AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Effective as of April 30, 2008)Employment Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • Illinois
This Employment Agreement (this “Agreement”) is entered into as of April 30, 2008, between Whitehall Jewelers, Inc., a Delaware corporation (the “Company”), and Michael Don (the “Executive”).
GUARANTY AGREEMENTGuaranty Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • New York
This GUARANTY AGREEMENT (this “Guaranty”), dated as of January 18, 2008, is executed and delivered by WHITEHALL JEWELERS HOLDINGS, INC., a Delaware corporation (“Guarantor”), in favor of LASALLE BANK NATIONAL ASSOCIATION (“Lasalle”), as administrative agent and collateral agent for the below defined Lenders (in such capacity, together with its successors and assigns, if any, in such capacity, “Agent”), in light of the following:
GUARANTOR SECURITY AGREEMENTGuarantor Security Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • New York
THIS GUARANTOR SECURITY AGREEMENT (this "Agreement"), dated as of January 18, 2008, is made by WHITEHALL JEWELERS HOLDINGS, INC., a Delaware corporation (together with its successors and assigns, the "Guarantor") in favor of LASALLE BANK NATIONAL ASSOCIATION (“Lasalle”), in its capacity as the Collateral Agent for the Agents and the Lenders party to the Credit Agreement (defined below) (in such capacity, the "Collateral Agent").
FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • New York
FIRST AMENDMENT, dated as of April 30, 2008 (this “Amendment”), to the Term Loan Credit Agreement, dated as of January 18, 2008 (as amended, restated or otherwise modified from time to time, the “Credit Agreement”), by and among (a) WHITEHALL JEWELERS, INC. (the “Borrower”), a Delaware corporation having its principal place of business at 125 South Wacker Drive, Suite 2600, Chicago, Illinois 60606; (b) the lending institutions from time to time party thereto (collectively, the “Lenders”); and (c) PWJ LENDING II LLC (“Prentice”), a Delaware limited liability company, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent” and, together with the Administrative Agent, each an “Agent” and collectively, the “Agents”) for the Agents and the Lenders.
SECURITY AGREEMENTSecurity Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • New York
THIS SECURITY AGREEMENT (this "Agreement"), dated as of January 18, 2008, is made by WHITEHALL JEWELERS, INC., a Delaware corporation (together with its successors and assigns, the "Company") in favor of PWJ LENDING II LLC, a Delaware limited liability company, in its capacity as the Collateral Agent for the Agents and the Lenders party to the Credit Agreement (defined below) (in such capacity, the "Collateral Agent").
TERM LOAN CREDIT AGREEMENT Dated as of January 18, 2008 by and among WHITEHALL JEWELERS, INC., as Borrower THE LENDING INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders and PWJ LENDING II LLC, as Administrative Agent and Collateral Agent, for...Subordinated Credit Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores
This TERM LOAN CREDIT AGREEMENT is made as of January 18, 2008, by and among (a) WHITEHALL JEWELERS, INC. (the “Borrower”), a Delaware corporation having its principal place of business at 125 South Wacker Drive, Suite 2600, Chicago, Illinois 60606, (b) the lending institutions from time to time party hereto (collectively, the “Lenders“), and (c) PWJ LENDING II LLC (“Prentice”), a Delaware limited liability company, as administrative agent (in such capacity, the “Administrative Agent”) and the collateral agent (in such capacity, the “Collateral Agent”) for the Agents (as hereinafter defined) and the Lenders.
CONSULTING AGREEMENTConsulting Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • Illinois
The following agreement dated as of April 30, 2008 (this “Agreement”), contains the terms by which Edward A. Dayoob (“Consultant”) will provide consulting services to Whitehall Jewelers, Inc. (“Whitehall”).
ASSET PURCHASE AGREEMENT dated as of April 11, 2008 by and among FRIEDMAN’S INC., and CRESCENT JEWELERS, as SELLERS and WHITEHALL JEWELERS, INC., as BUYERAsset Purchase Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores • Delaware
This Asset Purchase Agreement (this “Agreement”) is dated as of April 11, 2008, by and among Whitehall Jewelers, Inc., a Delaware Corporation (the “Buyer”), and Friedman’s Inc., a Delaware corporation (“Friedman’s”), and Crescent Jewelers, a California corporation and wholly-owned subsidiary of Friedman’s (“Crescent” and together with Friedman’s, each a “Seller” and collectively the “Sellers”). The Buyer and the Sellers are referred to collectively herein as the “Parties.”
SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 16th, 2008 • Whitehall Jewelers Holdings, Inc. • Retail-jewelry stores
THIS SECOND AMENDMENT (this “Amendment”) is made to the Third Amended and Restated Credit Agreement (the “Credit Agreement”), dated as of February 20, 2007, by and between:
THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTWhitehall Jewelers Holdings, Inc. • May 16th, 2008 • Retail-jewelry stores
WHITEHALL JEWELERS, INC. (f/k/a Whitehall Jewellers, Inc.), a Delaware corporation (the “ Borrower”) having its principal place of business at 125 South Wacker, #2600, Chicago, Illinois 60606;
