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Exhibit 10-33 Joinder To Loan Docs BCFW of Edge

This is an actual contract by Burlington Coat Factory Warehouse.

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Sectors: Retail
Governing Law: New York, View New York State Laws
Effective Date: January 08, 2010
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EXHIBIT 10.33






JOINDER TO LOAN DOCUMENTS



This Joinder to Loan Documents (this " Joinder ") is made as of January 8, 2010 by and among:



BURLINGTON COAT FACTORY WAREHOUSE CORPORATION , a Delaware corporation, as agent (in such capacity, the " Lead Borrower ") for itself and the other Borrowers party to the Credit Agreement referred to below;



The BORROWERS party to the Credit Agreement set forth on Schedule I annexed hereto (collectively, with the Lead Borrower, the " Existing Borrowers ?);



The FACILITY GUARANTORS party to the Credit Agreement set forth on Schedule II annexed hereto (collectively, the " Facility Guarantors ");



BURLINGTON COAT FACTORY WAREHOUSE OF EDGEWATER PARK, INC. , a New Jersey corporation (the " New Borrower "); and



BANK OF AMERICA, N.A. , a national banking association, having a place of business at 100 Federal Street, Boston, Massachusetts 02110, as administrative agent (in such capacity, the " Administrative Agent ") for its own benefit and the benefit of the other Credit Parties (as defined in the Credit Agreement referred to below) and as collateral agent (in such capacity, the " Collateral Agent "), for its own benefit and for the benefit of the other Secured Parties (as defined in the Credit Agreement referred to below) to the Credit Agreement (as defined below);



in consideration of the mutual covenants herein contained and benefits to be derived herefrom.



W I T N E S S E T H :



A. Reference is made to a certain Credit Agreement dated as of April 13, 2006 (as amended, modified, supplemented or restated and in effect from time to time, the " Credit Agreement ") by, among others (i) Lead Borrower, (ii) the Existing Borrowers, (iii) the Facility Guarantors (together with the Existing Borrowers, the " Existing Loan Parties "), (iv) the Lenders named therein (collectively, the " Lenders "), (v) Bank of America, N.A., as Administrative Agent, (vi) Bank of America, N.A., as Collateral Agent, (vii) Bear Stearns Corporate Lending Inc ., a Delaware corporation, as Syndication Agent, and (viii) Wachovia Bank, National Association, The CIT Group/Business Credit, Inc., General Electric Capital Corporation, and JPMorgan Chase Bank, N.A., as co-Documentation Agents.



B. Pursuant to the terms of Section 5.12 of the Credit Agreement, the Existing Loan Parties (as applicable) are required to cause the New Borrower to become a party to, and bound by the terms of, the Credit Agreement and the other Loan Documents, in the same capacity and to the same extent as the Existing Borrowers thereunder. The undersigned New Borrower is executing this Joinder in accordance with the requirements of the Credit Agreement to become a Borrower thereunder and to induce the Lenders to make additional Revolving Credit Loans and to induce the Issuing Bank to issue additional Letters of Credit.



C. In order for the New Borrower to become party to the Credit Agreement and certain of the other Loan Documents as provided herein, the New Borrower and the Existing Loan Parties are required to execute this Joinder.


















NOW, THEREFORE, in consideration of the foregoing premises and as consideration for the Revolving Credit Loans previously made and the Letters of Credit previously issued, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:



1. Definitions . All capitalized terms used herein and not otherwise defined shall have the same meaning herein as in the Credit Agreement.




2. Joinder and Assumption of Obligations . Effective as of the date of this Joinder:




a. New Borrower hereby:




i. Joins in the execution of, and becomes a party to the Credit Agreement, the Revolving Credit Notes, the Swingline Note, the Security Documents and each of the other Loan Documents to which the Existing Borrowers are a party.




ii. Assumes and agrees to perform all applicable duties and Obligations of a Loan Party under the Credit Agreement, the Revolving Credit Notes, the Swingline Note, the Security Documents and each of the other Loan Documents to which the Existing Borrowers are a party.




b. Without in any manner limiting the generality of clause (a) above, New Borrower hereby covenants and agrees that:




i. New Borrower shall be bound by all covenants (other than covenants which specifically relate solely to an earlier date), agreements, liabilities and acknowledgments of a Borrower under the Credit Agreement, the Revolving Credit Notes, the Swingline Note, the Security Documents and each of the other Loan Documents to which the Existing Borrowers are a party, in each case, with the same force and effect as if New Borrower was a signatory thereto and was expressly named therein;




ii. To secure the prompt and complete payment, performance and observance of all of the Obligations and all renewals, extensions, restructurings and refinancings thereof, New Borrower hereby grants, mortgages, pledges and hypothecates to the Collateral Agent, for the benefit of the Collateral Agent and the Secured Parties, a Lien upon all of its right, title and interest in, to and under the Collateral.




3. Representations and Warranties . New Borrower hereby makes all representations, warranties, and covenants set forth in the Credit Agreement the Revolving Credit Notes, the Swingline Note, the Security Documents and each of the other Loan Documents as of the date hereof (other than representations, warranties and covenants that relate solely to an earlier date). To the extent that any changes in any representations, warranties, and covenants require any amendments to the Schedules to the Credit Agreement or any of the other Loan Documents, such Schedules are hereby updated, as evidenced by any supplemental Schedules (if any) annexed to this Joinder.




4. Ratification of Loan Documents . Except as specifically amended by this Joinder and the other documents executed and delivered in connection herewith, all of the terms and conditions of the Credit Agreement and of the other Loan Documents shall remain in full force and effect as in effect prior to the date hereof, without releasing any Loan Party thereunder or Collateral granted by any Loan Party.




5. Conditions Precedent to Effectiveness . This Joinder shall not be effective until the following conditions precedent have each been fulfilled to the reasonable satisfaction of the Administrative Agent:




a. This Joinder shall have been duly executed and delivered by the respective parties hereto, and shall be in full force and effect and shall be in form and substance reason
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