COLLATERAL AGREEMENT dated and effective as of March 2, 2012, among CLAIRE’S STORES, INC., as Issuer, THE PLEDGORS PARTY HERETO, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral AgentCollateral Agreement • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
COLLATERAL AGREEMENT dated and effective as of March 2, 2012 (this “Agreement”), among CLAIRE’S STORES, INC., a Florida corporation (the “Issuer”), each Subsidiary of the Company identified on Schedule I hereto (each such Subsidiary, together with the Issuer and any Subsidiary of the Company that becomes a party hereto pursuant to Section 5.16 hereof, the “Pledgors,” and each, a “Pledgor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for the Indenture Secured Parties (as defined below).
JOINDER AGREEMENTJoinder Agreement • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
This Agreement is supplemental to that certain Intercreditor Agreement, dated as of March 4, 2011 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Intercreditor Agreement”), among Credit Suisse AG, Cayman Islands Branch, as Credit Agreement Agent, The Bank of New York Mellon Trust Company, N.A., as Trustee, Holdings, the Company and certain subsidiaries of the Company. This Agreement has been entered into to record the accession of the New Agent as Other First Priority Lien Obligations Agent under the Intercreditor Agreement.
FIRST LIEN INTERCREDITOR AGREEMENT dated as of March 2, 2012, among CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Bank Collateral Agent under the Credit Agreement, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Agent under the Indenture,...First Lien Intercreditor Agreement • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
FIRST LIEN INTERCREDITOR AGREEMENT, dated as of March 2, 2012 (as amended or supplemented from time to time, this “Agreement”), among CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Bank Collateral Agent for the Credit Agreement Secured Parties (in each case, as defined below), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Indenture Agent for the Indenture Secured Parties (in each case, as defined below), each Grantor party hereto and each Additional Agent (as defined below) from time to time party hereto for the Additional Secured Parties (as defined below) of the Series with respect to which it is acting in such capacity.
AMENDMENT NO. 1 TO COLLATERAL AGREEMENTCollateral Agreement • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
AMENDMENT NO. 1 TO COLLATERAL AGREEMENT, dated as of March 2, 2012 (this “Amendment”), to that certain Collateral Agreement, dated as of March 4, 2011 (as the same may be further amended, supplemented or otherwise modified from time to time, the “Collateral Agreement”), among Claire’s Stores, Inc. (the “Issuer”), each of the other Pledgors party thereto (the “Pledgors”) and The Bank of New York Mellon Trust Company, N.A., as Collateral Agent (the “Collateral Agent”).
ContractSupplemental Indenture • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
SENIOR SECURED FIRST LIEN NOTES SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 2, 2012, by and among Claire’s Stores, Inc., a Florida corporation (the “Company”), BMS Distributing Corp., a Delaware corporation, CBI Distributing Corp., a Delaware corporation, Claire’s Boutiques, Inc., a Colorado corporation, Claire’s Canada Corp., a Delaware corporation, Claire’s Puerto Rico Corp., a Delaware corporation, and CSI Canada LLC, a Delaware limited liability company, as guarantors (the “Guarantors”), and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”) and Collateral Agent (the “Collateral Agent”), to the Indenture (the “Indenture”), dated as of February 28, 2012, among Claire’s Escrow II Corporation, a Delaware corporation (the “Issuer”), the Trustee, and the Collateral Agent.
FIRST LIEN TRADEMARK SECURITY AGREEMENTFirst Lien Trademark Security Agreement • March 5th, 2012 • Claires Stores Inc • Retail-apparel & accessory stores • New York
FIRST LIEN TRADEMARK SECURITY AGREEMENT (as amended, restated, supplemented, waived or otherwise modified from time to time) (this “Agreement”), dated as of March 2, 2012, between CBI Distributing Corp., a Delaware corporation (the “Grantor”), and The Bank of New York Mellon Trust Company, N.A., as collateral agent for the Indenture Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
