Pottery Barn 2012 Annual Report Download - page 80

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EXHIBIT INDEX TO ANNUAL REPORT ON FORM 10-K
FOR THE
FISCAL YEAR ENDED FEBRUARY 3, 2013
EXHIBIT NUMBER EXHIBIT DESCRIPTION
PLAN OF ACQUISITION, REORGANIZATION, ARRANGEMENT LIQUIDATION OR SUCCESSION
2.1 Agreement and Plan of Merger of Williams-Sonoma, Inc., a Delaware corporation,
and Williams-Sonoma, Inc., a California Corporation, dated May 25, 2011
(incorporated by reference to Exhibit 2.1 to the Company’s Current Report on
Form 8-K as filed with the Commission on May 25, 2011, File No. 001-14077)
ARTICLES OF INCORPORATION AND BYLAWS
3.1 Amended and Restated Certificate of Incorporation (incorporated by reference to
Exhibit 3.1 to the Company’s Current Report on Form 8-K as filed with the
Commission on May 25, 2011, File No. 001-14077)
3.2 Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the
Company’s Current Report on Form 8-K as filed with the Commission on May 25,
2011, File No. 001-14077)
INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES
4.1 Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the
Company’s Current Report on Form 8-K as filed with the Commission on May 25,
2011, File No. 001-14077)
FINANCING AGREEMENTS
10.1 Fifth Amended and Restated Credit Agreement, dated September 23, 2010, between the
Company and Bank of America, N.A., as administrative agent, letter of credit issuer and
swingline lender, Wells Fargo Bank, National Association, as syndication agent,
JPMorgan Chase Bank, N.A. and U.S. Bank, National Association, as co-documentation
agents, and the lenders party thereto (incorporated by reference to Exhibit 10.4 to the
Company’s Quarterly Report on Form 10-Q for the period ended October 31, 2010 as
filed with the Commission on December 10, 2010, File No. 001-14077)
10.2 Second Amendment to Fifth Amended and Restated Credit Agreement with Bank of
America, N.A., as administrative agent, the lenders party thereto, and certain
subsidiaries of the Company as guarantors, dated June 22, 2012 (incorporated by
reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the
period ended July 29, 2012 as filed with the Commission on September 7, 2012,
File No. 001-14077)
10.3 Reimbursement Agreement between the Company and Bank of America, N.A., dated
as of July 1, 2005 (incorporated by reference to Exhibit 10.2 to the Company’s
Quarterly Report on Form 10-Q for the period ended July 31, 2005 as filed with the
Commission on September 9, 2005, File No. 001-14077)
10.4 First Amendment, dated as of September 9, 2005, to the Reimbursement Agreement
between the Company and Bank of America, N.A., dated as of July 1, 2005
(incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on
Form 10-Q for the period ended October 30, 2005 as filed with the Commission on
December 6, 2005, File No. 001-14077)
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