Sunrise Acquisition Company, LLCEquity Rollover Agreement • February 27th, 2009 • Tarrant Apparel Group • Women's, misses', and juniors outerwear
LIMITED JOINT AND SEVERAL GUARANTEELimited Joint and Several Guarantee • February 27th, 2009 • Tarrant Apparel Group • Women's, misses', and juniors outerwear • California
LIMITED JOINT AND SEVERAL GUARANTEE, dated as of February 26, 2009 (this “Limited Guarantee”), by Gerard Guez and Todd Kay (each, a “Guarantor” and together, the “Guarantors”) in favor of Tarrant Apparel Group, a California corporation (the “Guaranteed Party”).
AGREEMENT AND PLAN OF MERGER by and among SUNRISE ACQUISITION COMPANY, LLC SUNRISE MERGER COMPANY GERARD GUEZ TODD KAY and TARRANT APPAREL GROUP Dated: February 26, 2009Merger Agreement • February 27th, 2009 • Tarrant Apparel Group • Women's, misses', and juniors outerwear • California
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of February 26, 2009 (the “Agreement”), by and among Sunrise Acquisition Company, LLC, a California limited liability company (“Parent”), Sunrise Merger Company, a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Tarrant Apparel Group, a California corporation (the “Company”) and, solely for the purposes of ARTICLE 3, Sections 4.6, 4.7, 4.10, 4.11, 4.12 and ARTICLE 7, Gerard Guez and Todd Kay (the “Guarantors”).
