0001144204-13-037352 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 1st, 2013 • Lakeland Industries Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of June 28, 2013 by and between Lakeland Industries, Inc., a Delaware corporation (the “Company”), and the Investor party hereto.

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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • July 1st, 2013 • Lakeland Industries Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS LOAN AND SECURITY AGREEMENT (together with all schedules, riders and exhibits annexed hereto from time to time, this “Agreement”) is entered into this 28th day of June, 2013 among LKL INVESTMENTS, LLC, a Delaware limited liability company (“Lender”), LAKELAND INDUSTRIES, INC., a Delaware corporation (“Lakeland US”), and LAKELAND PROTECTIVE WEAR INC., a Canadian corporation (“Lakeland Canada”; Lakeland US and Lakeland Canada are sometimes referred to herein individually as a “Borrower” and collectively as “Borrowers”). All schedules, riders and exhibits annexed hereto are incorporated herein and made a part hereof.

Contract
Subordination Agreement • July 1st, 2013 • Lakeland Industries Inc • Orthopedic, prosthetic & surgical appliances & supplies

THIS NOTE AND THE OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT, DATED AS OF JUNE 28, 2013 (THE “SUBORDINATION AGREEMENT”), AMONG LKL INVESTMENTS, LLC, ALOSTAR BANK OF COMMERCE, LAKELAND INDUSTRIES, INC. (“LAKELAND US”), AND LAKELAND PROTECTIVE WEAR INC. (“LAKELAND CANADA”, TOGETHER WITH LAKELAND US, COLLECTIVELY, THE “BORROWERS”) TO THE INDEBTEDNESS OWED BY THE BORROWERS PURSUANT TO THAT CERTAIN LOAN AND SECURITY AGREEMENT, DATED AS OF JUNE 28, 2013, AMONG ALOSTAR BANK OF COMMERCE AND THE BORROWERS; AND EACH HOLDER OF THIS INSTRUMENT, BY ITS ACCEPTANCE HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • July 1st, 2013 • Lakeland Industries Inc • Orthopedic, prosthetic & surgical appliances & supplies • Georgia

THIS LOAN AND SECURITY AGREEMENT (together with all schedules, riders and exhibits annexed hereto from time to time, this “Agreement”) is entered into this 28th day of June, 2013 among ALOSTAR BANK OF COMMERCE, a state banking institution incorporated or otherwise organized under the laws of the State of Alabama (“Lender”), LAKELAND INDUSTRIES, INC., a Delaware corporation (“Lakeland US”), and LAKELAND PROTECTIVE WEAR INC., a Canadian corporation (“Lakeland Canada”; Lakeland US and Lakeland Canada are sometimes referred to herein individually as a “Borrower” and collectively as “Borrowers”). All schedules, riders and exhibits annexed hereto are incorporated herein and made a part hereof.

AMENDED AND RESTATED REVOLVER NOTE
Lakeland Industries Inc • July 1st, 2013 • Orthopedic, prosthetic & surgical appliances & supplies

This Amended and Restated Revolver Note (“Note”) is issued pursuant to, and is the “Revolver Note” referred to in, the Loan and Security Agreement dated on or about the date hereof (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among Borrowers and Lender, and Lender is and shall be entitled to all benefits thereof and of all other Loan Documents executed and delivered in connection therewith. All capitalized terms used herein, unless otherwise defined herein, shall have the meanings ascribed to such terms under the Loan Agreement.

INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • July 1st, 2013 • Lakeland Industries Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York

This INVESTOR RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of June 28, 2013 by and between Lakeland Industries, Inc., a Delaware corporation (the “Company”), and the Investor party hereto.

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