EX-10.26



 Exhibit 10.26 

SECOND AMENDMENT TO AMENDED AND RESTATED 

LOAN AGREEMENT 
 This
Second Amendment to Amended and Restated Loan Agreement (this “Amendment”) dated December 27, 2013, is by and among BMO Harris Bank N.A., formerly known as Harris N.A. (“Lender”), Duluth Holdings Inc., a Wisconsin
corporation (“Holdings”), and Duluth Trading Company, LLC, a Wisconsin limited liability company (“Trading,” and collectively with Holdings, the “Borrowers”). 

RECITALS 
 WHEREAS, Lender
and Borrowers are parties to that certain Amended and Restated Loan Agreement dated June 13, 2011, as amended by First Amendment to Amended and Restated Loan Agreement dated June 30, 2012 (the “Loan Agreement”); and 

WHEREAS, Borrowers and Lender desire to amend the Loan Agreement as provided herein. 

AGREEMENT 
 NOW,
THEREFORE, Lender and Borrowers hereby agree as follows: 
 1. Definitions. Capitalized terms used but not defined herein shall have
the meanings ascribed to such terms in the Loan Agreement except as revised below: 
 2. Borrowing Base Certificate.
Section 8.1(d) of the Loan Agreement is amended to delete “15 days after the end of each fiscal month” and replace it with “30 days after the end of each fiscal month.” 

3. Consents of Lessor. On or before January 31, 2013, Borrowers shall deliver to Lender Consents of Lessor in form reasonably
acceptable to Lender for Borrowers’ locations at 100 West Main Street, Mount Horeb, Wisconsin 53572; 108 N. Franklin St., Port Washington, WI 53074; and 9801 Lyndale Ave. S, Bloomington, MN 55420. 

4. Schedule 2. Schedule 2 to the Loan Agreement is deleted and replaced with the attached Schedule 2. 

5. Effect of Amendment. Except as amended hereby or otherwise in writing signed by the party against whom it is to be enforced, the
Notes and the Loan Agreement shall remain in full force and effect. 
 6. Fees and Expenses. Borrowers shall pay all fees and
expenses incurred by Lender (including fees of counsel) in connection with the preparation, issuance, maintenance and enforcement of this Amendment. 







 7. Law Governing. This Amendment shall be governed by the laws of the State of Wisconsin.

 8. Binding Effect. This Amendment shall be binding upon the parties hereto and their respective successors and assigns. 

9. Counterparts. This Amendment may be executed in counterparts, all of which shall be taken to be one and the same instrument, for the
same effect as if all parties hereto had signed the same signature page. Receipt of an executed signature page to this Amendment by facsimile or other electronic transmission shall constitute effective delivery thereof. 

[Signature Page Follows] 

  
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 IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the day and year first
above written. 
  

			
	DULUTH HOLDINGS INC.
		
	By:	 	/s/ S. L. Schlecht
		 	/s/ CEO            ,
                                        



  

					
	DULUTH TRADING COMPANY, LLC
		
	By:	 	Duluth Holdings Inc., its sole member
			
		 	By:	 	/s/ S. L. Schlecht, Member
		 		 	/s/ Member            ,
                                        



  

			
	BMO HARRIS BANK NA., f/k/a Harris N.A.
		
	By:	 	/s/ John M. Howard
		 	John M. Howard, Senior Vice President


 REAFFIRMATION OF GUARANTOR 

The undersigned hereby consents to the foregoing Second Amendment to Amended and Restated Loan Agreement and ratifies and affirms its Guaranty
dated June 13, 2011 of all of the Obligations, as defined in such Guaranty, of Duluth Holdings Inc., a Wisconsin corporation, and Duluth Trading Company, LLC, a Wisconsin limited liability company, to BMO Harris Bank N.A. 

 

			
	SCHLECHT RETAIL VENTURES LLC
		
	By:	 	/s/ S. L. Schlecht
		 	Stephen L. Schlecht, Member
		
	By:	 	/s/ M. Schlecht
		 	Marianne Schlecht, Member


 (signature Page — Second Amendment to Amended and Restated Loan Agreement) 

  
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 SCHEDULE 2 

LOCATIONS 
 170 Countryside Drive 

Belleville, Wisconsin 53508 
 1107 River Street (Hwy 69) 

Belleville, WI 53508 
 100 West Main Street 

Mount Horeb, Wisconsin 53572 
 108 N. Franklin St, 

Port Washington, WI 53074 
 9801 Lyndale Ave. S 

Bloomington, MN 55420 

  
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