AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT
EXHIBIT 10.24(b)
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT
This AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT dated as of November 20, 2007 (this
“Amendment”), by and among (i) THE BON-TON DEPARTMENT STORES, INC. (“Bon-Ton”), a
Pennsylvania corporation, HERBERGER’S DEPARTMENT STORES, LLC, (“Herberger’s”), a Minnesota
limited liability company, XXXXXX XXXXX XXXXX, LLC (“CPS”), an Alabama limited liability
company, and THE XXXXX-XXXXXXX STORES CORP. (“Xxxxx-Xxxxxxx” and together with Bon-Ton,
Herberger’s and CPS, collectively, the “Borrowers”), an Ohio corporation, (ii) BANK OF
AMERICA, N.A. (“Bank of America”), (iii) the financial institutions party from time to time
party to the Loan Agreement (as defined below) (together with Bank of America, the
“Lenders”), and (iv) BANK OF AMERICA, as agent for the Lenders (“Agent”), amends
certain provisions of the Loan and Security Agreement, dated as of March 6, 2006 among the
Borrowers, the Lenders and the Agent (as amended and in effect from time to time, the “Loan
Agreement”).
WHEREAS, the Borrowers have requested that the Lenders and the Agent consent to the merger of
The Bon-Ton Properties — Irondequoit G.P., Inc. into Bon-Ton (the “Merger”) and the
dissolution of The Bon-Ton Properties — Irondequoit L.P. (the “Dissolution”);
WHEREAS, the Agent and the Lenders are willing to consent to the Merger and the Dissolution as
provided herein;
WHEREAS, the Borrowers, the Agent and the Lenders desire to amend certain provisions of the
Loan Agreement as provided more fully herein below;
WHEREAS, each of the undersigned guarantors (each, a “Guarantor”) have guaranteed the
Borrowers’ obligations to the Lenders and the Agent under or in respect of the Loan Agreement,
pursuant to the terms of that certain Guaranty dated as of March 6, 2006 (as amended or
supplemented and in effect on the date hereof, the “Guaranty”); and
WHEREAS, it is a condition precedent to the Lenders entering into this Amendment that each of
the Guarantors ratifies its obligations under the Guaranty;
NOW THEREFORE, in consideration of the mutual agreements contained in the Loan Agreement and
herein and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby agree as follows:
§1. Defined Terms. Capitalized terms used herein without definition shall have the
meanings assigned to such terms in the Loan Agreement.
§2. Consent. Notwithstanding anything to the contrary contained in the Loan
Agreement, the Lenders and the Agent consent to the Merger and the Dissolution.
§3. Amendments to the Loan Agreement. Subject to the satisfaction of the conditions
set forth in Section 6 of this Amendment, the Loan Agreement is hereby amended as follows:
§3.1. Section 1.1 (Definitions) of the Loan Agreement is hereby amended as follows:
(a) by deleting the reference to “$4,000,000” in clause (b)(x) of the definition of
“Permitted Distribution” and substituting “$5,000,000” in lieu thereof.
(b) by deleting the reference to “$15,000,000” in clause (b)(y) of the definition of
“Permitted Distribution” and substituting “$20,000,000” in lieu thereof.
(c) by adding the following new definitions in the appropriate alphabetical order:
Amendment Effective Date — November 20, 2007.
§3.2. Section 10.1.2 (Financial and Other Information) of the Loan Agreement is hereby
amended as follows:
(a) by deleting the reference to “its chief financial officer” in Section 10.1.2(b)(ii) and
substituting “a Senior Officer of the Borrower Agent” in lieu thereof; and
(b) by deleting the reference to “(with such certification to be in such Person’s capacity as
chief financial officer of such Obligor and not in such Person’s individual capacity)” in Section
10.1.2(b)(ii) and substituting “(with such certification to be in such Person’s capacity as a
Senior Officer of such Obligor and not in such Person’s individual capacity)” in lieu thereof.
