ContractRevolving Loan Credit Agreement • February 24th, 2004 • Talbots Inc • Retail-women's clothing stores • New York
REVOLVING LOAN CREDIT AGREEMENT CREDIT AGREEMENT, dated as of January 28, 2004 (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), between THE TALBOTS, INC., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Borrower”), and MIZUHO CORPORATE BANK, LTD. (the “Lender”). WHEREAS, the Borrower desires to borrow, and the Lender agrees to extend, revolving credit loans to the Borrower during the period from and after the Closing Date (as hereafter defined) in accordance with the terms and conditions of this Credit Agreement. NOW, THEREFORE, the Borrower and the Lender hereby agree as follows: 1. Definitions. As used in this Credit Agreement, unless otherwise defined herein, the following terms shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined): “Affiliate” shall mean, as to any Person, any corporation or other
Bank of Tokyo-Mitsubishi Bank of Tokyo-Mitsubishi Trust Company Member FDIC 1251 Avenue of the Americas New York, NY 10020-1104 Phone: 212-782-4000 January 28, 2004Revolving Credit Agreement • February 24th, 2004 • Talbots Inc • Retail-women's clothing stores
Talbots, Inc. 175 Beal Street Hingham, MA 02043 Attention: Mr. Edward L. Larsen Re: Notice of Intention to Extend Revolving Credit Period Dear Sir: We refer to (a) that certain Revolving Credit Agreement dated as of January 25, 1994 (as amended, supplemented, or otherwise modified from time to time, the “Agreement”), between TALBOTS, INC. (the “Company”) and Bank of Tokyo-Mitsubishi Trust Company (f/n/a The Bank of Tokyo Trust Company, the “Bank”), and (b) the Company’s letter to the Bank dated as of December 19, 2003, pursuant to which the Company requested that the Bank extend the “Revolving Credit Period” of the Revolving Credit Facility under Section 14(j)(i) of the Agreement. Unless otherwise indicated, all capitalized terms used herein shall have the meaning ascribed to such terms in the Agreement. The Bank hereby notifies you that it will extend the Revolving Credit Period of the Revolving Credit Facility for a new term beginning on January 28, 2005 and ending on January 28,
ContractRevolving Credit Agreement • February 24th, 2004 • Talbots Inc • Retail-women's clothing stores • New York
SEVENTH AMENDMENT (this “Seventh Amendment”), dated as of January 28, 2004, to the REVOLVING CREDIT AGREEMENT dated as of January 25, 1994 (as amended and modified prior to the date hereof, the “Credit Agreement”) between THE TALBOTS, INC. (the “Borrower”) and SUMITOMO MITSUI BANKING CORPORATION (as successor to The Sakura Bank, Limited, New York Branch) (the “Bank”). WITNESSETH: WHEREAS, by its letter dated December 19, 2003 delivered pursuant to Section 14(j)(i) of the Credit Agreement, the Borrower has requested that the Bank extend the Revolving Credit Period for one year, so that such period would expire on January 28, 2006; WHEREAS, the Bank is willing to grant such extension, conditioned on the Borrower’s agreement to amend the Credit Agreement provided herein; NOW, THEREFORE, in consideration of the premises, covenants and agreements contained herein, the parties hereto hereby agree as follows: ARTICLE I DEFINITIONS Unless otherwise indicated, capitalized terms used herein and
