Exhibit 10.23
SECOND AMENDMENT TO DISTRIBUTION
AGREEMENT
THIS SECOND AMENDMENT TO
DISTRIBUTION AGREEMENT (this “Amendment”), dated
April 27, 2006, effective July 31, 2005, is made by and
between Diversified Apparel Resources, LLC f/k/a Commerce Clothing
Company, LLC (“Diversified”), a California limited
liability company with its principal executive offices at 5804 East
Slauson Avenue, Commerce, California 90040 and Cygne Designs, Inc.,
a Delaware corporation (“Cygne”), having its principal
executive office at 11 West 42 nd Street, New York, New York
10036.
RECITALS
A. Diversified and Cygne previously
entered into a Distribution Agreement dated July 31, 2005, as
amended on December 9, 2005 (the “First
Amendment”) (collectively, the “Agreement”)
providing for the provision by Diversified of certain distribution
services for Cygne under the terms and conditions set forth in the
Agreement.
B. The parties desire to amend
certain provisions of the Agreement and incorporate this Amendment
therein.
C. Except as otherwise set forth
herein, any terms used but not defined herein shall have the
meanings assigned to them in the Agre
