2008 Stock Incentive Plan, as amended from time to time (the “Plan”), a copy of which has been provided to the Grantee.
AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 8th, 2011 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
IN WITNESS WHEREOF, the undersigned have executed this Financial Condition and Officer Compliance Certificate the day and year first above written.
AMENDED AND RESTATED CREDIT AGREEMENT dated September 23, 2004 by and among URBAN OUTFITTERS, INC., and its Subsidiaries listed on Schedule 1 hereto, as Borrowers, the Lenders referred to herein, and WACHOVIA BANK, NATIONAL ASSOCIATION, as...Credit Agreement • June 8th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
Adjustments, if any, in the Applicable Margin shall be made by the Administrative Agent on the fifth (5th) Business Day after receipt by the Administrative Agent of quarterly financial statements for the Borrowers and the accompanying Officer’s Compliance Certificate setting forth the Adjusted Debt to EBITDAR Ratio of the Borrower as of the most recent fiscal quarter end. Notwithstanding the remedies available to Lenders under Section 4.1(c) hereof, in the event the Borrowers fail to deliver such financial statements and certificate within the time required by Section 7.1 and 7.2 hereof, the Applicable Margin shall be the percentage set forth in Level I in the above chart until the delivery of such financial statements and certificate which indicate that an adjustment is available.
URBAN OUTFITTERS STOCK APPRECIATION RIGHT AGREEMENTStock Appreciation Right Agreement • January 11th, 2022 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
This STOCK APPRECIATION RIGHT AGREEMENT (the “Agreement”) dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”), an employee of the Company or a Related Corporation, as defined in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”).
URBAN OUTFITTERS [PERFORMANCE] [RESTRICTED] STOCK UNIT AGREEMENTRestricted] Stock Unit Agreement • May 30th, 2017 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
This [Performance] [Restricted] Stock Unit Agreement (the “Agreement”) is dated as of the day of , 20 (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”). Capitalized terms not defined herein shall have the meaning given such terms in the Urban Outfitters 2017 Stock Incentive Plan, as amended from time to time (the “Plan”), a copy of which has been provided to the Grantee.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 9th, 2015 • Urban Outfitters Inc • Retail-family clothing stores • New York
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of July 1, 2015 by and among Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”) and the other grantors listed on the signature pages hereto (each, together with their successors and permitted assigns, and, together with any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto, a “Grantor”, and, collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (together with its successors and permitted assigns, the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.
AMENDED AND RESTATEDPledge and Security Agreement • September 10th, 2018 • Urban Outfitters Inc • Retail-family clothing stores • New York
THIS AMENDED AND RESTATED U.S. PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of June 29, 2018 by and among Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”) and the other grantors listed on the signature pages hereto (each, together with their successors and permitted assigns, and, together with any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto, a “Grantor”, and, collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (together with its successors and permitted assigns, the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.
AMENDMENT NO. 3, CONSENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 8th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AMENDMENT NO. 3, CONSENT AND WAIVER TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Third Amendment”), dated as of September 21, 2009, is by and among URBAN OUTFITTERS, INC., a Pennsylvania corporation (“Urban”), and certain of its subsidiaries listed on Schedule 1 attached hereto (together with Urban, individually and collectively, the “Borrowers”); the Lenders party to the Credit Agreement defined below, and WACHOVIA BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
URBAN OUTFITTERS NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS — FORMULA OPTIONNon-Qualified Stock Option Agreement • July 6th, 2005 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) dated as of the day of , (the “Grant Date”) between Urban Outfitters, Inc. (the “Company”), a Pennsylvania corporation, and , a non-employee director of the Company (the “Optionee”).
FIRST AMENDMENT TO ACQUISITION AND DEVELOPMENT AGREEMENTAcquisition and Development Agreement • June 9th, 2005 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS FIRST AMENDMENT TO ACQUISITION AND DEVELOPMENT AGREEMENT (“Amendment”) is dated this 24th day of March, 2005 by and between PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT, a body politic and corporate existing under the laws of the Commonwealth of Pennsylvania (“PAID”), party of the first part, and URBAN OUTFITTERS, INC., a Pennsylvania corporation, or its permitted assignees or nominees (“Urban”), party of the second part.
FIFTH AMENDED AND RESTATED NOTEUrban Outfitters Inc • September 8th, 2010 • Retail-family clothing stores • Pennsylvania
FOR VALUE RECEIVED, the undersigned, URBAN OUTFITTERS, INC., a corporation organized under the laws of Pennsylvania (“Urban”), and each Subsidiary of Urban listed on Schedule 1 to the Credit Agreement referred to below (Urban and each such Subsidiary, each a “Borrower” and collectively, the “Borrowers”), jointly and severally, promise to pay to the order of Wells Fargo Bank, N.A., successor in interest to Wachovia Bank, National Association (the “Lender”), at the office of the Administrative Agent and times provided in the Credit Agreement referred to below, the principal sum of Eighty Million Dollars ($80,00,000) or, if less, the principal amount of all Loans made by the Lender from time to time pursuant to that certain Amended and Restated Credit Agreement dated September 23, 2004 (as amended through the date hereof, and as may be further amended, restated or otherwise modified from time to time, the “Credit Agreement”) by and among the Borrowers, the Lender, the other lenders referr
