As of June 17, 2002
Exhibit 10.20
As of June 17, 2002
The Xxxx Companies
and its Subsidiaries
0000 Xxxxxx Xxxxxxxxx, Xxxxx 000
XxXxxx, Xxxxxxxx 00000
Attention: Xx. Xxxxxx X. Xxxxxxxx
| Re: | Fleet Capital Corporation, as Agent - The Xxxx Companies and its Subsidiaries |
Gentlemen:
Reference is hereby made to that certain Loan and Security Agreement dated May 15, 2002 (as at any time amended, the “Loan Agreement”), among The Xxxx Companies, a Nevada corporation, Xxxx Diversified, Inc., a Delaware corporation, Home Elements, Inc., a Virginia corporation, Xxxx Furniture Wood Products, Inc., a California corporation, Xxxx Properties, Inc., a California corporation, Storehouse, Inc., a Georgia corporation, Xxxx Furniture, Inc., a Virginia corporation, The Xxxxxxxx Gold Co., a North Carolina corporation (collectively, “Borrowers” and individually, a “Borrower”), the various financial institutions named therein (collectively, “Lenders”) and Fleet Capital Corporation, as collateral and administrative agent for itself and Lenders. Capitalized terms used herein, unless otherwise defined herein, shall have the meaning ascribed to such terms in the Loan Agreement.
The Loan Agreement is hereby amended by deleting the reference to “June 17, 2002” found in Section 9.1.14 of the Loan Agreement and by substituting in lieu thereof “August 31, 2002.”
Each Borrower hereby ratifies and reaffirms each of the Loan Documents and all of such Borrower’s covenants, duties and liabilities thereunder. Each Borrower acknowledges and stipulates that the Loan Agreement and the other Loan Documents executed by such Borrower are legal, valid and binding obligations of such Borrower that are enforceable against such Borrower in accordance with the terms thereof; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by such Borrower); and the security interests and liens granted by such Borrower in favor of Agent are duly perfected, first priority security interests and Liens (except as otherwise explicitly provided in the Loan Documents).
Except as otherwise expressly provided in this agreement, nothing herein shall be deemed to amend or modify any provision of the Loan Agreement or any of the other Loan Documents, each of which shall remain in full force and effect. This agreement is not intended to be, nor shall it be construed to create, a novation or accord and satisfaction, and the Loan Agreement as herein modified shall continue in full force and effect.
This agreement shall be governed by and construed in accordance with the internal laws of the State of Georgia and shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. This agreement may be executed in any number of counterparts and by different parties to this agreement on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party by facsimile transmission shall be deemed to be an original signature hereto. To the fullest extent permitted by applicable law, the parties hereto each hereby waives the right to trial by jury in any action, suit, counterclaim or proceeding arising out of or related to this agreement.
The parties hereto have caused this agreement to be duly executed under seal and delivered by their respective duly authorized officers on the date first written above.
| FLEET CAPITAL CORPORATION (“Agent” and a “Lender”) | ||||||||||
| By: | ||||||||||
| Title: |
||||||||||
| THE CIT GROUP/COMMERCIAL SERVICES, INC. (“Lender”) | ||||||||||
| By: | ||||||||||
| Title: |
||||||||||
| Accepted and agreed to: | ||||||||||
| THE XXXX COMPANIES | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
[Signatures continued on following page]
- 2 -
| XXXX DIVERSIFIED, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
| HOME ELEMENTS, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
| XXXX FURNITURE WOOD PRODUCTS, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
| XXXX PROPERTIES, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
| STOREHOUSE, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
[Signatures continued on following page]
- 3 -
| XXXX FURNITURE, INC. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
| THE XXXXXXXX GOLD CO. | ||||||||||
| ATTEST: | (“Borrower”) | |||||||||
| /s/ Illegible | By: | /s/ Illegible | ||||||||
| Secretary/Assistant Secretary |
||||||||||
| [CORPORATE SEAL] |
Title: |
Illegible | ||||||||
- 4 -
