December 30, 2004
Exhibit
10.37
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CIT
Business Credit |
T:
000 000-0000 |
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000
Xxxxxx xx xxx Xxxxxxxx |
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Xxx
Xxxx, XX 00000 |
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December
30, 0000
XXXXX
XXXXX XXXXXXX INC.
0000
Xxxxxxxx Xxxxxx
Xxxxxxxxxx,
Xxx Xxxx 00000
Gentlemen:
Reference
is made to (i) the Financing Agreement between us dated March 22, 2002, as the
same may be amended from time to time (the “Financing Agreement”) and (ii) the
Forbearance Agreement between us dated December 8, 2003, as the same may be
amended from time to time (the “Forbearance Agreement”). Capitalized terms used
herein and defined in the Financing Agreement and/or the Forbearance Agreement
(as defined in the Financing Agreement) shall have the same meanings herein as
specified therein unless otherwise specifically defined herein.
Effectively
immediately, pursuant to mutual understanding and agreement, the Financing
Agreement shall be, and hereby is, amended as follows:
1. The
expiration date of the Forbearance Agreement shall be extended from December 8,
2004 to June 30, 2005. In addition, the date December 8, 2004 set forth in
Paragraph B of the Forbearance Agreement (which was extended from the original
date of June 25, 2004) with respect to the $20,000 monthly payments on the
Inventory Loan shall be extended to June 30, 2005.
2. The
definition of Anniversary Date as referred to Section 1 of the Financing
Agreement shall be, and hereby is, deleted in its entirety and replaced by the
following:
“Anniversary
Date shall
mean June 30, 2005.”
Notwithstanding
anything to the contrary contained in the Financing Agreement, the Financing
Agreement shall automatically terminate as of the Anniversary Date and all
Obligations under the Financing Agreement shall become immediately due and
payable on the Anniversary Date.
To
compensate us for the use of our in-house legal department and facilities in
documenting this agreement, you agree to pay us a Documentation Fee equal to
$270.00. Said amount shall be due and payable upon the date hereof and may at
our option be charged to your account under the Financing Agreement on the due
date thereof.
No other
change in the terms or provisions of the Financing Agreement or Forbearance
Agreement is intended or implied, and each of such agreements is hereby ratified
and confirmed.
If the
foregoing, is in accordance with your understanding our agreement kindly so
indicate by signing and returning the enclosed copy of this letter. The
Guarantor has signed below to confirm that its guaranty and/or pledge and
security agreements shall continue in full force and effect notwithstanding the
foregoing agreement.
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Very
truly yours, | |
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THE
CIT GROUP/BUSINESS CREDIT, INC. | |
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By:
/s/
Xxx Xxxxxx | |
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Title:
Assistant Vice President |
Read and
Agreed to:
KNOGO
NORTH AMERICA INC.
By:
/s/
Xxxxx X. Xxxxx
Title:
Vice President - CFO
Confirmed:
By:
/s/
Xxxxx X. Xxxxx
Title:
Vice President - CFO
