Carter's Inc. Watch

from 10-Q 191 pages Amendment No. 2, Dated as of May 4, 2020 (This “Amendment No. 2”), to the Fourth Amended and Restated Credit Agreement Dated as of August 25, 2017, Among the William Carter Company, a Massachusetts Corporation (The “U.S. Borrower”), the Genuine Canadian Corp., an Ontario Corporation (The “Canadian Borrower”), Carter’s Holdings B.V., Having Its Official Seat (Statutaire Zetel) in Amsterdam, the Netherlands, Registered With the Dutch Trade Register Under Number 63530201 (“Dutch Borrower” And, Together With the U.S. Borrower and the Canadian Borrower, the “Borrowers”), Each Lender From Time to Time Party Thereto (Collectively, the “Lenders” and Individually, a “Lender”), Jpmorgan Chase Bank, N.A., as Administrative Agent (In Such Capacity, the “Administrative Agent”), Collateral Agent (In Such Capacity, the “Collateral Agent”), U.S. Dollar Facility Swing Line Lender and U.S. Dollar Facility L/C Issuer, Jpmorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent, a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer, J.P. Morgan Europe Limited, as European Agent, Jpmorgan Chase Bank, N.A., London Branch, as a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer and the Other Parties Party Thereto (As Amended, Restated, Modified and Supplemented From Time to Time, the “Credit Agreement”); Capitalized Terms Used and Not Otherwise Defined Herein Shall Have the Meanings Assigned to Such Terms in the Credit Agreement as Amended by This Amendment No. 2. Whereas, the Borrowers Desire to Amend the Credit Agreement on the Terms Set Forth Herein;

from 8-K 184 pages Fourth Amended and Restated Credit Agreement Dated as of August 25, 2017 Among the William Carter Company, as U.S. Borrower, the Genuine Canadian Corp., as Canadian Borrower, Carter’s Holdings B.V., as Dutch Borrower, Jpmorgan Chase Bank, N.A., as Administrative Agent, U.S. Dollar Facility Swing Line Lender, U.S. Dollar Facility L/C Issuer and Collateral Agent, Jpmorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent, a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer, J.P. Morgan Europe Limited, as European Agent, Jpmorgan Chase Bank, N.A., London Branch, as a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer, Bank of America, N.A. and Bank of Montreal, as Co-Syndication Agents, and the Other Lenders Party Hereto, and Jpmorgan Chase Bank, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Bmo Capital Markets Corp., as Joint Lead Arrangers and Bookrunners, and Branch Banking & Trust Company, Hsbc Securities (USA) Inc., Royal Bank of Canada, Suntrust Bank, U.S. Bank National Association and Wells Fargo Bank, National Association, as Co-Documentation Agents

from 8-K 180 pages Third Amended and Restated Credit Agreement Dated as of September 16, 2015 Among the William Carter Company, as U.S. Borrower, the Genuine Canadian Corp., as Canadian Borrower, Carter’s Holdings B.V., as Dutch Borrower, Jpmorgan Chase Bank, N.A., as Administrative Agent, U.S. Dollar Facility Swing Line Lender, U.S. Dollar Facility L/C Issuer and Collateral Agent, Jpmorgan Chase Bank, N.A., Toronto Branch, as Canadian Agent, a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer, J.P. Morgan Europe Limited, as European Agent, Jpmorgan Chase Bank, N.A., London Branch, as a Multicurrency Facility Swing Line Lender and a Multicurrency Facility L/C Issuer Bank of America, N.A., as Syndication Agent, and the Other Lenders Party Hereto, and J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Joint Lead Arrangers and Bookrunners, and Bank of Montreal, Branch Banking & Trust Company, Royal Bank of Canada, Suntrust Bank and U.S. Bank National Association, as Co-Documentation Agents

from 10-Q 10 pages 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 and (II) the Guarantee Agreement (The “Guarantee”), Dated as of October 15, 2010, Among the U.S. Borrower, the Other Guarantors Party Thereto and the Collateral Agent. Capitalized Terms Used and Not Otherwise Defined Herein Shall Have the Meanings Assigned to Them in the Credit Agreement

from 8-K 198 pages Second Amended and Restated Credit Agreement Dated as of August 31, 2012 Among the William Carter Company, as U.S. Borrower, the Genuine Canadian Corp. as Canadian Borrower and Bank of America, N.A., as Administrative Agent, U.S. Dollar Facility Swing Line Lender, U.S. Dollar Facility L/C Issuer and Collateral Agent, Bank of America, N.A., Canada Branch as Canadian Agent, Multicurrency Facility Swing Line Lender and Multicurrency Facility L/C Issuer

from 8-K 12 pages Amendment No. 1, Dated as of April 28, 2006 (This “Amendment No. 1”), Among the William Carter Company, a Massachusetts Corporation (The “Borrower”), Each Lender From Time to Time Party Hereto (Collectively, the “Lenders” and Individually, a “Lender”), Bank of America, N.A., as Administrative Agent, and the Required Lenders, the Term Lenders and the Additional Term 1 Lenders (As Defined Below), in Each Case Listed on the Signature Pages Hereto, to the Credit Agreement Dated as of July 14, 2005 (As Amended, Supplemented, Amended and Restated or Otherwise Modified From Time to Time) (The “Credit Agreement”) Among the Borrower, the Administrative Agent and the Lenders Named Therein. Capitalized Terms Used and Not Otherwise Defined Herein Shall Have the Meanings Assigned to Them in the Credit Agreement