EXHIBIT 10.2 ARC MANUFACTURING INC. ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of October 26, 1998, by and among JALATE, LTD., a California corporation (the "Buyer") and ARC MANUFACTURING,...Asset Purchase Agreement • November 23rd, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
RECITALSIndemnification Agreement • March 31st, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
RECITALSCredit Agreement • March 31st, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
EXHIBIT 10.51 CREDIT AGREEMENTJalate LTD Inc • March 31st, 1998 • Women's, misses', and juniors outerwear • California
1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made and effective as of the sixth day of May, 1996, by and between JALATE, LTD., a California corporation (the "Company"), and FREDERICK A. FINDLEY (the "Employee"), with respect to the following...Employment Agreement • March 31st, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
FOURTH AMENDMENT TO REVOLVING LOAN AGREEMENTRevolving Loan Agreement • August 19th, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear
1 EXHIBIT 10.23 SECURITY AND PLEDGE AGREEMENT This Security and Pledge Agreement (herein "AGREEMENT") is entered into as of this 27th day of January, 1998, between JALATE, LTD., a California corporation ("DEBTOR"), and WILLIAM M. DEARMAN, an...Security and Pledge Agreement • March 31st, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • Texas
1 EXHIBIT 10.36 WELLS FARGO HSBC TRADE BANK TERM NOTE ========================= =======================================================Jalate LTD Inc • March 31st, 1998 • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.35 CREDIT AGREEMENT by and between JALATE, LTD., A CALIFORNIA CORPORATIONJalate LTD Inc • March 31st, 1998 • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.65 =============================================================== ================= CREDIT AGREEMENTCredit Agreement • August 14th, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
CREDIT AGREEMENT by and betweenCredit Agreement • March 31st, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear
1 Congress Talcott Corporation (Western) 5670 Wilshire Boulevard Suite 1750 Los Angeles California 90036 213 954 5300 July 25, 1996 Jalate, Ltd. 1675 S. Alameda Los Angeles, CA 90021 [CONGRESS TALCOTT LOGO] Gentlemen: This letter will modify and amend...Jalate LTD Inc • March 31st, 1997 • Women's, misses', and juniors outerwear
EXHIBIT 10.3 G.E. CAPITAL FIRST FACTORS FACTORING AGREEMENT THIS FACTORING AGREEMENT (this "Agreement"), made and executed this 10th day of November, 1998, by and between JALATE, LTD. (the Client); and GE CAPITAL FIRST FACTORS CORPORATION (the...Factoring Agreement • November 23rd, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), is entered into as of November 30, 1996, by and between JALATE LIMITED, INC., ("Borrower"), and WELLS FARGO HSBC TRADE BANK, N.A. ("Bank").Credit Agreement • March 31st, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear
RECITALS --------Credit Agreement • August 19th, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
April 1, 1998Jalate LTD Inc • April 13th, 1998 • Women's, misses', and juniors outerwear
EXHIBIT 10.44 COLLECTION DATE FACTORING AGREEMENT This Collection Date Factoring Agreement (this "AGREEMENT"), dated and effective as of the Effective Date, is entered into between HELLER FINANCIAL, INC. ("HELLER"), with offices at 505 N. Brand Blvd.,...Collection Date Factoring Agreement • March 31st, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.49 INVENTORY SECURITY AGREEMENT This Inventory Security Agreement is made this 2nd day of December 1997 by and between JALATE, LTD., a California corporation having a principal place of business at 1675 South Alameda Street, Los Angeles,...Inventory Security Agreement • March 31st, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
RECITALSIndemnification Agreement • May 14th, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.47 LETTER OF CREDIT/GUARANTY AGREEMENT THIS AGREEMENT is made this day of November, 1997 between Jalate, Ltd. ("CLIENT") and Heller Financial, Inc. ("HELLER"). All capitalized terms used herein and not otherwise defined herein shall have...Guaranty Agreement • March 31st, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.04 THE TRADE BANK 333 South Grand Avenue, Suite 940 WELLS FARGO HSBC TRADE BANK, N.A. Los Angeles, CA 90071 March 24, 1998 Mr. Frederick A. Findley Jalate, Ltd. 6557 Flotilla City of Commerce, CA 90040 Dear Fred: Reference is made to that...Jalate LTD Inc • April 13th, 1998 • Women's, misses', and juniors outerwear
1 EXHIBIT 10.61 INTERCREDITOR AGREEMENT THIS INTERCREDITOR AGREEMENT is made and entered into as of June 30, 1997, by and between WELLS FARGO HSBC TRADE BANK, NATIONAL ASSOCIATION ("Bank") and HELLER FINANCIAL, INC. ("Factor"), with reference to the...Intercreditor Agreement • August 14th, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
EXHIBIT 10.1 SUBORDINATED NOTE PAYABLE CONVERSION AGREEMENT ---------------------------------------------- This Conversion Agreement (the "Agreement") is entered into as of November 1, 1998, by and among Jalate, Ltd., a California corporation (the...Subordinated Note Payable Conversion Agreement • November 23rd, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 EXHIBIT 10.03 LIMITED WAIVER AND AMENDMENT This Limited Waiver and Amendment (this "Agreement") is made as of April 1, 1998 by and between JALATE, LTD., a California corporation ("Client") and HELLER FINANCIAL, INC., a Delaware corporation...Limited Waiver and Amendment • April 13th, 1998 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
January 22, 1998 Jalate, Ltd. 6557 Flotilla St. City of Commerce, CA 90040 Attn: Frederick A. Findley RE: Credit Agreement dated as of January 21, 1998 (the "Credit Agreement") by and between Jalate, Ltd. ("Jalate") and Wells Fargo HSBC Trade Bank,...Jalate LTD Inc • March 31st, 1998 • Women's, misses', and juniors outerwear
1 EXHIBIT 10.46 [LOGO] [HELLER FINANCIAL LETTERHEAD] January 22, 1998 Jalate, Ltd. 6557 Flotilla Street Los Angeles, CA 90040 Attn: Fred Findley Re: Collection Date Factoring Agreement and Revolving Loan Agreement, both dated June 30, 1997 Dear Mr....Jalate LTD Inc • March 31st, 1998 • Women's, misses', and juniors outerwear
October 23, 1997Jalate LTD Inc • November 14th, 1997 • Women's, misses', and juniors outerwear
R E C I T A L SAssignment Agreement • August 14th, 1997 • Jalate LTD Inc • Women's, misses', and juniors outerwear • California
1 Congress Talcott Corporation (Western) 5670 Wilshire Boulevard Suite 1750 Los Angeles California 90036 213 954-5300 March 4, 1997 Mr. Fred Findley Jalate, Ltd. [CONGRESS TALCOTT LOGO] 1675 S. Alameda Los Angeles, CA 90015 Re: Jalate, Ltd....Jalate LTD Inc • March 31st, 1997 • Women's, misses', and juniors outerwear