(c) by deleting the reference to “the chief financial officer” in Section 10.1.2(c) and
substituting “a Senior Officer” in lieu thereof;
(d) by deleting the reference to “(with such certification to be in such Person’s capacity as
chief financial officer of such Obligor and not in such Person’s individual capacity)” in Section
10.1.2(c) and substituting “(with such certification to be in such Person’s capacity as a Senior
Officer of such Obligor and not in such Person’s individual capacity)” in lieu thereof;
(e) by deleting the reference to “the chief financial officer” in Section 10.1.2(d) and
substituting “a Senior Officer” in lieu thereof;
(f) by deleting the reference to “(with such certification to be in such Person’s capacity as
chief financial officer of Borrower Agent and not in such Person’s individual capacity)” in Section
10.1.2(d) and substituting “(with such certification to be in such Person’s capacity as a Senior
Officer of Borrower Agent and not in such Person’s individual capacity)” in lieu thereof; and
(g) by deleting Section 10.1.2(f) in its entirety and substituting the following in lieu
thereof:
“not later than 75 days from the beginning of the current Fiscal Year, projections of
Obligors’ consolidated balance sheets, results of operations, cash flow and Availability
for the current Fiscal Year and the next two Fiscal Years, year by year, and for the
current Fiscal Year, month by month;”
§3.3. Section 10.2.3 (Capital Expenditures) of the Loan Agreement is hereby amended by
deleting each reference to “$125,000,000” and substituting “$150,000,000” in lieu thereof.
§4. Affirmation and Acknowledgment. Each of the Borrowers hereby ratifies and
confirms all of its Obligations to the Lenders and the Agent, including, without limitation, the
Loans, and the Borrower hereby affirms its absolute and unconditional promise to pay to the
Lenders the Loans, the Obligations, and all other amounts due under the Loan Agreement as amended
hereby. The Borrower hereby confirms that the Obligations are and remain secured pursuant to the
Security Documents and pursuant to all other instruments and documents executed and delivered by
the Borrower as security for the Obligations.
§5. Representations and Warranties. Each of the Borrowers hereby represents and
warrants to the Lenders and the Agent as follows:
(a) The execution and delivery by each of the Borrowers of this Amendment and the performance
by the Borrowers of its obligations and agreements under this Amendment and the Loan Agreement as
amended hereby are within the corporate authority of each Borrower, have been duly authorized by
all necessary corporate proceedings on behalf of each Borrower, and do not and will not contravene
any provision of law, statute, rule or regulation to which any Borrower is subject or such
Borrower’s charter, other incorporation papers, by-laws or any stock provision or any amendment
thereof or of any agreement or other instrument binding upon such Borrower.
(b) Each of this Amendment and the Loan Agreement as amended hereby constitutes the legal,
valid and binding obligation of the Borrowers, enforceable against the Borrowers in accordance with
their respective terms, except as limited by bankruptcy, insolvency, reorganization, moratorium or
other laws relating to or affecting generally the enforcement of creditors’ rights and general
equitable principles.
(c) No approval or consent of, or filing by any Borrower with, any governmental agency or
authority is required to make valid and legally binding the execution, delivery or performance by
the Borrowers of this Amendment.
(d) The representations and warranties contained in Section 9 of the Loan Agreement, the other
Loan Documents or in any document or instrument delivered pursuant to or in connection with the
Loan Agreement are true and correct in all material respects on and as of the date made and as of
the date hereof, except to the extent that such representations and warranties specifically refer
to an earlier date and except for changes which do not constitute a violation of the Loan
Agreement.
(e) As of the date hereof, after giving effect to the provisions hereof, there exists no Event
of Default or Default.
