THIS AMENDMENT (this "Amendment") to the Loan and Security Agreement is entered into as of the 21st day of November, 1997, by and between Azteca Production International, Inc. (the "Borrower"), and American Eagle Outfitters, Inc. (the "Lender"). RECITALS:Loan and Security Agreement • December 9th, 1997 • American Eagle Outfitters Inc • Retail-family clothing stores • Ohio
AGREEMENT ---------Registration Agreement • December 14th, 1998 • American Eagle Outfitters Inc • Retail-family clothing stores • Ohio
EMPLOYMENT AGREEMENT (Roger Markfield) THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and Roger Markfield ("Executive"), and is effective as of the date it has been fully executed by both parties. Company agrees to...Employment Agreement • November 24th, 1999 • American Eagle Outfitters Inc • Retail-family clothing stores • Ohio
AMERICAN EAGLE OUTFITTERS, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of April 27, 2020 3.75% Convertible Senior Notes due 2025Indenture • April 28th, 2020 • American Eagle Outfitters Inc • Retail-family clothing stores • New York
INDENTURE, dated as of April 27, 2020, between American Eagle Outfitters, Inc., a Delaware corporation, as issuer (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).
Exchange AgreementExchange Agreement • June 3rd, 2022 • American Eagle Outfitters Inc • Retail-family clothing stores • New York
The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with American Eagle Outfitters, Inc., a Delaware corporation (the “Company”), certain 3.75% Convertible Senior Notes due 2025, CUSIP ___________ (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant to a private placement exemption from registration under Section 4(a)(2) of the Securit
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • November 23rd, 2021 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT, dated as of the 30th day of August 2021, is made by and between American Eagle Outfitters, Inc., a Delaware corporation (the “Company”) and the executive listed on the signature page (the “Executive”).
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • July 27th, 2012 • American Eagle Outfitters Inc • Retail-family clothing stores • Delaware
THIS AGREEMENT, dated as of the 25th day of July, 2012, is made by and between American Eagle Outfitters, Inc., a Delaware corporation (the "Company") and the executive listed on the signature page (the "Executive").
EMPLOYMENT AGREEMENT As amended December, 2008 (Roger S. Markfield)Employment Agreement • December 23rd, 2008 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and Roger S. Markfield ("Executive"), and is effective as of the date it has been fully executed by both parties. It supercedes and replaces all prior employment agreements between the Company and Executive.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 10th, 2017 • American Eagle Outfitters Inc • Retail-family clothing stores • Delaware
This Indemnification Agreement (“Agreement”), dated as of [__________], 2016, is by and between American Eagle Outfitters, Inc., a Delaware corporation (the “Company”) and [____________________] (“Indemnitee”).
CREDIT AGREEMENT dated as of December 2, 2014 among AMERICAN EAGLE OUTFITTERS, INC., as the Company The Subsidiaries from time to time party hereto, as U.S. Subsidiary Borrowers AMERICAN EAGLE OUTFITTERS CANADA CORPORATION, and the other Subsidiaries...Credit Agreement • December 4th, 2014 • American Eagle Outfitters Inc • Retail-family clothing stores • New York
CREDIT AGREEMENT dated as of December 2, 2014, among AMERICAN EAGLE OUTFITTERS, INC., a Delaware corporation (the “Company”), each of the U.S. Subsidiary Borrowers from time to time party hereto, each of the Canadian Borrowers from time to time party hereto, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
Notice of Grant of Restricted American Eagle Outfitters, Inc. Stock Units and Restricted Stock 77 Hot Metal Street Units Award Agreement Pittsburgh, PA 15203 #EmployeeID# Plan: 2020 #ParticipantName# Product ID:American Eagle Outfitters Inc • March 15th, 2024 • Retail-family clothing stores
Effective #GrantDate# (the “Grant Date”), you have been granted an Award of #QuantityGranted# units of restricted stock (the “RSUs”) under the American Eagle Outfitters, Inc. 2020 Stock Award and Incentive Plan (the “Plan”). Each RSU represents the right to receive one share of American Eagle Outfitters, Inc. (the “Company”) common stock, $0.01 par value per share, at a future point in time. This Award is subject to the terms and conditions contained in this Notice and Agreement, as well as the terms and conditions of the Plan. All capitalized words not defined in this Notice and Agreement have the meanings assigned to them in the Plan.
