FINANCING AGREEMENT Dated as of August 3, 2018 by and among Cherokee Inc., as U.S. Borrower,Financing Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
Financing Agreement, dated as of August 3, 2018, by and among Cherokee Inc., a Delaware corporation (the “Parent” and the “U.S. Borrower”), 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. Borrower, 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” and collectively, the “Guarantors”), the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”), Gordon Brothers Finance Company, a Delaware corporation (“GBF
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated as of August 3, 2018, made by each of the Grantors referred to below, in favor of Gordon Brothers Finance Company, a Delaware corporation, in its capacity as collateral agent for the Secured Parties referred to below (in such capacity, together with its successors and assigns in such capacity, if any, the “Collateral Agent”).
ContractAgreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
THIS AGREEMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF AUGUST 3, 2018, BY AND AMONG, AMONG OTHERS, SUBORDINATED CREDITOR AND GORDON BROTHERS FINANCE COMPANY, AS SENIOR AGENT (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED IN ACCORDANCE WITH ITS TERMS, THE “SUBORDINATION AGREEMENT”). In the event of any conflict between the terms of the SUBORDINATION Agreement and this agreement, the terms of the SUBORDINATION Agreement shall control.
ContractSubordination and Intercreditor Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • New York
THIS AGREEMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF AUGUST 3, 2018, BY AND AMONG, AMONG OTHERS, SUBORDINATED CREDITOR AND GORDON BROTHERS FINANCE COMPANY, AS SENIOR AGENT (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED IN ACCORDANCE WITH ITS TERMS, THE “SUBORDINATION AGREEMENT”). In the event of any conflict between the terms of the SUBORDINATION Agreement and this agreement, the terms of the SUBORDINATION Agreement shall control.
CHEROKEE INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of A, 2018, by and between Cherokee Inc., a Delaware corporation (the “Company”) and the investors listed on the signature pages hereto (each, a “Purchaser”) and such other Persons, if any, from time to time, that become a party hereto as holders of Registrable Securities (as defined below). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in that certain Exchange Agreement dated as of August 3, 2018, by and between the Company and the Purchasers (as may be amended or restated from time to time, the “Exchange Agreement”).
ContractCherokee Inc • September 13th, 2018 • Women's, misses', and juniors outerwear • Delaware
THIS WARRANT AND ANY SECURITIES OBTAINABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE’S SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE SECURITIES ACT OR PURSUANT TO AN EXEMPTION THEREFROM.
ContractCherokee Inc • September 13th, 2018 • Women's, misses', and juniors outerwear • Delaware
THIS WARRANT AND ANY SECURITIES OBTAINABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE’S SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE SECURITIES ACT OR PURSUANT TO AN EXEMPTION THEREFROM.
EXCHANGE AGREEMENTExchange Agreement • September 13th, 2018 • Cherokee Inc • Women's, misses', and juniors outerwear • Delaware
THIS EXCHANGE AGREEMENT (the “Agreement”) is dated this 3rd day of August, 2018, and is entered into by and between Cherokee Inc., a Delaware corporation (the “Company”), and each of the holders of a Participation (defined below) listed on Schedule I hereto (each, a “Purchaser”).
