SECURITY AGREEMENTSecurity Agreement • September 10th, 2009 • Rue21, Inc. • New York
SECURITY AGREEMENT (this “Agreement”), dated as of April 10, 2008, by and among (a) rue21, inc., a Pennsylvania corporation (the “Lead Borrower”), (b) r services llc, a Virginia limited liability company (the “Guarantor”) (the Lead Borrower and the Guarantor are hereinafter referred to, individually, as a “Grantor” and, collectively, as the “Grantors”), and (c) Bank of America, N.A., a national banking association, as collateral agent (in such capacity, the “Collateral Agent”) for its own benefit and the benefit of the other Credit Parties (as defined in the Credit Agreement referred to below), in consideration of the mutual covenants contained herein and benefits to be derived herefrom.
CREDIT AGREEMENT Dated as of April 10, 2008 among rue21, inc., as the Lead Borrower For The Borrowers Party Hereto The BORROWERS Party Hereto The GUARANTORS Party Hereto BANK OF AMERICA, N.A. as Administrative Agent, Collateral Agent, Swing Line...Credit Agreement • September 10th, 2009 • Rue21, Inc. • New York
rue21, inc., a Pennsylvania corporation, for itself and as agent (in such capacity, the “Lead Borrower”) for the other Borrowers now or hereafter party hereto;
EMPLOYMENT AGREEMENTEmployment Agreement • September 10th, 2009 • Rue21, Inc. • Pennsylvania
This Employment Agreement (the “Agreement”), dated as of January 1, 2008 (the “Effective Date”), is made and entered by and between Robert Fisch (the “Executive”) and rue 21, inc., a Pennsylvania corporation (the “Company”).
GUARANTYGuaranty • September 10th, 2009 • Rue21, Inc. • New York
WHEREAS, reference is made to that certain Credit Agreement, dated as of April 10, 2008 (as amended, modified, supplemented or restated and in effect from time to time, the “Credit Agreement”), by and among (i) rue21, inc., a Pennsylvania corporation, for itself and as agent (in such capacity, the “Lead Borrower”) for the other Borrowers from time to time party thereto (individually, a “Borrower” and, collectively with the Lead Borrower, the “Borrowers”), (ii) the Borrowers, (iii) the Guarantor and the other Guarantors from time to time party thereto (collectively, with the Guarantor, the “Guarantors”), (iv) the Lenders from time to time party thereto (individually, a “Lender” and, collectively, the “Lenders”), and (v) Bank of America, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer, pursuant to which the Lenders have agreed to make Loans to the Borrowers, and the L/C Issuer has agreed to issue Letters of Credit for the account of the Borrowers, upon t
rue21, inc. 155 Thornhill Road Warrendale, PA 15086 May __, 2003Advisory Agreement • September 10th, 2009 • Rue21, Inc. • New York
This letter agreement confirms our understanding that rue21, inc., a Pennsylvania corporation (f/k/a Pennsylvania Fashions, Inc.) on behalf of itself and its subsidiaries and affiliates (collectively, the “Company”) has engaged you (the “Advisor”) to provide financial advisory services to the Company upon the request of the Company from time to time. These services are to be provided in connection with ongoing business and financial matters, including operating and cash flow requirements, corporate liquidity and other ordinary and necessary corporate finance concerns (including acquisition, advisory and finance matters).
FIRST AMENDMENT TO LEASELease • September 10th, 2009 • Rue21, Inc.
THIS FIRST AMENDMENT TO LEASE (“Amendment”), dated and effective as of April 1, 2002, by and between West Virginia Economic Development Authority, a West Virginia public corporation and government instrumentality, having its principal office at 160 Association Drive, Charleston. West Virginia 25311-1217 (hereinafter referred to as “Landlord”), and Pennsylvania Fashions, Inc., a Pennsylvania corporation, having its principal office at 155 Thornhill Drive. Warrendale, Pennsylvania 15086 (hereinafter referred to as ‘Tenant”).
INDEX TO LEASE PROVISIONSLease Agreement • September 10th, 2009 • Rue21, Inc.
THIS LEASE (hereinafter sometimes referred to as this “Lease” or this “Agreement”), made this 28th day of June, 1999, by and between West Virginia Economic Development Authority, a West Virginia public corporation and government instrumentality, having its principal office at 1018 Kanawha Boulevard, East Suite 501, Charleston, West Virginia, 25301 (hereinafter referred to as “Landlord”), and Pennsylvania Fashions, Inc., a Pennsylvania corporation, having its principal office at 155 Thornhill Road, Warrendale, PA 15086 (hereinafter referred to as “Tenant”);
SHAREHOLDERS AGREEMENTShareholders Agreement • September 10th, 2009 • Rue21, Inc. • Pennsylvania
THIS SHAREHOLDERS AGREEMENT (as amended from time to time, the “Agreement”) is made as of May 15, 2003, by and among rue21, inc. (f/k/a Pennsylvania Fashions, Inc.), a Pennsylvania corporation (the “Company”), SKM Equity Fund II, L.P., a Delaware limited partnership (“SKM”), SKM Investment Fund II, a Delaware limited partnership (“SKM Co-Invest” and together with SKM, the “SKM Group”), BNP Paribas of North America, Inc. (“BNP”), UnionBanCal Equities, Inc. (“UBC”) and National City Bank of Pennsylvania (“Nat City”) and any other Person who, from time to time, may become a holder of equity securities of the Company and a party hereto. The SKM Group, BNP, UBC and Nat City are collectively referred to herein as the “Shareholders” and individually as a “Shareholder.” Certain capitalized terms used herein are defined in paragraph 12 hereof.