EMPLOYMENT AGREEMENT As amended December, 2008 (James V. O'Donnell)Employment Agreement • December 23rd, 2008 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and James V. O'Donnell ("Executive"), and is effective as of the date it has been fully executed by both parties.
STOCK PURCHASE AGREEMENT by and among QUIET HOLDINGS, LLC, as Seller, QUIET GLOBAL HOLDINGS, LLC, as QGH, QUIET LOGISTICS, INC., as the Company, THE ORIGINAL REAL CO., as Buyer, and, solely for purposes of Section 11.15, AMERICAN EAGLE OUTFITTERS,...Stock Purchase Agreement • November 3rd, 2021 • American Eagle Outfitters Inc • Retail-family clothing stores • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 1, 2021, is entered into by and among Quiet Holdings, LLC, a Delaware limited liability company (“Seller”), Quiet Global Holdings, LLC, a Delaware limited liability company (“QGH”, and together with Seller, the “Seller Parties”), Quiet Logistics, Inc., a Delaware corporation (the “Company”), The Original Real Co., a Delaware corporation (“Buyer”) and, solely for purposes of Section 11.15, American Eagle Outfitters, Inc., a Delaware corporation (“Buyer Parent”). As used in this Agreement, the term “Parties” means the Company, the Seller Parties and Buyer.
THIS ASSET PURCHASE AMENDING AGREEMENT is made as of December 10, 2004Asset Purchase Amending Agreement • December 23rd, 2004 • American Eagle Outfitters Inc • Retail-family clothing stores • Ontario
AMERICAN EAGLE OUTFITTERS CANADA CORPORATION, an unlimited liability company existing under the laws of the Province of Nova Scotia,
EMPLOYMENT AGREEMENT (James O'Donnell)Employment Agreement • April 1st, 2004 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and James O'Donnell ("Executive"), and is effective as of the date it has been fully executed by both parties.
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • March 13th, 2014 • American Eagle Outfitters Inc • Retail-family clothing stores • New York
THIS AMENDMENT NO. 2 (this “Amendment”) TO CREDIT AGREEMENT is dated as of February 28, 2014, by and among AMERICAN EAGLE OUTFITTERS, INC. (the “Company”), AEO MANAGEMENT CO. (“AMC”), AEO INTERNATIONAL CORP. (“AIC”, and together with the Company and AMC, each a “U.S. Borrower” and collectively, the “U.S. Borrowers”), AE NORTH HOLDINGS CO. (“AE North”) and AMERICAN EAGLE OUTFITTERS CANADA CORPORATION (“AEO Canada”, and together with AE North, each a “Canadian Borrower” and collectively, the “Canadian Borrowers”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower”, and together with the U.S. Borrowers and the Canadian Borrowers, each a “Borrower”, and collectively, the “Borrowers”), the lenders party hereto, and HSBC BANK USA, N.A. (“HSBC”), as Administrative Agent (the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Credit Agreement referred below.
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • August 29th, 2008 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
American Eagle Outfitters, Inc., hereinafter referred to, together with its predecessors, successors, assigns, and affiliated companies, as "the Company"; and
RETIREMENT AGREEMENTRetirement Agreement • March 11th, 2011 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
This RETIREMENT AGREEMENT, together with Exhibit A (“General Release”) (attached) (collectively, the “Agreement”) reflects the mutual agreement between JOSEPH KERIN, including his heirs, executors and assigns (“You” or “Your”) and AMERICAN EAGLE OUTFITTERS, INC., including its parents, subsidiaries, affiliates and related businesses (“the Company”), regarding the terms of your retirement from employment with the Company.
AMERICAN EAGLE OUTFITTERS, INC. DIRECTOR DEFERRED COMPENSATION AGREEMENTDirector Deferred Compensation Agreement • January 5th, 2006 • American Eagle Outfitters Inc • Retail-family clothing stores • Delaware
This Director Deferred Compensation Agreement (this "Agreement") is entered into by and between _____________________ (the "Director") and American Eagle Outfitters, Inc., a Delaware corporation, (the "Company"), effective as of December 30, 2005.
