Hilfiger Tommy Corp Sample Contracts

among
Agreement and Plan of Merger • December 27th, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
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INDENTURE dated as of May 1, 1998 among
Supplemental Indenture • May 31st, 2006 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
W I T N E S S E T H :
License Agreement • November 12th, 1998 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments
150,000,000 CREDIT AGREEMENT AMONG TOMMY HILFIGER CORPORATION, AS GUARANTOR, TOMMY HILFIGER U.S.A., INC., AS BORROWER,
Credit Agreement • April 22nd, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
EXHIBIT 10.18 ------------- PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • June 28th, 2000 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
Exhibit 10.1 ------------ STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 6th, 2001 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
W I T N E S S E T H
Credit Agreement • June 27th, 1997 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
by and among
Agreement • April 1st, 1998 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
WITNESSETH:
License Agreement • June 25th, 1998 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
FORM OF
Registration Rights Agreement • April 1st, 1998 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
TOMMY HILFIGER U.S.A., INC. Issuer TOMMY HILFIGER CORPORATION Guarantor and THE CHASE MANHATTAN BANK Trustee INDENTURE
Hilfiger Tommy Corp • June 25th, 1998 • Men's & boys' furnishgs, work clothg, & allied garments • New York
EXHIBIT 10.19 ------------- LICENSE AGREEMENT
Agreement • June 26th, 2001 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
GUARANTEE
Guarantee • December 27th, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
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AS SELLER AND
Sale-Purchase Agreement • October 25th, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
TOMMY HILFIGER U.S.A., INC. Issuer TOMMY HILFIGER CORPORATION Guarantor and THE CHASE MANHATTAN BANK Trustee
Hilfiger Tommy Corp • June 14th, 2004 • Men's & boys' furnishgs, work clothg, & allied garments • New York

INDENTURE, dated as of May 1, 1998, by and among Tommy Hilfiger U.S.A., Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 25 West 39th Street, New York, New York 10018, Tommy Hilfiger Corporation, a corporation duly organized and existing under the laws of the British Virgin Islands (herein called the “Guarantor”), having its principal executive offices at 6/F Precious Industrial Center, 18 Cheung Yue Street, Cheung Sha Wan, Kowloon, Hong Kong, and The Chase Manhattan Bank, a banking corporation duly organized and existing under the laws of the State of New York, Trustee (herein called the “Trustee”).

Contract
First Amendment and Waiver • November 18th, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York

RESTATED FIRST AMENDMENT AND WAIVER, dated as of February 1, 2005 (this “Restated Amendment and Waiver”), to the Credit Agreement, dated as of June 28, 2002 (as the same may further be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Tommy Hilfiger Corporation, a British Virgin Islands corporation (“Holdings”), Tommy Hilfiger U.S.A., Inc., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (collectively, the “Lenders”; individually, a “Lender”), and JPMorgan Chase Bank, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

Contract
The Agreement • December 15th, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments

Reference is made to the Agreement (the “Agreement”) made as of the 14th day of July, 2004 between Tommy Hilfiger 485 Fifth, Inc. (“Seller”) and Park & 5th Property, LLC (“Purchaser”) with respect to the purchase of premises located at 485 Fifth Avenue, New York, New York (the “Premises”).

WAIVER OF CERTAIN PAYMENTS
Hilfiger Tommy Corp • July 6th, 2001 • Men's & boys' furnishgs, work clothg, & allied garments
Contract
Hilfiger Tommy Corp • November 18th, 2005 • Men's & boys' furnishgs, work clothg, & allied garments

INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of January 31, 2005, by and among TOMMY HILFIGER U.S.A., INC., a corporation duly organized and existing under the laws of the State of Delaware, having its principal office at 25 West 39th Street, New York, New York 10018 (the “Issuer”), JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank, as successor to The Chase Manhattan Bank), a national banking association, having its corporate trust office at 4 New York Plaza, 15th Floor, New York, New York 10004, as resigning Trustee (the “Resigning Trustee”), and Wilmington Trust Company, a corporation duly organized and existing under the laws of the State of Delaware, having its principal corporate trust office at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890, as successor Trustee (the “Successor Trustee”).

Contract
Hilfiger Tommy Corp • December 23rd, 2005 • Men's & boys' furnishgs, work clothg, & allied garments

This shall confirm our understanding with respect to certain typographical errors appearing in the second sentence of Section 4(F)(v) of the Agreement. It is hereby agreed that the reference to “Subsection (ii)” is amended to be “Subsection (i)”, and the reference to “Subsection (iv)” is amended to be “Subsection (iii)”. The Agreement otherwise remains in full force and effect and shall not be amended except as expressly set forth above.

ASSIGNMENT AND ASSUMPTION OF CONTRACT
Assignment and Assumption of Contract • December 23rd, 2005 • Hilfiger Tommy Corp • Men's & boys' furnishgs, work clothg, & allied garments

THIS ASSIGNMENT AND ASSUMPTION OF CONTRACT, dated as of the 2nd day of December, 2005, made by TOMMY HILFIGER U.S.A., INC., a Delaware corporation having an office at 25 W. 39th Street, New York NY 10018 (hereinafter referred to as “Assignor”), and 25 West 39th Street Realty, LLC, a New York limited liability Company, having an office at c/o Chetrit Group, LLC, 404 Fifth Avenue, New York, New York 10018 (hereinafter referred to as the “Assignee”).

EXHIBIT 10.19 ------------- Memorandum of Agreement
Hilfiger Tommy Corp • June 25th, 1999 • Men's & boys' furnishgs, work clothg, & allied garments
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