AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENTTerm a Loan Agreement • September 24th, 2013 • Apparel Holding Corp. • Retail-apparel & accessory stores
THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENT (this “Amendment”) is entered into as of July , 2012, by and among the Lenders identified on the signature pages hereof (such Lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), SUN KELLWOOD FINANCE, LLC, as agent for the Lenders (in such capacity, “Agent”), KELLWOOD COMPANY, a Delaware corporation (“Parent”), the Domestic Subsidiaries of Parent party hereto as Borrowers (together with Parent, “Borrowers”) and the other Obligors party hereto (together with the Borrowers, the “Loan Parties”).
CONSENT AND AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENTTerm a Loan Agreement • October 10th, 2013 • Apparel Holding Corp. • Retail-apparel & accessory stores • Delaware
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of December 31, 2012, is made by and among Kellwood Company, a Delaware corporation (“US Seller”), Canadian Recreation Products Inc., a corporation organized under the Laws of Quebec (“Canada Seller”, and collectively with US Seller, the “Sellers”, and each, individually, a “Seller”), RR Canada, Inc., a corporation organized under the Laws of Quebec (“Canada Purchaser”), and RR Acquisition Corporation, a Delaware corporation (“US Purchaser”, and collectively with Canada Purchaser, the “Purchasers”, and each, individually, a “Purchaser”). The Sellers and the Purchasers are sometimes individually referred to in this Agreement as a “Party”, and collectively, as the “Parties”. Certain capitalized terms used herein have the meanings ascribed to such terms in Article VI.
AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENTTerm a Loan Agreement • September 24th, 2013 • Apparel Holding Corp. • Retail-apparel & accessory stores • Illinois
This AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENT (this “Amendment”), dated as of June 28, 2013, amends that certain Second Amended and Restated Term A Loan Agreement, dated as of April 20, 2012, as amended, restated or otherwise modified from time to time, the “Loan Agreement”), by and among KELLWOOD COMPANY, a Delaware corporation (the “Borrower Representative” or “Parent”), its Domestic Subsidiaries from time to time party thereto (each a “Borrower” and collectively with Borrower Representative, the “Borrowers”), the other Obligors (as defined therein) party thereto, SCSF Kellwood Finance, LLC, a Delaware limited liability company (“SCSF Finance”) and Sun Kellwood Finance, LLC, a Delaware limited liability company (“Sun Finance” and, together with the SCSF Finance, each a “Lender” and collectively, the “Lenders”) and Sun Finance, in its capacity as collateral agent for each Lender (the “Collateral Agent”).
CONSENT AND AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENTTerm a Loan Agreement • September 24th, 2013 • Apparel Holding Corp. • Retail-apparel & accessory stores
THIS CONSENT AND AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED TERM A LOAN AGREEMENT (this “Amendment”) is entered into as of December 31, 2012, by and among the Lenders identified on the signature pages hereof (such Lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), SUN KELLWOOD FINANCE, LLC, as agent for the Lenders (in such capacity, “Agent”), KELLWOOD COMPANY, a Delaware corporation (“Parent”), the Domestic Subsidiaries of Parent party hereto as Borrowers (together with Parent, the “Borrowers”) and the other Obligors party hereto (together with the Borrowers, the “Loan Parties”).