§6. Conditions. This Amendment shall become effective as of the Amendment Effective
Date upon the satisfaction of the following conditions precedent:
(a) this Amendment and all related documents, as applicable, shall have been duly executed and
delivered by the Borrowers, each Obligor, the Required Lenders, the Agent and each other party
thereto, as applicable, and shall be in full force and effect; and
(b) all corporate action necessary for the valid execution, delivery and performance by the
Borrowers of this Amendment and each of the related documents to which it is or is to become a
party, shall have been duly and effectively taken, and evidence thereof reasonably satisfactory to
the Agent shall have been provided to the Agent.
(c) Agent shall have received a certificate of a duly authorized officer of each Borrower
(with such certification to be in such Person’s capacity as an officer of such Borrower and not in
such Person’s individual capacity), certifying (i) that attached copies of such Borrower’s Organic
Documents are true and complete, and in full force and effect, without amendment except as shown,
(ii) that an attached copy of resolutions authorizing execution and delivery of the Amendment is
true and complete, and that such resolutions are in full force and effect, were duly adopted, have
not been amended, modified or revoked, and constitute all resolutions adopted with respect to this
credit facility, and (iii) to the title, name and signature of each Person authorized to sign the
Loan Documents. Agent may conclusively rely on this certificate until it is otherwise notified by
the applicable Borrower in writing.
(d) Agent shall have received copies of the charter documents of each Borrower, certified as
appropriate by the Secretary of State or another official of such Borrower’s jurisdiction of
organization, or with respect to one or more Borrowers, a certificate of a duly authorized officer
of such Borrower specifying that there has been no change in such Borrower’s charter documents from
those attached to the Secretary’s Certificate for such Borrower dated as of March 6, 2006 and
delivered to Agent in connection with the Loan Agreement. Agent shall have received good standing
or subsistence certificates, as applicable, for each Borrower, issued by the Secretary of State or
other appropriate official of such Borrower’s jurisdiction of organization.
§7. Ratification of Loan Documents. Each of the Obligors hereby ratifies and confirms
the Security Documents to which it is a party and the guarantees, pledges and security interests
created thereby. Each of the Obligors ratifies and confirms that the pledges and security
interests created by the Security Documents to which it is a party secure the obligations that are
secured pursuant to such Security Document. Each of the Guarantors ratifies and confirms that the
guaranties created by the Guaranty guarantee the Obligations of the Borrowers under the Loan
Agreement.
§8. Miscellaneous Provisions.
§8.1. Except as otherwise expressly provided by this Amendment, all of the terms, conditions
and provisions of the Loan Agreement and the Loan Documents shall remain the same. It is declared
and agreed by each of the parties hereto that the Loan Agreement and the Loan Documents, as amended
hereby, shall continue in full force and effect, and that this Amendment and the Loan Agreement and
the Loan Documents shall be read and construed as one instrument. All references in the Loan
Agreement or any related agreement or instrument to the Loan Agreement shall hereafter refer to the
Loan Agreement as amended hereby.
§8.2. This Amendment shall be construed according to and governed by the laws of the State of
New York, including without limitation, New York General Obligations Law §§ 5-1401 and 5-1402 (but
giving effect to federal laws relating to national banks).
§8.3. This Amendment may be executed in any number of counterparts, but all such counterparts
shall together constitute but one instrument. In making proof of this Amendment, it shall not be
necessary to produce or account for more than one counterpart signed by each party hereto by and
against which enforcement hereof is sought. Delivery of an executed counterpart of a signature
page of this Amendment by telecopy or other electronic transmission shall be effective as delivery
of a manually executed counterpart of this Amendment.
§8.4. The Borrowers hereby agrees to pay to the Agent, on demand by the Agent, all reasonable
out-of-pocket costs and expenses incurred or sustained by the Agent in connection with the
preparation of this Amendment (including legal fees).
§8.5. This Amendment shall constitute a Loan Document under the Loan Agreement, and all
obligations included in this Amendment (including, without limitation, all obligations for the
payment of principal, interest, fees, and other amounts and expenses) shall constitute Obligations
under the Loan Documents and be secured by the collateral security for the Obligations.
