Designer Brands Inc. Sample Contracts

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT VALUE CITY DEPARTMENT STORES LLC THE LEAD BORROWER FOR:
Loan and Security Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
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by and among DSW INC. and
Registration Rights Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • New York
BACKGROUND
Supply Agreement • June 7th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
RECITALS
Financing Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • New York
BETWEEN
Master Separation Agreement • June 7th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
EXHIBIT 10.26 SHARED SERVICES AGREEMENT DATED AS OF JANUARY 30, 2005
Shared Services Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
LOAN AND SECURITY AGREEMENT DSW INC. THE LEAD BORROWER FOR: DSW INC. DSW SHOE WAREHOUSE, INC. THE BORROWERS
Loan and Security Agreement • April 13th, 2006 • DSW Inc. • Retail-shoe stores • Ohio
BETWEEN DSW INC. AND
Employment Agreement • March 14th, 2005 • DSW Inc. • Ohio
DSW INC.
DSW Inc. • June 27th, 2005 • Retail-shoe stores • New York
INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 1st, 2020 • Designer Brands Inc. • Retail-shoe stores • Ohio

This Indemnification Agreement (this “Agreement”) is made and entered into as of the last date of the signature below, by and between Designer Brands Inc., an Ohio corporation (the “Company”), and [NAME], an individual (“Indemnitee”).

EXHIBIT 10.6 STANDARD EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • April 13th, 2006 • DSW Inc. • Retail-shoe stores • Ohio
Contract
Financing Agreement • December 8th, 2005 • DSW Inc. • Retail-shoe stores • New York

THIS WARRANT AND ANY SECURITIES ACQUIRED UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAW OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION TO THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS. THIS WARRANT AND SUCH SECURITIES MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE TERMS AND CONDITIONS SPECIFIED IN THIS WARRANT.

STANDARD EXECUTIVE SEVERANCE AGREEMENT BETWEEN DSW INC. AND THOMAS JESSEP
Executive Severance Agreement • May 1st, 2020 • Designer Brands Inc. • Retail-shoe stores • Ohio

This Standard Executive Severance Agreement (“Agreement”) by and between DSW Inc. (“Company”) and Thomas Jessep (“Executive”), collectively, the “Parties,” is effective as of the date signed (“Effective Date”) and supersedes and replaces any other oral or written employment-related agreement between the Executive and the Company.

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT BETWEEN DSW INC. AND KELLY COOK
Executive Employment Agreement • March 27th, 2014 • DSW Inc. • Retail-shoe stores • Ohio

This Standard Executive Employment Agreement (“Agreement”) by and between DSW Inc. (“Company”) and Kelly Cook (“Executive”), collectively, the “Parties,” is effective as of the date signed (“Effective Date”) and supersedes and replaces any other oral or written employment-related agreement between the Executive and the Company.

STANDARD EXECUTIVE SEVERANCE AGREEMENT BETWEEN DESIGNER BRANDS INC. AND JIM WEINBERG
Standard Executive Severance Agreement • March 16th, 2023 • Designer Brands Inc. • Retail-shoe stores • Ohio

This Standard Executive Severance Agreement (“Agreement”) by and between Designer Brands Inc. (the “Company”) and Jim Weinberg (the “Executive”), collectively, the “Parties,” is effective as of the date signed (the “Effective Date”) and supersedes and replaces any other oral or written employment-related agreement between the Executive and the Company.

LEASE
Lease • April 13th, 2006 • DSW Inc. • Retail-shoe stores
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BETWEEN DSW INC. AND
Employment Agreement • June 7th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
RECITALS
Form of Indemnification Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • Ohio
AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 8, 2011 BY AND AMONG DSW INC., DSW MS LLC AND RETAIL VENTURES, INC.
Agreement and Plan of Merger • February 25th, 2011 • DSW Inc. • Retail-shoe stores • Ohio

AGREEMENT AND PLAN OF MERGER dated as of February 8, 2011 (“Execution Date”) (this “Agreement”) is by and among DSW Inc., an Ohio corporation (“DSW”), DSW MS LLC, an Ohio limited liability company and a direct wholly-owned subsidiary of DSW (“Merger LLC”), and Retail Ventures, Inc., an Ohio corporation (“RVI”).

EXHIBIT 10.14.4 SECOND AMENDED AND RESTATED SENIOR LOAN AGREEMENT DATED AS OF JUNE __, 2005
Senior Loan Agreement • June 27th, 2005 • DSW Inc. • Retail-shoe stores • New York
AMENDMENT NO. 1 TO COLLATERAL AGREEMENT
Collateral Agreement • May 26th, 2011 • DSW Inc. • Retail-shoe stores

This Amendment No. 1 (this “Amendment”), is made and entered into as of May 25, 2011, among Retail Ventures, Inc., an Ohio corporation (the “Pledgor”), DSW MS LLC, an Ohio limited liability company (the “Successor”), HSBC Bank USA, National Association, as collateral agent (in such capacity, the “Collateral Agent”), HSBC Bank USA, National Association, as indenture trustee under the Indenture (in such capacity, with its successors in such capacity, the “Indenture Trustee”) and HSBC Bank USA, National Association, as securities intermediary (in such capacity, the “Securities Intermediary”), and amends, as provided herein, the Collateral Agreement, dated as of August 16, 2006, among the Pledgor, the Collateral Agent, the Indenture Trustee and the Securities Intermediary (the “Agreement”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Agreement.

