EXHIBIT (10)(II)(VII)
May 20, 1998
Nantucket Industries, Inc.
000 Xxxxxxxxxxx Xxxx
Xxxxx 000
Xxxxxxxx, Xxx Xxxx 00000
Re: Second Extension of Effective Date of Termination of
Financing Agreements
Gentlemen:
Reference is made to the Loan and Security Agreement# dated
March 21, 1994 (as previously amended, the "Loan Agreement") between Congress
Financial Corporation ("Lender") and Nantucket Industries, Inc. ("Borrower") and
to the other Financing Agreements referred to in the Loan Agreement
(collectively, with the Loan Agreement, the "Financing Agreements"). Capitalized
terms used herein and not otherwise defined herein shall have the meanings
assigned to them in the Loan Agreement.
Reference is also made to: (i) the letter re: Termination of
Financing Agreements, dated January 16, 1998, from Lender to Borrower ("Notice
of Termination"), by which letter Lender gave Borrower notice that the financing
arrangements under the Loan Agreement and other Financing Agreements was to
terminate effective as of March 20, 1998 (the "Termination Date"), and (ii) the
letter agreement re: Extension of Effective Date of Termination of Financing
Agreements, dated March 20, 1998, between Xxxxxx and Xxxxxxxx, pursuant to which
agreement (the "First Extension"), the Termination Date was extended to Xxxx 20,
1998.
In consideration of the mutual agreements contained herein and
other good and valuable consideration, Borrower and Xxxxxx hereby agree as
follows:
1. EXTENSION OF TERMINATION DATE. Solely as an accommodation to
Borrower, in order to permit Borrower additional time to arrange for refinancing
or make other arrangements for the payment and satisfaction in full of the
Obligations, Lender hereby agrees with Borrower that notwithstanding the
effective date of termination pursuant to the Notice of Termination, as extended
by the First Extension, the Termination Data shall be further extended to August
18, 1998, an which date all of Borrower's Obligations to Lender under the
Financing Agreements will automatically become du and payable, without further
notice, and all obligations of Lender to provide further financing to Borrower
will automatically cease, without further notice.
2. FEE. In consideration Of Xxxxxx's entering into this
agreement, Borrower shall pay Lender a fee in the amount of $5,000, which is
fully earned and payable on the date hereof,
and may, at Xxxxxx's option, be charged directly to any of Xxxxxxxx's loan
account(s) maintained by Lender under the Loan Agreement.
3 . MISCELLANEOUS.
(a) FURTHER ASSURANCES. Borrower shall execute and deliver such
additional documents and take such additional action as may be requested by
Lender to effectuate the provisions and purposes of this letter agreement.
(b) EFFECT OF THIS LETTER AGREEMENT. This letter agreement
contains the entire agreement of the parties with respect to the subject matter
hereof and supersedes all correspondence, memoranda, communications, discussions
or negotiations with respect thereto. No existing defaults or Events of Default
and no rights or remedies of Lender have been or are being waived hereby, and
the Notice of Termination, as modified by the First Extension and by the terms
hereof, remains in effect. No changes or modifications to the Financing
Agreements have been or are being made or are intended hereby, and, subject to
the Notice of Termination, as modified by the First Extension and by the terms
hereof, in all other respects the Financing Agreements are hereby specifically
ratified, restated and confirmed by all parties hereto as of the date hereof.
Lender hereby reserves all of its rights and remedies set forth in the Financing
Agreements, whether exercisable on or prior to the Termination Date or in
connection with such termination or otherwise. In the event that any term or
provision of this letter agreement conflicts with any term or provision of the
other Financing Agreements, the term or provision of this letter agreement shall
control.
(c) COUNTERPARTS. This letter agreement may be executed and
delivered in counterparts.
Very truly yours,
CONGRESS FINANCIAL CORPORATION
By: /s/ Xxxxx Xxxx
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Title: V.P.
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AGREED:
NANTUCKET INDUSTRIES, INC.
By: /s/ Xxxxxx Xxxxxxx
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Title: CEO
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CONSENT AND AGREEMENT
The undersigned guarantor hereby consents to the foregoing
letter agreement and ratifies and confirms the terms of its Guarantee in favor
of Lender as applicable to all present and future, indebtedness, liabilities and
obligations of Borrower to Lender, including, without limitation, all
indebtedness, liabilities and obligations under the Financing Agreements,
including the foregoing letter agreement.
NANTUCKET XXXXX, INC.
By: /s/ Xxxxxx Xxxxxxx
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Title: CEO
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