INDEMNIFICATION AGREEMENTIndemnification Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2005 by and between Maidenform Brands, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
MAIDENFORM BRANDS, INC. [ ] Shares Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
Maidenform Brands, Inc., a Delaware corporation (the “Company”), proposes to issue and sell and the persons named in Schedule B annexed hereto (the “Selling Stockholders”), severally and not jointly, propose to sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representative(s), an aggregate of shares (the “Firm Shares”) of Common Stock, $0.01 par value (the “Common Stock”), of the Company, of which shares are to be issued and sold by the Company (the “Company Shares”) and an aggregate of shares are to be sold by the Selling Stockholders (the “Selling Stockholder Shares”) in the respective amounts set forth under the caption “Firm Shares” in Schedule B annexed hereto. In addition, solely for the purpose of covering over-allotments, the Selling Stockholders, severally and not jointly, propose to grant to the Underwriters the option to purchase from the Selling Stockholders up to an additional shares of Common Stock (the “Additio
AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT By and Among MAIDENFORM BRANDS, INC., THE ARES INVESTORS, THE OAKTREE INVESTORS, AND CERTAIN OTHER INVESTORS AND MANAGEMENT INVESTORS LISTED ON THE SIGNATURE PAGES HERETOStockholders’ Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
This AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (the “Agreement”), dated as of July __, 2005, by and among Maidenform Brands, Inc., a Delaware corporation (the “Company”), the Ares Investors named on the signature pages hereof, the Oaktree Investors named on the signature pages hereof, the Other Investors named on the signature pages hereof (the “Other Investors”), the Management Investors named on the signature pages hereof (the “Management Investors” and, together with the Ares Investors, the Oaktree Investors and the Other Investors, the “Shareholders”).
Termination AgreementTermination Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
Termination Agreement (this “Agreement”), dated as of July ____, 2005, among Maidenform Brands, Inc. (f/k/a MF Acquisition Corporation), a Delaware corporation (“Maidenform Brands,” and together with its subsidiaries, the “Company”), Maidenform, Inc. (as successor in interest to MF Merger Corporation), a New York corporation (“Maidenform NY”), ACOF Operating Manager, L.P., a Delaware limited partnership (“Ares”), and Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership (the “Fund” and together with Ares, the “Ares Entities”).
ADVISORY AGREEMENTAdvisory Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
ADVISORY AGREEMENT (this “Agreement”), dated as of May 11, 2004, between MF Merger Corporation, a New York corporation (the “Merger Sub”), MF Acquisition Corporation, a Delaware corporation (“MF Acquisition” and, together with its subsidiaries, collectively, the “Company”) and ACOF Operating Manager, L.P. (“Ares”) a Delaware limited liability partnership and Ares Corporate Opportunities Fund, L.P, a Delaware limited liability partnership (“Fund” and, together with Ares, the “Ares Entities”).
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JUNE 29, 2005 AMONG MAIDENFORM, INC., as Borrower, MAIDENFORM BRANDS, INC., THE LENDERS LISTED HEREIN, as Lenders and BNP PARIBAS, as Administrative Agent, and BNP PARIBAS SECURITIES CORP., as Sole...Credit Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
This REAL PROPERTY HOLDER’S WAIVER AND CONSENT AGREEMENT (this “Agreement”) is dated as of , 20 and entered into by , a (“Real Property Holder”), to and for the benefit of BNP PARIBAS as agent for and representative of (in such capacity, “Administrative Agent”) the financial institutions (“Lenders”) from time to time party to the Credit Agreement (as hereinafter defined).
FORM OF SALES RESTRICTION AGREEMENTForm of Sales Restriction Agreement • July 8th, 2005 • Maidenform Brands, Inc. • Retail-department stores • New York
This SALES RESTRICTION AGREEMENT (this “Agreement”) is made as of July [___], 2005 between Maidenform Brands, Inc., a Delaware corporation (the “Company”), and ___________, an [individual resident in] [entity organized under the laws of] _________ (the “Stockholder”).
