0001104659-06-053181 Sample Contracts

FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 9th, 2006 • Guess Inc • Women's, misses', children's & infants' undergarments • California

This Fourth Amendment To Amended and Restated Loan And Security Agreement (the “Amendment”) dated as of July 17, 2006, is entered into by and among WACHOVIA CAPITAL FINANCE CORPORATION (WESTERN), a California corporation formerly known as Congress Financial Corporation (Western) (“Lender”), and GUESS ?, INC., a Delaware corporation (“Guess”), GUESS? RETAIL, INC., a Delaware corporation, and GUESS.COM, INC., a Delaware corporation, jointly and severally as co-borrowers (each a “Borrower” and collectively, the “Borrowers”), with reference to the following facts:

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SECOND AMENDMENT TO CANADIAN LOAN AND SECURITY AGREEMENT
Canadian Loan and Security Agreement • August 9th, 2006 • Guess Inc • Women's, misses', children's & infants' undergarments • Ontario

This Second Amendment To Canadian Loan And Security Agreement (the “Amendment”) dated as of July 17, 2006, is entered into by and among WACHOVIA CAPITAL FINANCE CORPORATION (CANADA), an Ontario corporation formerly known as Congress Financial Corporation (Canada) (“Lender”), and GUESS? CANADA CORPORATION, a Canadian corporation, which, effective August 1, 2005, amalgamated with its wholly-owned subsidiary, GUESS? CANADA RETAIL, INC., a Canadian corporation (the “Borrower”), as confirmed and acknowledged by Lender on July 27, 2005,with reference to the following facts:

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