PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 8th, 2013 • Ann Inc. • Retail-women's clothing stores • New York
THIS FOURTH AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as such agreement may be amended, supplemented, modified or amended and restated from time to time, this “Agreement”), dated as of December 19, 2012, is made by ANNTAYLOR, INC., a Delaware corporation (“ATI”), ANN INC., a Delaware corporation (the “Parent”), ANNCO, INC., a Delaware corporation (“ANNCO”), ANNTAYLOR DISTRIBUTION SERVICES, INC., a Delaware corporation (“ATDS”), ANNTAYLOR RETAIL, INC., a Florida corporation (“ATR”) and ANN CARD SERVICES, INC., a Florida corporation (“ACS” and, together with ATI, the Parent, ANNCO, ATDS and ATR, the “Grantors” and each, individually, a “Grantor”) in favor of BANK OF AMERICA, N.A., in its capacity as administrative agent for each of the Lenders now or hereafter party to the Credit Agreement (as defined below) (the “Agent”).
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT December 19, 2012 ANNTAYLOR, INC., ANNCO, INC., ANNTAYLOR DISTRIBUTION SERVICES, INC., ANNTAYLOR RETAIL, INC. and ANN CARD SERVICES, INC., as the U.S. Borrowers, ANN CANADA INC., as the Canadian Borrower,...Credit Agreement • March 8th, 2013 • Ann Inc. • Retail-women's clothing stores • New York
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 19, 2012 (this “Agreement”), is made by and among the financial institutions from time to time parties hereto (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent for the Lenders (in such capacities, the “Agent”), JPMORGAN CHASE BANK, N.A., as Syndication Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agent, ANNTAYLOR, INC., a Delaware corporation (“ATI”), ANNCO, INC., a Delaware corporation (“ANNCO”), ANNTAYLOR DISTRIBUTION SERVICES, INC., a Delaware corporation (“AT Distribution”), ANNTAYLOR RETAIL, INC., a Florida corporation (“AT Retail”) and ANN CARD SERVICES, INC., a Florida corporation (“ACS”; ATI, ANNCO, AT Distribution, AT Retail and ACS may be referred to individually herein as a “U.S. Borrower”
FOURTH AMENDED AND RESTATED PARENT GUARANTYParent Guaranty • March 8th, 2013 • Ann Inc. • Retail-women's clothing stores • York
THIS FOURTH AMENDED AND RESTATED PARENT GUARANTY (as such agreement may be amended, supplemented, modified or amended and restated from time to time, this “Guaranty”) dated as of December 19, 2012 is made by ANN INC., a Delaware corporation, with its principal place of business at 7 Times Square, New York, New York 10036 (the “Guarantor”), in favor of BANK OF AMERICA, N.A., in its capacity as Administrative Agent for each of the Lenders now or hereafter party to the Credit Agreement (as defined below) (the “Agent”). Capitalized terms used but not defined herein have the meanings ascribed thereto in the Credit Agreement (as defined below).
Re: Amendment to Confidentiality, Non-Solicitation of Associates and Non- Competition AgreementAnn Inc. • March 8th, 2013 • Retail-women's clothing stores
In consideration of your continued employment and other good and valuable consideration, this will confirm our agreement to amend the Confidentiality, Non-Solicitation of Associates and Non-Competition Agreement. Effective immediately, the Agreement is amended as follows:
CONFIDENTIALITY, NON-SOLICITATION OF ASSOCIATES AND NON-COMPETITION AGREEMENTAssociates and Non-Competition Agreement • March 8th, 2013 • Ann Inc. • Retail-women's clothing stores • New York
As an associate of Ann Taylor, Inc. (the “Company”), you will have access to or may develop trade secrets, intellectual property, and other confidential and proprietary information of the Company. Therefore, in consideration of your employment and the payments described in Paragraph 2 below, benefits that you will not be eligible for if you do not sign this Agreement, and in recognition of the highly competitive nature of the Company’s business, you agree as follows:
Re: Amendment to Confidentiality, Non-Solicitation of Associates and Non- Competition AgreementAnn Inc. • March 8th, 2013 • Retail-women's clothing stores
In consideration of your continued employment and other good and valuable consideration, this will confirm our agreement to amend the Confidentiality, Non-Solicitation of Associates and Non-Competition Agreement. Effective immediately, the Agreement is amended as follows:
Re: Amendment to Confidentiality, Non-Solicitation of Associates and Non- Competition AgreementAnn Inc. • March 8th, 2013 • Retail-women's clothing stores
In consideration of your continued employment and other good and valuable consideration, this will confirm our agreement to amend the Confidentiality, Non-Solicitation of Associates and Non-Competition Agreement. Effective immediately, the Agreement is amended as follows:
