Standard Contracts
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • February 3rd, 2006 • Casual Male Retail Group Inc • Retail-family clothing stores • Arizona
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”) is dated as of January 30, 2006, by and between CASUAL MALE RETAIL GROUP, INC., a Delaware corporation (the “Seller”), and SPIRIT FINANCE ACQUISITIONS, LLC, a Delaware limited liability company (the “Purchaser”).
THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 3rd, 2006 • Casual Male Retail Group Inc • Retail-family clothing stores
This Third Amendment to Fourth Amended and Restated Loan and Security Agreement (the “Third Amendment”) is made as of this 31st day of January, 2006 by and among
LEASE AGREEMENTLease Agreement • February 3rd, 2006 • Casual Male Retail Group Inc • Retail-family clothing stores • Massachusetts
, (the “Landlord”) owns real property located at (the “Leased Premises”), which real property the Landlord leases to , with office located at 555 Turnpike Street, Canton, Massachusetts 02021 (the “Tenant”). The Tenant has established a credit facility with Fleet Retail Group, LLC (in such capacity and with any successor, the “Agent”), a Delaware limited liability company with, offices at 40 Broad Street Boston, Massachusetts 02109, as agent for the benefit of a syndicate of lenders (the “Lenders”), which loan arrangement is secured by all of the Tenant’s present and after acquired personal property, including, among other things, the Tenant’s inventory and equipment (the “Collateral”) located and to be located upon the Leased Premises. The Landlord hereby represents, warrants, covenants and agrees as follows:
CONTRIBUTION AGREEMENTContribution Agreement • February 3rd, 2006 • Casual Male Retail Group Inc • Retail-family clothing stores
We are acting as counsel to CASUAL MALE RETAIL GROUP, INC., a Delaware corporation, as transferor of that certain parcel of real property identified on Schedule I attached hereto (the “Property”) and as the subsequent lessee of the Property (“Lessee”) and are rendering this opinion in connection with the transactions contemplated by that certain Contribution and Transfer Agreement and the Lease Agreement dated as of the date of this opinion (the “Lease”), entered into between Lessee and SPIRIT SPE CANTON, LLC, a Delaware limited liability company (“Spirit”). In connection with such representation, we have reviewed the documents set forth on Schedule II attached hereto, all dated as of the date of this opinion (collectively, the “Operative Documents”).
