RESTRUCTURING SUPPORT AGREEMENTAscena Retail • July 23rd, 2020 • Ascena Retail Group, Inc. • Retail-apparel & accessory stores • New York
SENIOR SECURED SUPER-PRIORITY DEBTOR-IN-POSSESSION TERM CREDIT AGREEMENT, dated as of [ ], 2020, among ASCENA RETAIL GROUP, INC., a Delaware corporation, as debtor and debtor-in-possession (the “Parent Borrower”), AnnTaylor Retail, Inc., a Florida corporation as debtor and debtor-in-possession (the “Subsidiary Borrower” and, together with the Parent Borrower, the “Borrowers” and each, a “Borrower”), the LENDERS party hereto and Alter Domus (US) LLC (“Alter Domus”), as Administrative Agent.
CONDITIONAL ASSIGNMENT AGREEMENTConditional Assignment Agreement • July 23rd, 2020 • Ascena Retail Group, Inc. • Retail-apparel & accessory stores • New York
THIS CONDITIONAL ASSIGNMENT AGREEMENT (the “Agreement”), is dated as of July 23, 2020, by and between AnnTaylor Loft GP Lux S.à r.l., a Luxembourg private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, with registered office at 14, rue Edward Steichen, L-2540 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Register of Commerce and Companies under number B 242.257 (“LuxCo 1”) and AnnTaylor Loft Borrower Lux SCS, a common limited partnership (société en commandite simple) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 14, rue Edward Steichen, L-2540 Luxembourg, Grand Duchy of Luxembourg and registered with the RCS Luxembourg under number B242.419, acting through and represented by its managing general partner (associé gérant commandité), the LuxCo 1 (“LuxCo 2” and collectively with LuxCo 1, the “LuxCos” and each a “L
