FINANCING AGREEMENT Dated as of December 7, 2016 by and among Cherokee Inc., as U.S. Borrower,Financing Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
Financing Agreement, dated as of December 7, 2016, by and among Cherokee Inc., a Delaware corporation (the "Parent" and, together with each other Person that is a domestic Subsidiary of Parent and executes a joinder agreement and becomes a "U.S. Borrower" hereunder, each a "U.S. Borrower" and, collectively, the "U.S. Borrowers"), Irene Acquisition Company B.V., a private company with limited liability incorporated under the laws of the Netherlands, having its statutory seat (statutaire zetel) in Amsterdam, the Netherlands and registered with the Dutch trade register under number 67160921 (the "Dutch Borrower" and, together with the U.S. Borrowers, each a "Borrower" and collectively, the "Borrowers"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages hereto (together with each other Person that executes a joinder agreement and becomes a "Guarantor" hereunder or otherwise guaranties all or any part of the Obligations (as hereinafter defined), each a "Guarantor"
WARRANT TO PURCHASE 120,000 SHARES OF COMMON STOCKWarrant Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • California
This Warrant is being issued pursuant to a License Agreement, dated as of December 7, 2016 (the “License Agreement”) between Hi-Tec Sports International Holdings BV and Licensee. All capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the License Agreement.
ASSET PURCHASE AGREEMENT among HI-TEC SPORTS USA, INC., IRENE ACQUISITION COMPANY B.V., CHEROKEE INC., and CAROLINA FOOTWEAR GROUP, LLC Dated as of November 29, 2016Asset Purchase Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), is made and entered into as of November 29, 2016, by and among Hi-Tec Sports USA, Inc. a California corporation (“Seller”), Irene Acquisition Company B.V., a company formed under the laws of the Netherlands (“Irene”) solely for purposes of Section 6.1, Cherokee Inc., a Delaware corporation (“Cherokee”) solely for purposes of Sections 11.2 and 23, and Carolina Footwear Group, LLC, a New York limited liability company (“Buyer” and, together with Seller, the “Parties” and, individually, a “Party”).
ContractNote • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear
THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE EVIDENCE REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
DATED 29 November 2016 SUNNINGDALE CORPORATION LIMITED (1) IRENE ACQUISITION COMPANY B.V. (2) and CHEROKEE INC. (3) SHARE PURCHASE AGREEMENT relating to the sale and purchase of the entire issued and outstanding share capital of Hi-Tec Sports...Share Purchase Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear
(1)SUNNINGDALE CORPORATION LIMITED, (the “Seller”), a company incorporated under the law of Malta with registered number C 252929 and having its registered office at Suite 3, Tower Business Centre, Tower Street, Swatar, Birkirkara, Malta;
Asset Purchase AgreementAsset Purchase Agreement • December 8th, 2016 • Cherokee Inc • Women's, misses', and juniors outerwear • England and Wales
(2)IRENE ACQUISITION COMPANY B.V. incorporated and registered in the Netherlands with company number 67160921 whose registered office is at Prins Bernhardplein 200, 1097 JB Amsterdam, the Netherlands (the “Additional Warrantor”); and