SUPPLEMENTAL INDENTURE Dated as of May 25, 2011 among RETAIL VENTURES, INC., DSW MS LLC and HSBC Bank USA, National Association, as Indenture Trustee
Supplemental Indenture • May 26th, 2011 • DSW Inc. • Retail-shoe stores • New York

SUPPLEMENTAL INDENTURE, dated as of May 25, 2011 (this “Supplemental Indenture”), among Retail Ventures, Inc., an Ohio corporation (the “Initial Issuer”), DSW MS LLC, an Ohio limited liability company (the “Successor”), and HSBC Bank USA, National Association, a national banking association, acting as indenture trustee (the “Indenture Trustee”). Capitalized terms used and not otherwise defined in this Supplemental Indenture shall have the meanings ascribed to such terms in the Indenture.

Contract
Stipulation and Agreement • December 3rd, 2009 • DSW Inc. • Retail-shoe stores • Delaware

This stipulation and agreement (this “Agreement”) memorializes the parties’ agreement (the “RVI/DSW Settlement”) with respect to certain terms relating to a comprehensive settlement including, without limitation, (i) a compromise and settlement of all rights, claims, defenses and counterclaims involving Retail Ventures, Inc. and its officers, directors and subsidiaries other than DSW (as hereinafter defined) (collectively, “RVI”) and (ii) a compromise and settlement of all rights, claims, defenses and counterclaims involving DSW, Inc. and its officers, directors and subsidiaries (collectively, “DSW”).

Contract
Term Credit Agreement • December 5th, 2023 • Designer Brands Inc. • Retail-shoe stores • New York
First amendment to loan and security agreement
Loan and Security Agreement • March 24th, 2010 • DSW Inc. • Retail-shoe stores • Ohio

PNC BANK (as successor to National City Bank (as successor to National City Business Credit, Inc.)), a national banking institution with offices at 1965 E. Sixth Street, Cleveland, Ohio 44114, as administrative agent (in such capacity herein, the “Administrative Agent”) for the ratable benefit of the Revolving Credit Lenders (as defined in the Loan Agreement referred to below);

FIRST LEASE AMENDMENT
First Lease • March 24th, 2010 • DSW Inc. • Retail-shoe stores

THIS FIRST LEASE AMENDMENT (“Amendment”) is executed this day of , 2010, by and between JUBILEE LIMITED PARTNERSHIP, an Ohio limited partnership (“Landlord”), and DSW SHOE WAREHOUSE, INC., a Missouri corporation (“Tenant”).

AMENDMENT TO MASTER SEPARATION AGREEMENT
Master Separation Agreement • May 26th, 2011 • DSW Inc. • Retail-shoe stores • Ohio

This AMENDMENT TO MASTER SEPARATION AGREEMENT (this “Agreement”) is made and entered into as of May 25, 2011, by and between DSW INC. (“DSW”), and RETAIL VENTURES, INC. (“Retail Ventures”).

AMENDED AND RESTATED SUPPLY AGREEMENT
Supply Agreement • June 5th, 2006 • DSW Inc. • Retail-shoe stores • Florida

THIS AMENDED AND RESTATED SUPPLY AGREEMENT (the “Agreement”) is made as of May 30, 2006, by and between DSW INC., an Ohio corporation with a business address at 4150 East Fifth Ave, Columbus, Ohio 43219 (the “Supplier”), and STEIN MART, INC., a Florida corporation with a business address at 1200 Riverplace Boulevard, Jacksonville, Florida 32207 (“Stein Mart”), and replaces in its entirety that prior Supply Agreement between the parties hereto dated July 18, 2002.

SEVENTH AMENDMENT TO AMENDED AND RESTATED SUPPLY AGREEMENT
Supply Agreement • June 19th, 2020 • Designer Brands Inc. • Retail-shoe stores

THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED SUPPLY AGREEMENT (this “Amendment”), is made as of May 13, 2020 (the “Effective Date”) by and between DSW Leased Business Division LLC aka Affiliated Business Group, an Ohio limited liability company (“Supplier”), successor by assignment of Designer Brands Inc., an Ohio corporation f/k/a DSW Inc. (“DSW”), each having a business address of 810 DSW Drive, Columbus, Ohio 43219, and Stein Mart, Inc., a Florida corporation (“Stein Mart”) with a business address of 1200 Riverplace Boulevard, Jacksonville, Florida 32207.

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