Abercrombie & Fitch 2014 Annual Report Download - page 79

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4.5 Amendment No. 2 to Amended and Restated Credit Agreement, made as of January 23, 2013, among Abercrombie &
Fitch Management Co., as borrower; Abercrombie & Fitch Co., as guarantor; Abercrombie & Fitch Europe S.A.,
Abercrombie & Fitch (UK) Limited, AFH Stores UK Limited, AFH Canada Stores Co. and AFH Japan, G.K., as
foreign subsidiary borrowers; PNC Bank, National Association, as Global Agent, the Swing Line Lender, an LC
Issuer and a Lender; JPMorgan Chase Bank, N.A., as a Lender; Fifth Third Bank, as a Lender; The Huntington
National Bank, as a Lender; PNC Bank Canada Branch, as a Canadian Lender; JPMorgan Chase Bank, N.A., Toronto
Branch, as a Canadian Lender; Bank of America N.A., as a Lender; Citizens Bank of Pennslyvania, as a Lender; U.S.
Bank National Association, as a Lender; and Sumitomo Mitsui Banking Corporation, as a Lender, incorporated herein
by reference to Exhibit 4.1 to A&F's Current Report on Form 8-K dated and filed January 25, 2013 (File No.
001-12107). [NOTE: Amended and Restated Credit Agreement, as amended, was terminated August 7, 2014.]
4.6 Amendment No. 3 to Amended and Restated Credit Agreement, made as of November 4, 2013, among Abercrombie
& Fitch Management Co., as borrower; Abercrombie & Fitch Co., as guarantor; Abercrombie & Fitch Europe S.A.,
Abercrombie & Fitch (UK) Limited, AFH Stores UK Limited, AFH Canada Stores Co. and AFH Japan, G.K., as
foreign subsidiary borrowers; PNC Bank, National Association, as Global Agent, the Swing Line Lender, an LC
Issuer and a Lender; JPMorgan Chase Bank, N.A., as a Lender; Fifth Third Bank, as a Lender; The Huntington
National Bank, as a Lender; PNC Bank Canada Branch, as a Canadian Lender; JPMorgan Chase Bank, N.A., Toronto
Branch, as a Canadian Lender; Bank of America, N.A., as a Lender; U.S. Bank National Association, as a Lender;
Citizens Bank of Pennsylvania, as a Lender; and Sumitomo Mitsui Banking Corporation, as a Lender, incorporated
herein by reference to Exhibit 4.1 to A&F's Current Report on Form 8-K dated and filed November 7, 2013 (File No.
001-12107). [NOTE: Amended and Restated Credit Agreement, as amended, was terminated August 7, 2014.]
4.7 Term Loan Agreement, entered into as of February 24, 2012, among Abercrombie & Fitch Management Co.;
Abercrombie & Fitch Co.; the Lenders (as defined in the Term Loan Agreement); PNC Bank, National Association,
as administrative agent and a Lender; PNC Capital Markets LLC, as a co-lead arranger and a co-bookrunner; J.P.
Morgan Securities LLC, as a co-lead arranger and a co-bookrunner; JPMorgan Chase Bank, N.A., as syndication
agent and a Lender; Fifth Third Bank, as a co-documentation agent and a Lender; Citizens Bank of Pennsylvania, as a
co-documentation agent and a Lender; The Huntington National Bank, as a Lender; U.S. Bank National Association,
as a Lender; HSBC Bank USA, N.A., as a Lender; and Sumitomo Mitsui Banking Corporation, as a Lender,
incorporated herein by reference to Exhibit 4.1 to A&F’s Current Report on Form 8-K dated and filed February 29,
2012 (File No. 001-12107). [NOTE: Term Loan Agreement, as amended, was terminated August 7, 2014.]
4.8 Guaranty of Payment (Credit Parties), dated as of February 24, 2012, among Abercrombie & Fitch Co.; the material
Domestic Subsidiaries (as identified in the Guaranty of Payment (Credit Parties)); and PNC Bank, National
Association, as administrative agent, incorporated herein by reference to Exhibit 4.2 to A&F’s Current Report on
Form 8-K dated and filed February 29, 2012 (File No. 001-12107). [NOTE: Guaranty of Payment (Credit Parties)
was terminated August 7, 2014.]
4.9 Amendment No. 1 to Term Loan Agreement, made as of January 23, 2013, among Abercrombie & Fitch Management
Co., as borrower; Abercrombie & Fitch Co., as a guarantor; PNC Bank, National Association, as Agent and a Lender;
JPMorgan Chase Bank, N.A., as a Lender; Fifth Third Bank, as a Lender; The Huntington National Bank, as a
Lender; HSBC Bank USA, N.A., as a Lender; U.S. Bank National Association, as a Lender; Citizens Bank of
Pennsylvania, as a Lender; and Sumitomo Mitsui Banking Corporation, as a Lender, incorporated herein by reference
to Exhibit 4.2 to A&F's Current Report on Form 8-K dated and filed January 25, 2013 (File No. 001-12107). [NOTE:
Term Loan Agreement, as amended, was terminated August 7, 2014.]
4.10 Amendment No. 2 to Term Loan Agreement, made as of November 4, 2013, among Abercrombie & Fitch
Management Co., as borrower; Abercrombie & Fitch Co., as a guarantor; PNC Bank, National Association, as Agent
and a Lender; JPMorgan Chase Bank, N.A., as Syndication Agent and as a Lender; Fifth Third Bank, as a Lender;
The Huntington National Bank, as a Lender; HSBC Bank USA, N.A., as a Lender; U.S. Bank National Association,
as a Lender; Citizens Bank of Pennslyvania, as a Lender; and Sumitomo Mitsui Banking Corporation, as a Lender,
incorporated herein by reference to Exhibit 4.2 to A&F's Current Report on Form 8-K dated and filed November 7,
2013 (File No. 001-12107). [NOTE: Term Loan Agreement, as amended, was terminated August 7, 2014.]
*10.1 Abercrombie & Fitch Co. Incentive Compensation Performance Plan, incorporated herein by reference to Exhibit
10.1 to A&F’s Current Report on Form 8-K dated and filed June 18, 2012 (File No. 001-12107).
*10.2 1998 Restatement of the Abercrombie & Fitch Co. 1996 Stock Plan for Non-Associate Directors (reflects
amendments through January 30, 2003 and the two-for-one stock split distributed June 15, 1999 to stockholders of
record on May 25, 1999), incorporated herein by reference to Exhibit 10.3 to A&F's Annual Report on Form 10-K for
the fiscal year ended February 1, 2003 (File No. 001-12107).
*10.3 Abercrombie & Fitch Co. 2002 Stock Plan for Associates (as amended and restated May 22, 2003), incorporated
herein by reference to Exhibit 10.4 to A&F’s Quarterly Report on Form 10-Q for the quarterly period ended May 3,
2003 (File No. 001-12107).
*10.4 Amended and Restated Employment Agreement, entered into effective as of August 15, 2005, by and between A&F
and Michael S. Jeffries, including as Exhibit A thereto the Abercrombie & Fitch Co. Supplemental Executive
Retirement Plan (Michael S. Jeffries) effective February 2, 2003, incorporated herein by reference to Exhibit 10.1 to
A&F’s Current Report on Form 8-K dated and filed August 26, 2005 (File No. 001-12107). [NOTE: Only the
Abercrombie & Fitch Co. Supplemental Executive Retirement Plan (Michael S. Jeffries) is still in effect.]