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above
written.
| THE BON-TON DEPARTMENT STORES, INC. | ||||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||||
| By: H. Xxxx Xxxxxxxxx | ||||||||
| Title: Vice President, Treasurer | ||||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||||
| Attn: | ||||||||
| Telecopy: (000) 000-0000 | ||||||||
| HERBERGER’S DEPARTMENT STORES, LLC | ||||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||||
| By: H. Xxxx Xxxxxxxxx | ||||||||
| Title: Vice President, Treasurer | ||||||||
| Address: 000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 | ||||||||
| Attn: | ||||||||
| Telecopy: (000) 000-0000 | ||||||||
| XXXXXX XXXXX XXXXX, LLC | ||||||||
| By: The Bon-Ton Department Stores, Inc., its sole member | ||||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||||
| By: H. Xxxx Xxxxxxxxx | ||||||||
| Title: Vice President, Treasurer | ||||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||||
| Attn: | ||||||||
| Telecopy: (000) 000-0000 | ||||||||
| THE XXXXX-XXXXXXX STORES CORP. | ||||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||||
| By: H. Xxxx Xxxxxxxxx | ||||||||
| Title: Vice President, Treasurer | ||||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||||
| Attn: | ||||||||
| Telecopy: (000) 000-0000 | ||||||||
| BANK OF AMERICA, N.A., as Agent and Lender | ||||||
| /s/ Xxxxxxx Xxxx | ||||||
| By: Xxxxxxx Xxxx | ||||||
| Title: Vice President | ||||||
| Address: | ||||||
| 000 Xxxxxxx Xxxxxx, 0xx Xxxxx | ||||||
| Xxx Xxxx, Xxx Xxxx 00000 | ||||||
| Attn: Xxxxxxx Xxxx | ||||||
| Telecopy: 000-000-0000 | ||||||
Each of the undersigned Obligors hereby joins in this Amendment for the sole purpose of
consenting to and being bound by the provisions of §6 hereof.
| THE BON-TON STORES, INC. | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President, Treasurer | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| THE BON-TON TRADE, LLC (formerly known | ||||||
| as The Bon-Ton Trade Corp.) | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Title: President and Secretary | ||||||
| Address: 000 Xxxxxxxx Xxxxxx, Xxxxx 00000, Xxxxxxxxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| THE BON-TON STORES OF LANCASTER, INC. | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Title: Secretary/Treasurer | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| THE BON-TON GIFTCO, INC. | ||||||
| /s/ Xxxxxx X. Xxxxx | ||||||
| By: Xxxxxx X. Xxxxx | ||||||
| Title: Vice P resident, Secretary | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| XXXXX-XXXXXXX WEST XXXXXXXX, INC. | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President, Treasurer | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| XXXXX-XXXXXXX HOLDINGS, INC. | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President and Treasurer | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| XXXXX-XXXXXXX OPERATIONS, LLC | ||||||
| BY: The Xxxxx-Xxxxxxx Stores Corp., its managing member | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President and Treasurer | ||||||
