0001341004-11-000561 Sample Contracts

VOTING AGREEMENT
Voting Agreement • February 22nd, 2011 • American Apparel, Inc • Blank checks • Delaware

VOTING AGREEMENT, dated as of February 18, 2011 (this “Voting Agreement”), between Dov Charney, an individual (“Mr. Charney”), and Lion/Hollywood L.L.C., in its capacity as Lender under that certain Credit Agreement, dated as of March 13, 2009 (as modified, amended, supplemented or restated and in effect from time to time, the “Credit Agreement”) among American Apparel, Inc. (the “Company”), the Facility Guarantors thereunder, the Lenders from time to time party thereto, and Wilmington Trust FSC (the “Agent”), in its capacities as Administrative Agent and Collateral Agent thereunder. Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to such terms under the Credit Agreement.

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FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 22nd, 2011 • American Apparel, Inc • Blank checks • New York

FIFTH AMENDMENT, dated as of February 18, 2011 (this “Amendment”), to the Credit Agreement dated as of March 13, 2009 (as modified by that certain Resignation, Waiver, Consent and Appointment Agreement dated as of March 31, 2009, the Waiver dated as of September 30, 2009, the First Amendment, dated as of December 30, 2009, the Second Amendment dated as of March 31, 2010, the Third Amendment dated as of June 23, 2010, the Fourth Amendment dated as of September 30, 2010, and the Waiver dated as of January 31, 2011, the “Credit Agreement”), among American Apparel, Inc., a corporation organized under the laws of the State of Delaware (the “Borrower”), the Facility Guarantors from time to time party thereto, Wilmington Trust FSB, in its capacity as Administrative Agent and in its capacity as Collateral Agent thereunder, and the Lenders from time to time party thereto.

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