1 Exhibit 10.10 PURCHASE AGREEMENT This Agreement is made effective as of the 4th day of May, 1997, by and among Prophecy Co., an Ohio corporation (the "G.P. Buyer"), Prophecy Ltd. Partner Co., an Ohio corporation (the "L.P. Buyer") (G.P. Buyer and...Purchase Agreement • June 16th, 1997 • American Eagle Outfitters Inc • Retail-family clothing stores • Ohio
GENERAL RELEASE AND SEPARATION AGREEMENT PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY. NOTE THAT THIS AGREEMENT CONTAINS A RELEASE AND WAIVER OF LEGAL RIGHTS AND CLAIMS. YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY OF YOUR CHOICE CONCERNING ITS TERMS...General Release and Separation Agreement • December 3rd, 2020 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
This General Release and Separation Agreement (“Agreement”) is entered into between Robert Madore, together with your heirs, administrators, executors, successors, assigns and other personal representatives (collectively referred to as “You”) and AMERICAN EAGLE OUTFITTERS, INC. (the “Company”), together with its past, present and future officers, directors, shareholders, members, agents, representatives, insurers, employees, attorneys, parents, subsidiaries, affiliates, managers, fiduciaries, trustees, employee benefit plan administrators, successors, and assigns (collectively referred to as the “Released Parties”) Throughout this Agreement, You and the Company and/or the Released Parties may be referred to individually as a “Party,” or collectively as the “Parties.” In consideration of the mutual covenants and agreements hereinafter set forth, and intending to be legally bound, the parties agree as follows:
GENERAL RELEASE AND SEPARATION AGREEMENT (“AGREEMENT”) PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY. NOTE THAT IT CONTAINS YOUR RELEASE AND WAIVER OF LEGAL RIGHTS AND CLAIMS. YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY OF YOUR CHOICE CONCERNING ITS...General Release and Separation Agreement • May 30th, 2013 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
I, Sherry Harris, understand and agree to the terms of this Agreement between me and American Eagle Outfitters, Inc and/or any of its or their subsidiaries or affiliates (collectively, “the Company”).
AMERICAN EAGLE OUTFITTERS, INC. LTICP Confidentiality, Non-Solicitation, Non- Competition And Intellectual Property AgreementProperty Agreement • May 23rd, 2008 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
As an officer of American Eagle Outfitters, Inc. or one of its subsidiaries or affiliates (collectively, the "Company"), the undersigned participant in the Company Long Term Incentive Compensation Plan (the "LTICP") has access to or may develop trade secrets, intellectual property, and other confidential or proprietary information ("Confidential Information") of the Company.
February 26, 2013 Kitty Yung Dear Kitty: American Eagle Outfitters Hong Kong Limited (the “Company”) is pleased to offer you the position of Executive Vice President – Asia/Pacific reporting to Robert Hanson, Chief Executive Officer. The details of...Payback Agreement • May 30th, 2013 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
This offer letter and the terms of our offer are highly confidential. You agree to keep this offer and its terms confidential and you will not disclose the offer or its terms to any third party (excluding your spouse, lawyer, tax advisor or pursuant to court order). You understand that if you breach this provision the offer may be automatically revoked at the Company’s discretion and the Company will have no obligation to you.
EMPLOYMENT AGREEMENT (Susan P. McGalla)Employment Agreement • May 20th, 2005 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. and/or its designated subsidiary ("Company") and Susan P. McGalla ("Executive"), and is effective as of January 30, 2005.
EMPLOYMENT AGREEMENT [Susan P. McGalla]Employment Agreement • March 7th, 2007 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. and its designated subsidiary ("Company") and Susan P. McGalla ("Executive"), and is effective as of the date it has been fully executed by the parties ("Effective Date").
AMENDING AGREEMENTAmending Agreement • December 8th, 2000 • American Eagle Outfitters Inc • Retail-family clothing stores • Ontario
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • May 24th, 2012 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
This SEPARATION AND RELEASE AGREEMENT ("Agreement") is made and entered by and between JOAN H. HILSON, together with your heirs, administrators, executors, successors, assigns and other personal representatives (collectively referred to as "You") and AMERICAN EAGLE OUTFITTERS, INC., together with its past, present and future officers, directors, shareholders, agents, representatives, insurers, employees, attorneys, subsidiaries, affiliated corporations and assigns (collectively referred to as the "Company").
AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 30, 2019 among AMERICAN EAGLE OUTFITTERS, INC., as the Company The Subsidiaries from time to time party hereto, as U.S. Subsidiary Borrowers AMERICAN EAGLE OUTFITTERS CANADA CORPORATION, and...Credit Agreement • February 5th, 2019 • American Eagle Outfitters Inc • Retail-family clothing stores
AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 30, 2019, among AMERICAN EAGLE OUTFITTERS, INC., a Delaware corporation (the “Company”), each of the U.S. Subsidiary Borrowers from time to time party hereto, each of the Canadian Borrowers from time to time party hereto, the other Loan Parties party hereto, the Lenders party hereto, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent.
RESIGNATION AGREEMENT AND RELEASEResignation Agreement and Release • February 24th, 2006 • American Eagle Outfitters Inc • Retail-family clothing stores
American Eagle Outfitters, Inc., hereinafter referred to, together with its predecessors, successors, assigns, affiliated companies, officers, directors, employees, agents, and shareholders, individually and in their representative capacities as "the Company"; and Michael J. Leedy, hereinafter referred to, together with his heirs, administrators, executors, successors, assigns, and other personal representatives as "Mr. Leedy."
RETIREMENT AGREEMENTRetirement Agreement • November 29th, 2010 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
This RETIREMENT AGREEMENT, together with Exhibit A ("General Release") (attached) (collectively, the "Agreement") reflects the mutual agreement between JOSEPH KERIN, including his heirs, executors and assigns ("You" or "Your") and AMERICAN EAGLE OUTFITTERS, INC., including its parents, subsidiaries, affiliates and related businesses ("the Company"), regarding the terms of your retirement from employment with the Company.
EMPLOYMENT AGREEMENT (Michael Leedy)Employment Agreement • April 27th, 2001 • American Eagle Outfitters Inc • Retail-family clothing stores • Ohio
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and Michael Leedy ("Executive"), and is effective as of the date it has been fully executed by both parties.
Notice of Long Term Incentive Grant of Special Engagement and Retention Restricted American Eagle Outfitters, Inc. Stock Units and Long Term Incentive 77 Hot Metal Street Restricted Stock Units Award AgreementPittsburgh, PA 15203American Eagle Outfitters Inc • December 12th, 2018 • Retail-family clothing stores
Effective [Grant date] (the “Grant Date”), you have been granted a target Award of [shares granted] units of restricted stock (the “RSUs”) under the American Eagle Outfitters, Inc. 2017 Stock Award and Incentive Plan (the “Plan”). Each RSU represents the right to receive one share of American Eagle Outfitters, Inc. (the “Company”) common stock, $0.01 par value per share, at a future point in time. This Award is subject to the terms and conditions contained in this Notice and Agreement, as well as the terms and conditions of the Plan. All capitalized words not defined in this Notice and Agreement have the meanings assigned to them in the Plan.
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Roger S. Markfield)Employment Agreement • February 24th, 2012 • American Eagle Outfitters Inc • Retail-family clothing stores • Pennsylvania
THIS AGREEMENT is by and between American Eagle Outfitters, Inc. ("Company") and Roger S. Markfield ("Executive"), and is effective as of the date it has been fully executed by both parties. It supersedes and replaces all prior employment agreements between the Company and Executive.
CREDIT AGREEMENT Dated as of March 2, 2012 among AMERICAN EAGLE OUTFITTERS, INC. AEO MANAGEMENT CO. AEO INTERNATIONAL CORP. as U.S. Borrowers, AE NORTH HOLDINGS CO. AMERICAN EAGLE OUTFITTERS CANADA CORPORATION as Canadian Borrowers, HSBC BANK USA,...Credit Agreement • March 8th, 2012 • American Eagle Outfitters Inc • Retail-family clothing stores • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of March 2, 2012, among AMERICAN EAGLE OUTFITTERS, INC. (the “Company”), AEO MANAGEMENT CO. (“AMC”), AEO INTERNATIONAL CORP. (“AIC”, and together with the Company and AMC, each a “U.S. Borrower” and collectively, the “U.S. Borrowers”), AE NORTH HOLDINGS CO. (“AE North”) and AMERICAN EAGLE OUTFITTERS CANADA CORPORATION (“AEO Canada”, and together with AE North, each a “Canadian Borrower” and collectively, the “Canadian Borrowers”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower”, and together with the U.S. Borrowers and the Canadian Borrowers, each a “Borrower”, and collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and HSBC BANK USA, N.A. (“HSBC”), as Administrative Agent, Joint Lead Arranger, Joint Bookrunner and as an L/C Issuer, PNC CAPITAL MARKETS LLC (“PNC”) as Joint Lead Arranger and Join
