AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 8th, 2010 • Talbots Inc • Retail-women's clothing stores • New York
This Amended and Restated Registration Rights Agreement (this “Agreement”), dated as of April 7, 2010, is made and entered into by and among The Talbots Inc., a Delaware corporation (the “Company”), BPW Acquisition Corp., a Delaware corporation, (“BPW”), Perella Weinberg Partners Acquisition LP, a Delaware limited partnership, and BNYH BPW Holdings LLC, a Delaware limited liability company (each a “Sponsor” and together the “Sponsors”), the other parties listed under “Holders” on the signature page hereto and any person or entity who hereafter becomes a party to this Agreement as contemplated by Section 4.02 of this Agreement (each such party, and each of the Sponsors, a “Holder” and collectively the “Holders”).
CREDIT AGREEMENT Dated as of April 7, 2010 by and among THE TALBOTS, INC., THE TALBOTS GROUP, LIMITED PARTNERSHIP, and TALBOTS CLASSICS FINANCE COMPANY, INC., as the Borrowers, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES,...Credit Agreement • April 8th, 2010 • Talbots Inc • Retail-women's clothing stores • New York
This CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of April 7, 2010, by and among THE TALBOTS, INC., a Delaware corporation (the “Company”), THE TALBOTS GROUP, LIMITED PARTNERSHIP, a Massachusetts limited partnership (“Talbots Group”), TALBOTS CLASSICS FINANCE COMPANY, INC., a Delaware corporation (“Talbots Finance”) (the Company, the Talbots Group and Talbots Finance are sometimes referred to herein collectively as the “Borrowers” and individually as a “Borrower”), the Company, as Borrower Representative, each other Person from time to time party hereto as a “Credit Party”, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), as Agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender (includ
PRIVATE LABEL CREDIT CARD ACCESS AND MONITORING AGREEMENTPrivate Label Credit Card Access and Monitoring Agreement • April 8th, 2010 • Talbots Inc • Retail-women's clothing stores • New York
This PRIVATE LABEL CREDIT CARD ACCESS AND MONITORING AGREEMENT (this “Agreement”) is dated as of April 7, 2010 and is entered into by and among (a) THE TALBOTS, INC., a Delaware corporation (the “Company”), (b) each other Credit Party under and as defined in the Credit Agreement referred to below, (c) TALBOTS CLASSICS NATIONAL BANK, a national banking association (“Talbots Bank” and together with the Company and the other Credit Parties, collectively, the “PLCC Parties”), and (d) GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), as Agent for the several financial institutions from time to time party to the Credit Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender (including as Swingline Lender).
GUARANTY AND SECURITY AGREEMENT Dated as of April 7, 2010 by THE TALBOTS, INC., THE TALBOTS GROUP, LIMITED PARTNERSHIP, and TALBOTS CLASSICS FINANCE COMPANY, INC., as the Borrowers, and EACH OTHER GRANTOR FROM TIME TO TIME PARTY HERETO in favor of...Guaranty and Security Agreement • April 8th, 2010 • Talbots Inc • Retail-women's clothing stores • New York
WHEREAS, pursuant to the Credit Agreement dated as of the date hereof (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among the Borrowers, the Company, as Borrower Representative, the other Credit Parties party thereto, the Lenders and GE Capital, as Agent, the Lenders have severally agreed to make extensions of credit to the Borrowers upon the terms and subject to the conditions set forth therein;
