0000950123-10-010369 Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 10, 2009, among HANESBRANDS INC., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTY TO THIS AGREEMENT as the Lenders, BARCLAYS BANK PLC and GOLDMAN...
Credit Agreement • February 9th, 2010 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York

THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of September 5, 2006, as amended and restated as of December 10, 2009, is among HANESBRANDS INC., a Maryland corporation (the “Borrower”), the various financial institutions and other Persons from time to time party to this Agreement (the “Lenders”), BARCLAYS BANK PLC and GOLDMAN SACHS CREDIT PARTNERS L.P., as the co-documentation agents (in such capacities, the “Co-Documentation Agents”), BANK OF AMERICA, N.A. and HSBC SECURITIES (USA) INC., as the co-syndication agents (in such capacities, the “Co-Syndication Agents”), JPMORGAN CHASE BANK, N.A., as the administrative agent and the collateral agent (in such capacities, the “Administrative Agent” and “Collateral Agent”, respectively), and J.P. MORGAN SECURITIES INC., BANC OF AMERICA SECURITIES LLC, HSBC SECURITIES (USA) INC. and BARCLAYS CAPITAL, the investment banking division of BARCLAYS BANK PLC, as the joint lead arrangers and joint bookrunners (in such capacities, the “Lead Arra

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AMENDMENT NO. 4 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 9th, 2010 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York
FORM OF HANESBRANDS INC. OMNIBUS INCENTIVE PLAN OF 2006 PERFORMANCE CASH AWARD GRANT NOTICE AND AGREEMENT
And Agreement • February 9th, 2010 • Hanesbrands Inc. • Retail-apparel & accessory stores • Maryland

Hanesbrands Inc. (the “Company”) is pleased to confirm that you have been granted a Performance Cash Award (this “Award”), effective [date] (the “Grant Date”). This Award is subject to the terms of this Performance Cash Award Grant Notice and Agreement (this “Agreement”) and is made under the Hanesbrands Inc. Omnibus Incentive Plan of 2006 (the “Plan”) which is incorporated into this Agreement by reference. Any capitalized terms used herein that are otherwise undefined shall have the same meaning as provided in the Plan.

AMENDMENT NO. 5 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 9th, 2010 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York

THIS AMENDMENT NO. 5 TO RECEIVABLES PURCHASE AGREEMENT (this “Amendment”), dated as of December 21, 2009, is entered into among HBI RECEIVABLES LLC, as seller (“Seller”), HANESBRANDS INC., in its capacity as servicer (in such capacity, the “Servicer”), the Committed Purchasers party hereto, the Conduit Purchasers party hereto, the Managing Agents party hereto, and HSBC SECURITIES (USA) INC. (“HSBC”), as assignee of JPMORGAN CHASE BANK, N.A., as agent (in such capacity, the “Agent”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the “Purchase Agreement” referred to below.

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