| Address: 0000 Xxxx Xxxxxx Xxxxxx, Xxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| BON-TON DISTRIBUTION, INC. (formerly known as Saks Distribution Centers, Inc.) | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President — Treasurer | ||||||
| Address: 000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| MCRIL, LLC | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President — Treasurer | ||||||
| Address: 000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
| XXXXXX XXXXX XXXXX XX, INC. (formerly known as XxXxx’x, Inc.) | ||||||
| /s/ H. Xxxx Xxxxxxxxx | ||||||
| By: H. Xxxx Xxxxxxxxx | ||||||
| Title: Vice President — Treasurer | ||||||
| Address: 000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 | ||||||
| Attn: | ||||||
| Telecopy: (000) 000-0000 | ||||||
LENDERS:
| GENERAL ELECTRIC CAPITAL | ||||||||
| CORPORATION | ||||||||
| /s/ Xxxxxxx Xxxxxx | ||||||||
| By: | Xxxxxxx Xxxxxx | |||||||
| Title: Duly Authorized Signatory | ||||||||
| Address: | 000 Xxxxxxx 0 | |||||||
| Xxxxxxx, Xxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxxxxxx Xxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| CITICORP NORTH AMERICA | ||||||||
| /s/ Xxxxxx Xxxxxxxxxx | ||||||||
| By: | Xxxxxx Xxxxxxxxxx | |||||||
| Title: Vice President | ||||||||
| Address: | 2 Penn’s Way, Suite 200 | |||||||
| New Castle, Delaware 19720 | ||||||||
| Attn: | Xxxxxx Xxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| JPMORGAN CHASE BANK, N.A. | ||||||||
| /s/ Xxxxx X. Xxxxxxx | ||||||||
| By: | Xxxxx X. Xxxxxxx | |||||||
| Title: Vice President | ||||||||
| Address: | 0 Xxxxx Xxxxxx, 00xx Xxxxx | |||||||
| Xxxxxxxxx, Xxx Xxxx 00000 | ||||||||
| Attn: | Xxxxx Xxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| XXXXX FARGO RETAIL FINANCE, LLC | ||||||||
| /s/ Xxxxxxxx Xxxxxxxxxx | ||||||||
| By: | Xxxxxxxx Xxxxxxxxxx | |||||||
| Title: Assistant Vice President | ||||||||
| Address: | Xxx Xxxxxx Xxxxx, Xxxxx 0000 | |||||||
| Xxxxxx, Xxxxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxxxxxxx Xxxxxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| THE CIT GROUP/BUSINESS CREDIT, INC. | ||||||||
| /s/ Xxxxxxx XxXxxxxx | ||||||||
| By: | Xxxxxxx XxXxxxxx | |||||||
| Title: Assistant Vice President | ||||||||
| Address: | 00 Xxxx 00xx Xxxxxx | |||||||
| Xxx Xxxx, Xxx Xxxx 00000 | ||||||||
| Attn: | Xxxxxxx XxXxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| XXXXXXX XXXXX CAPITAL, A DIVISION OF | ||||||||
| XXXXXXX XXXXX BUSINESS FINANCIAL | ||||||||
| SERVICES INC. | ||||||||
| /s/ Xxxx Xxxxxx | ||||||||
| By: | Xxxx Xxxxxx | |||||||
| Title: Vice President | ||||||||
| Address: | 000 Xxxxxxx Xxxxxx, 00xx Xxxxx | |||||||
| Xxx Xxxx, Xxx Xxxx 00000 | ||||||||
| Attn: | Xxxx Xxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| WACHOVIA BANK, NATIONAL ASSOCIATION | ||||||||
| /s/ Xxxxxx X. Xxxxxx, Xx. | ||||||||
| By: | Xxxxxx X. Xxxxxx, Xx. | |||||||
| Title: Director | ||||||||
| Address: | Xxx Xxxxx Xxxxx Xxxxxx — XX0000 | |||||||
| Xxxxxxxxxxxx, XX 00000 | ||||||||
| Attn: | Xxxxxx X. Xxxxxx, Xx. | |||||||
| Telecopy: | 000-000-0000 | |||||||
