Contract analysis

Section 1: Exact Legal Names Set forth below is the exact legal name of each Grantor as such name appears on the public organic record in such Grantor's jurisdiction of organization. Each name set forth below is the name that has been verified against the applicable records maintained by the Secretary of State (or equivalent filing office) in each Grantor's jurisdiction of organization and is the name under which UCC

Section 2: Prior Legal Names, Trade Names, and Other Names Set forth below are all prior legal names, trade names, assumed names, fictitious business names, "doing business as" names, and any other names (including former corporate or entity names) under which each Grantor has conducted business, been known, or filed any public document at any time during the five (5) year period preceding the date hereof. Each Grant

Section 3: Type of Organization, Jurisdiction of Organization, and Organizational Identification Numbers Set forth below is the type of organization, jurisdiction of organization, state organizational identification number (as assigned by the applicable Secretary of State or equivalent filing office), and Federal Employer Identification Number ("EIN") for each Grantor: Each Grantor confirms that its jurisdiction of o

Section 4: Chief Executive Offices and Principal Places of Business Set forth below is the address of the chief executive office and principal place of business of each Grantor as of the date hereof. The chief executive office is the location from which each Grantor manages the main part of its business operations and affairs: Each Grantor represents and warrants that it has maintained its chief executive office and

Section 5: Registered Agent Information Set forth below is the name and address of the registered agent for service of process designated by each Grantor in its jurisdiction of organization: Each Grantor represents and warrants that its registered agent designation is current and effective in its jurisdiction of organization as of the date hereof and that it has not received any notice of resignation or other termina

Section 6: Locations of Inventory and Equipment 6(a): Inventory Locations Set forth below are all locations where inventory of any Grantor is kept, stored, or otherwise maintained as of the date hereof, other than inventory in transit via common carrier. Each location has been identified by address, description, and whether the premises are owned or leased by the applicable Grantor: With respect to the three (3) dist

Section 7: Location of Books and Records Set forth below is the address at which each Grantor maintains its books and records (including, without limitation, records relating to accounts receivable, contract rights, instruments, chattel paper, general intangibles, and all other Collateral): Each Grantor represents and warrants that the address set forth above is the sole location at which it maintains its primary boo

Section 8: Deposit Accounts Set forth below are all deposit accounts maintained by each Grantor as of the date hereof, including the depository institution, account type, and status of any Deposit Account Control Agreement ("DACA") required to be delivered pursuant to Section 4.02 of the Security Agreement. For confidentiality and security purposes, the full account numbers for each deposit account are set forth on S

Section 9: Accounts Receivable 9(a): Nature of Accounts Set forth below is a description of the types of accounts receivable generated by the Grantors in the ordinary course of their respective businesses: (i) Wholesale and Trade Receivables. Cascade Retail Operating Company LLC ("CROC") generates accounts receivable from the sale of merchandise on credit terms to department store customers, specialty retail accounts

Section 10: Intellectual Property 10(a): Patents. As of the date hereof, no Grantor owns or holds any issued patents or pending patent applications filed with the United States Patent and Trademark Office ("USPTO") or any foreign patent office. No Grantor has filed any provisional patent applications that remain pending. To the extent any Grantor acquires or files any patent or patent application after the date hereo

Section 11: Commercial Tort Claims As of the date hereof, no Grantor has any pending commercial tort claim (as defined in Article 9 of the Uniform Commercial Code) in which the amount in controversy exceeds $500,000 (individually or in the aggregate with related claims). No Grantor has filed or asserted, or has had filed or asserted against it, any claim in a judicial, arbitral, or administrative proceeding that woul

Section 12: Letter-of-Credit Rights As of the date hereof, the letter-of-credit rights held by the Grantors are as follows: The letter of credit identified above was issued under the existing revolving ABL facility with Harborview Lending Group, LLC, which is being refinanced in connection with the Credit Agreement. Upon the Closing Date, the foregoing standby letter of credit will be either (a) cash collateralized,

Section 13: Chattel Paper and Instruments As of the date hereof, no Grantor is in possession of any tangible chattel paper (as defined in Section 9-102(a)(79) of the Uniform Commercial Code) or any instruments (as defined in Section 9-102(a)(47) of the Uniform Commercial Code), except as follows: (i) Cascade Retail Operating Company LLC holds certain promissory notes evidencing intercompany loans extended to Cascade

Section 14: Equity Interests Owned Set forth below are all equity interests in subsidiaries and other entities owned by each Grantor as of the date hereof. The equity interests described below are pledged (or, in the case of equity interests in foreign subsidiaries, partially pledged) pursuant to the terms of the Pledge Agreement dated as of May 4, 2023 (the "Pledge Agreement"), among the Grantors and the Collateral

Section 15: UCC Filing Jurisdictions Set forth below are the jurisdictions in which UCC-1 financing statements have been or will be filed against each Grantor to perfect the Collateral Agent's security interest in the Collateral. Pursuant to Section 9-301(1) of the Uniform Commercial Code, the filing jurisdiction for each Grantor is determined by reference to such Grantor's jurisdiction of organization (i.e., the jur

Section 16: Existing Liens and UCC Filings 16(a): Existing UCC Filings Against Grantors Set forth on Schedule 16(a) attached hereto and incorporated herein by reference are the results of UCC lien searches conducted against each Grantor in its respective jurisdiction of organization and in each jurisdiction in which such Grantor maintains a chief executive office or principal place of business. Such searches were con

Section 17: Litigation and Judgments As of the date hereof, no Grantor is subject to any judgment lien in any jurisdiction. No judgment or order has been entered against any Grantor by any court of competent jurisdiction that remains unsatisfied, undischarged, or unstayed as of the date hereof. The Grantors are parties to certain litigation and legal proceedings as disclosed in Schedule 5.06 to the Credit Agreement (

Section 18: Changes in Prior Four Months Each Grantor hereby certifies that, during the four (4) month period immediately preceding the date hereof (i.e., from and after January 4, 2023), no Grantor has: (a) changed its legal name (as set forth in its organizational documents filed with the applicable Secretary of State or equivalent filing office); (b) changed its jurisdiction of organization; (c) changed its chief

Section 19: Taxpayer Identification Numbers Set forth below, for the convenience of the Collateral Agent, is a summary of the Federal Employer Identification Number (EIN) assigned by the Internal Revenue Service to each Grantor: Each Grantor represents and warrants that the Federal EIN set forth above is the correct taxpayer identification number assigned to such Grantor by the Internal Revenue Service. No Grantor ha