MTB Bank
00 Xxxxx Xxxxxx
Xxx Xxxx, XX 00000-0000
(000) 000-0000
Fax: 000-0000
July 14, 1999
Segue (America) Limited
c/o Hampshire Group Limited
000 Xxxxxxxx Xxxxxxxxx
Xxxxxxxx, Xxxxx Xxxxxxxx 00000
Attention: Xx. Xxxxxxx Xxxxxxx
Re: Renewal of Credit Facility
Dear Xx. Xxxxxxx:
Reference is made to the Credit Agreement dated February 15, 1995 executed by
and between Segue (America) Limited, formerly named Vintage, Inc., a Delaware
corporation (the "Borrower") and MTB Bank (the "Bank") and the Letter of Credit
and Security Agreement, the Corporate Guarantee executed by Hampshire Group
Limited (the "Corporate Guarantor") and other related loan documents executed in
connection therewith (collectively, the "Loan Documents"). All capitalized terms
used herein and not defined shall have the meanings set forth in the Credit
Agreement.
Effective July 14, 1999, the Borrower and the Bank hereby agree to amend the
Credit Agreement as follows:
The definition of Termination Date set forth in Section I(f) of the Credit
Agreement is hereby amended by deleting the date "April 30, 1999" therefrom
and inserting the date "April 30, 2000" in its place.
Each of the Loan Documents is hereby amended to give effect to the foregoing and
except as amended hereby, each such Loan Document remains in full force and
effect in accordance with its terms.
The Corporate Guarantor acknowledges and confirms that the term "Obligations"
referred to in the Corporate Guarantee executed by it includes, without
limitation, the indebtedness, liabilities and obligations of the Borrower under
the Credit Agreement, as amended hereby. The foregoing amendment shall not
affect or impair in any way the validity, binding effect or enforceability of
any Loan Document to which the Borrower or the Corporate Guarantor is party, and
the Borrower's and Guarantor's obligations and the Bank's rights and remedies
thereunder shall continue in full force and effect, notwithstanding such
amendment.
1
If the foregoing is acceptable to you, kindly execute both copies of this
letter, returning it to MTB Bank, 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx
00000-0000, Attn: Xx. Xxxxxxx Xxxxx no later than July 31, 1999. Upon receipt by
the Bank of counterparts of this letter duly executed by all the parties listed
below by such date, this letter shall become a binding agreement between the
Bank and the other signatories hereto as of the date first above written.
Very truly yours,
MTB BANK
/s/ Xxxx X. Xxxxxx
-------------------------------
Xxxx X. Xxxxxx
Senior Vice President
Chief Lending Officer
Accepted and Agreed:
SEGUE (AMERICA) LIMITED,
formerly named VINTAGE, INC.
By: /s/ Xxxxxx X. Xxxxxxx, Xx.
----------------------------------------
Name: Xxxxxx X. Xxxxxxx, Xx.
Title: Vice President - Finance
HAMPSHIRE GROUP LIMITED,
as Corporate Guarantor
By: /s/ Xxxxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Chief Financial Officer
2