0001060822-13-000034 Sample Contracts

SECOND AMENDMENT TO LEASE AGREEMENT
Lease Agreement • October 24th, 2013 • Carters Inc • Apparel & other finishd prods of fabrics & similar matl

THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Second Amendment”) is made and entered into as of the 17th day of June, 2013 (the “Second Amendment Effective Date”), by and between JOHN HANCOCK LIFE INSURANCE COMPANY (U.S.A.), a wholly owned subsidiary of Manulife Financial Corporation, successor to Phipps Tower Associates, LLC, a Delaware limited liability company (“Landlord”), and THE WILLIAM CARTER COMPANY, a Massachusetts corporation, doing business as Carter’s (“Tenant”).

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Contract
Carters Inc • October 24th, 2013 • Apparel & other finishd prods of fabrics & similar matl • New York

AMENDMENT NO. 1, dated as of August 7, 2013 (this “Amendment No. 1”), among THE WILLIAM CARTER COMPANY, a Massachusetts corporation (the “U.S. Borrower”), THE GENUINE CANADIAN CORP., an Ontario corporation (as successor by amalgamation to Northstar Canadian Operations Corp.) (the “Canadian Borrower” and, together with the U.S. Borrower, the “Borrowers”), CARTER’S, INC., a Delaware corporation, OSHKOSH B’GOSH, INC., a Delaware corporation, CARTER’S RETAIL, INC., a Delaware corporation, CARTER’S GIFTCARD COMPANY, INC., a Florida corporation, TWCC PRODUCT DEVELOPMENT AND SALES, INC., a Delaware corporation, each Lender party hereto and BANK OF AMERICA, N.A., as Administrative Agent, relating to (i) the Second Amended and Restated Credit Agreement dated as of August 31, 2012 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Credit Agreement”) among the U.S. Borrower, the Canadian Borrower, the Administrative Agent and the Lenders named therein a

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