MASTER SEPARATION AGREEMENT between SARA LEE CORPORATION and HANESBRANDS INC.Master Separation Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
This Master Separation Agreement (this “Agreement”) is dated as of August 31, 2006, between Sara Lee Corporation, a Maryland corporation (“Sara Lee”), and Hanesbrands Inc., a Maryland corporation (“HBI”).
INDEMNIFICATION AND INSURANCE MATTERS AGREEMENT between SARA LEE CORPORATION and HANESBRANDS INC.Indemnification and Insurance Matters Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
This Indemnification and Insurance Matters Agreement (this “Agreement”) is dated as of August 31, 2006 between Sara Lee Corporation, a Maryland corporation (“Sara Lee”), and Hanesbrands Inc., a Maryland corporation (“HBI”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in Article IV below.
TAX SHARING AGREEMENT by and among SARA LEE CORPORATION AND ITS AFFILIATES and HANESBRANDS INC. AND ITS AFFILIATESTax Sharing Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
THIS TAX SHARING AGREEMENT, dated as of this 31th day of August, 2006, by and among Sara Lee Corporation (“Sara Lee”), a Maryland corporation, by and on behalf of itself and each Affiliate of Sara Lee, and Hanesbrands Inc. (“HBI”), a Maryland corporation and currently a direct, wholly owned subsidiary of Sara Lee, by and on behalf of itself and each Affiliate of HBI. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article I hereof.
SECOND LIEN CREDIT AGREEMENT, dated as of September 5, 2006, among HBI BRANDED APPAREL LIMITED, INC., as the Borrower, HANESBRANDS INC., as the Company, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTY HERETO, as the Lenders,...Credit Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York
THIS SECOND LIEN CREDIT AGREEMENT, dated as of September 5, 2006, is among HBI BRANDED APPAREL LIMITED, INC., a Delaware corporation (the “Borrower”), HANESBRANDS INC., a Maryland corporation (the “Company”), the various financial institutions and other Persons from time to time party hereto (the “Lenders”), HSBC BANK USA, NATIONAL ASSOCIATION, LASALLE BANK NATIONAL ASSOCIATION and BARCLAYS BANK PLC, as the co-documentation agents (in such capacities, the “Documentation Agents”), MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (“Merrill Lynch”) and MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as the co-syndication agents (in such capacities, the “Syndication Agents”), CITICORP USA, INC., as the administrative agent (in such capacity, the “Administrative Agent”), CITIBANK, N.A., as the collateral agent (in such capacity, the “Collateral Agent”), and MERRILL LYNCH and MORGAN STANLEY, as the joint lead arrangers and joint bookrunners (in such capacities, the “Lead Arrangers”
BRIDGE LOAN AGREEMENT, dated as of September 5, 2006, among HANESBRANDS INC., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTY HERETO, as the Lenders, MORGAN STANLEY SENIOR FUNDING, INC. and MERRILL LYNCH,...Bridge Loan Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York
THIS BRIDGE LOAN AGREEMENT, dated as of September 5, 2006, is among HANESBRANDS INC., a Maryland corporation (the “Borrower”), the various financial institutions and other Persons from time to time party hereto (the “Lenders”), MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”) and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (“Merrill Lynch”), as the co-syndication agents (in such capacities, the “Syndication Agents”), MORGAN STANLEY, as the administrative agent (in such capacity, the “Administrative Agent”), and MORGAN STANLEY and MERRILL LYNCH, as the joint lead arrangers and joint bookrunners (in such capacities, the “Lead Arrangers”).
FIRST LIEN CREDIT AGREEMENT, dated as of September 5, 2006, among HANESBRANDS INC., as the Borrower, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTY HERETO, as the Lenders, HSBC BANK USA, NATIONAL ASSOCIATION, LASALLE BANK...Pledge and Security Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • New York
THIS FIRST LIEN CREDIT AGREEMENT, dated as of September 5, 2006, is among HANESBRANDS INC., a Maryland corporation (the “Borrower”), the various financial institutions and other Persons from time to time party hereto (the “Lenders”), HSBC BANK USA, NATIONAL ASSOCIATION, LASALLE BANK NATIONAL ASSOCIATION and BARCLAYS BANK PLC, as the co-documentation agents (in such capacities, the “Documentation Agents”), MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and MORGAN STANLEY SENIOR FUNDING, INC., as the co-syndication agents (in such capacities, the “Syndication Agents”), CITICORP USA, INC., as the administrative agent (in such capacity, the “Administrative Agent”), CITIBANK, N.A., as the collateral agent (in such capacity, the “Collateral Agent”), and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and MORGAN STANLEY SENIOR FUNDING, INC., as the joint lead arrangers and joint bookrunners (in such capacities, the “Lead Arrangers”).
REAL ESTATE MATTERS AGREEMENT between SARA LEE CORPORATION and HANESBRANDS INC.Real Estate Matters Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
This Real Estate Matters Agreement (this “Agreement”) is dated as of August 31, 2006 between Sara Lee Corporation, a Maryland corporation (“Sara Lee”), and Hanesbrands Inc., a Maryland corporation (“HBI”).
INTELLECTUAL PROPERTY MATTERS AGREEMENT between SARA LEE CORPORATION and HANESBRANDS INC.Intellectual Property Matters Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
This Intellectual Property Matters Agreement (this “Agreement”), dated as of August 31, 2006, is by and between Sara Lee Corporation, a Maryland corporation (“Sara Lee”), and Hanesbrands Inc., a Maryland corporation (“HBI”).
MASTER TRANSITION SERVICES AGREEMENT between SARA LEE CORPORATION and HANESBRANDS INC.Master Transition Services Agreement • September 28th, 2006 • Hanesbrands Inc. • Retail-apparel & accessory stores • Illinois
This Master Transition Services Agreement (this “Agreement”), dated as of August 31, 2006, is by and between Sara Lee Corporation, a Maryland corporation (“Sara Lee”), and Hanesbrands Inc., a Maryland corporation (“HBI”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to such terms in Article X below.