| LASALLE RETAIL FINANCE, A DIVISION OF | ||||||||
| LASALLE BUSINESS CREDIT, LLC, AS AGENT | ||||||||
| FOR LASALLE BANK MIDWEST | ||||||||
| NATIONAL ASSOCIATION | ||||||||
| /s/ Xxxxx Xxxxxxxxxxx | ||||||||
| By: Xxxxx Xxxxxxxxxxx | ||||||||
| Title: Senior Vice President | ||||||||
| Address: | 00 Xxxxxxxxx Xxxx Xxxxxx Xxxx, | |||||||
| Xxxxx 000 | ||||||||
| Xxxxxxxxx, Xxxxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxxxx Xxxxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| CITIZENS BANK OF PENNSYLVANIA | ||||||||
| /s/ Xxx Xxxx | ||||||||
| By: | Xxx Xxxx | |||||||
| Title: Vice President | ||||||||
| Address: | Xxx XXX Xxxxx, Xxxxx 000 | |||||||
| Xxxxxxxxxx, Xxxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxx Xxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| NATIONAL CITY BUSINESS CREDIT, INC. | ||||||||
| /s/ Xxxxxxx Xxxxxx | ||||||||
| By: | Xxxxxxx Xxxxxx | |||||||
| Title: Vice President | ||||||||
| Address: | 0000 X. 0xx Xxxxxx, Xxxxx 000 | |||||||
| Xxxxxxx #00-0000 | ||||||||
| Xxxxxxxxx, Xxxx 00000 | ||||||||
| Attn: | Xxxxxxx Xxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| M & T BANK | ||||||||
| /s/ Xxxxx X. Xxxxxx | ||||||||
| By: | Xxxxx X. Xxxxxx | |||||||
| Title: Bank Officer | ||||||||
| Address: | 00 Xxxxx Xxxxxxx Xx. | |||||||
| Xxxxxxxxx, Xxxxxxxx 00000 | ||||||||
| Attn: | Xxxxx X. Xxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| UBS LOAN FINANCE LLC | ||||||||
| /s/ Xxxxxxx X. Xxxxxx | ||||||||
| By: Xxxxxxx X. Xxxxxx | ||||||||
| Title: Director | ||||||||
| /s/ Xxxxx X. Xxxxx | ||||||||
| By: Xxxxx X. Xxxxx | ||||||||
| Title: Associate Director | ||||||||
| Address: | 000 Xxxxxxxxxx Xxxx. | |||||||
| Xxxxxxxx, Xxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxxxxxx Xxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| SOVEREIGN BANK | ||||||||
| /s/ Xxxxxx X.X. Xxxxx | ||||||||
| By: Xxxxxx X.X. Xxxxx | ||||||||
| Title: Senior Vice President | ||||||||
| Address: | 00 Xxxxx Xxxxxx | |||||||
| Xxxxxx, Xxxxxxxxxxxxx 00000 | ||||||||
| Attn: | Xxxxxx Xxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| HSBC BUSINESS CREDIT (USA) INC. | ||||||||
| /s/ Xxxx Xxxxxxxx | ||||||||
| By: Xxxx Xxxxxxxx | ||||||||
| Title: Assistant Vice President | ||||||||
| Address: | 000 0xx Xxxxxx, Xxxxx 0 | |||||||
| Xxx Xxxx, Xxx Xxxx 00000 | ||||||||
| Attn: | Xxxx Xxxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| PNC BANK, NATIONAL ASSOCIATION | ||||||||
| /s/ Xxxxxx X. Xxxxxxxxxxx | ||||||||
| By: Xxxxxx X. Xxxxxxxxxxx | ||||||||
| Title: Vice President | ||||||||
| Address: | 0000 Xxxxxx Xxxxxx, 00xx Xxxxx | |||||||
| Xxxxxxxxxxxx, XX 00000 | ||||||||
| F2-F070-31-2 | ||||||||
| Attn: | Xxxxxx X. Xxxxxxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
| NORTH FORK BUSINESS CAPITAL CORPORATION | ||||||||
| /s/ Xxxxxx X. Xxxxxxx | ||||||||
| By: Xxxxxx X. Xxxxxxx | ||||||||
| Title: Vice President | ||||||||
| Address: | 000 Xxxxxxxxxxx Xxxx | |||||||
| Xxxxxxxx, Xxx Xxxx 00000 | ||||||||
| Attn: | Xxxxxx X. Xxxxxxx | |||||||
| Telecopy: | 000-000-0000 | |||||||
