0001047469-14-009841 Sample Contracts

PATENT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT
Patent Collateral Assignment and Security Agreement • December 11th, 2014 • New York & Company, Inc. • Retail-women's clothing stores • New York
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AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT)
Trademark Security Agreement • December 11th, 2014 • New York & Company, Inc. • Retail-women's clothing stores • New York

This AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT) (this “Amendment”), dated October 24, 2014, is made among LERNCO, INC., a Delaware corporation (“Lernco”), and LERNER NEW YORK OUTLET, INC., a Massachusetts corporation, formerly known as Jasmine Company, Inc., (“Lerner Outlet” and together with Lernco, each individually a “Pledgor” and collectively, “Pledgors”), each with offices at 450 West 33rd Street, New York, New York 10001, in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, with an office at 100 Park Avenue, New York, New York 10017, in its capacity as agent (in such capacity, “Pledgee”), for the Lenders and Bank Product Providers (as defined in the Loan Agreement).

COPYRIGHT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT
Copyright Collateral Assignment and Security Agreement • December 11th, 2014 • New York & Company, Inc. • Retail-women's clothing stores • New York

THIS AGREEMENT (“Agreement”), dated as of October 24, 2014, is by and among Lernco, Inc., a Delaware corporation (“Lernco”), New York & Company, Inc., a Delaware corporation (“NY&Co” and together with Lernco, collectively, “Debtor”), with the chief executive offices at 1105 North Market Street, Suite 1056, Wilmington, Delaware 19801, and Wells Fargo Bank, National Association, a national banking association, in its capacity as agent pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the parties thereto as lenders and as otherwise provided therein (in such capacity, “Agent”), having an office at One Boston Place, 19th Floor, Boston, Massachusetts 02108.

FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among LERNER NEW YORK, INC., LERNCO, INC. and LERNER NEW YORK OUTLET, INC., as Borrowers, NEW YORK & COMPANY, INC., NEVADA RECEIVABLE FACTORING, INC., LERNER NEW YORK HOLDING, INC., LERNER...
Loan and Security Agreement • December 11th, 2014 • New York & Company, Inc. • Retail-women's clothing stores • New York

This Fourth Amended and Restated Loan and Security Agreement (this “Agreement”), dated as of October 24, 2014, is entered into by and among Lerner New York, Inc., a Delaware corporation (“Lerner”), Lernco, Inc., a Delaware corporation (“Lernco”), and Lerner New York Outlet, Inc., a Massachusetts corporation (“Lerner Outlet” and together with Lerner and Lernco, collectively, “Borrowers” and individually each a “Borrower”), New York & Company, Inc., a Delaware corporation (“NY&Co”), Lerner New York Holding, Inc., a Delaware corporation (“Parent”), Nevada Receivable Factoring, Inc., a Nevada corporation (“Nevada Factoring”), New York & Company Stores, Inc., a New York corporation, formerly known as Associated Lerner Shops of America, Inc., a New York corporation (“NY &Co Stores”), and Lerner New York GC, LLC, an Ohio limited liability company (“Lerner GC” and together with NY&Co, Parent, Nevada Factoring and NY &Co Stores, collectively, “Guarantors” and each a “Guarantor”), the Revolving

AMENDMENT NO. 1 TO AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT)
Trademark Security Agreement • December 11th, 2014 • New York & Company, Inc. • Retail-women's clothing stores • New York

This AMENDMENT NO. 1 TO AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT) (this “Amendment”), dated October 24, 2014, is made among LERNER NEW YORK, INC., a Delaware corporation (“Pledgor”), with an office at 450 West 33rd Street, New York, New York 10001, in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, with an office at 100 Park Avenue, New York, New York 10017, in its capacity as agent (in such capacity, “Pledgee”), for the Lenders and Bank Product Providers (as defined in the Loan Agreement).

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