EXHIBIT UUUUSubordination and Intercreditor Agreement • July 24th, 2008 • Bluefly Inc • Retail-catalog & mail-order houses • New York
THIS INSTRUMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AND INTERCREDITOR AGREEMENT, DATED MARCH 26, 2008, BETWEEN WELLS FARGO RETAIL FINANCE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, QUANTUM INDUSTRIAL PARTNERS LDC, A CAYMAN ISLANDS LIMITED DURATION COMPANY, SFM DOMESTIC INVESTMENTS LLC, A DELAWARE LIMITED LIABILITY COMPANY, MAVERICK FUND USA, LTD., A TEXAS LIMITED PARTNERSHIP, MAVERICK FUND, L.D.C., A CAYMAN ISLANDS EXEMPTED LIMITED DURATION COMPANY AND MAVERICK FUND II, LTD., A CAYMAN ISLANDS EXEMPTED COMPANY. PAYOR SHALL FURNISH A COPY OF SUCH SUBORDINATION AND INTERCREDITOR AGREEMENT UPON WRITTEN REQUEST AND WITHOUT CHARGE.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • July 24th, 2008 • Bluefly Inc • Retail-catalog & mail-order houses • New York
This NOTE PURCHASE AGREEMENT, dated as of July 23, 2008 (this “Agreement”), is entered into by and between BLUEFLY, INC., a Delaware corporation (the “Company”), and the investors listed on Schedule 1 hereto(each, an “Investor” and, collectively, the “Investors”).
