0001214659-10-000008 Sample Contracts

AMENDED AND RESTATED SECURED REVOLVING LOAN AGREEMENT
Secured Revolving Loan Agreement • January 4th, 2010 • Talbots Inc • Retail-women's clothing stores • New York
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FIRST AMENDMENT TO TERM LOAN FACILITY AGREEMENT
Term Loan Facility Agreement • January 4th, 2010 • Talbots Inc • Retail-women's clothing stores • New York

FIRST AMENDMENT, dated as of December 28, 2009 (this “Amendment”) to the Term Loan Facility Agreement, dated as of February 25, 2009 (as further amended, supplemented or otherwise modified through the date hereof, the “Term Loan Facility Agreement”), between The Talbots, Inc., a Delaware corporation (the “Borrower”) and Aeon (U.S.A.), Inc., a Delaware corporation (the “Lender”).

SECOND AMENDMENT TO TERM LOAN AGREEMENT
Term Loan Agreement • January 4th, 2010 • Talbots Inc • Retail-women's clothing stores • New York

SECOND AMENDMENT, dated as of December 28, 2009 (this “Amendment”) to the Term Loan Agreement, dated as of July 16, 2008 (as amended by the First Amendment to Term Loan Agreement, dated as of March 12, 2009, and as further amended, supplemented or otherwise modified from time to time, the “Term Loan Agreement”), between The Talbots, Inc., a Delaware corporation (the “Borrower”) and Aeon (U.S.A.), Inc., a Delaware corporation (the “Lender”).

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