FIRST AMENDMENT
TO
CREDIT AGREEMENT
This First Amendment is made this 28th day of February, 1997, by and
between ULTIMATE ELECTRONICS, INC., a Delaware corporation (the "Borrower"),
NORWEST BANK COLORADO, NATIONAL ASSOCIATION (the "Lender") and NORWEST
BUSINESS CREDIT, INC, a Minnesota corporation, as administrative agent for
the Lender (the "Administrative Agent").
RECITALS
The Borrower, the Lender and the Administrative Agent entered into a
Credit Agreement dated as of November 21, 1996 (the "Credit Agreement").
The Borrower has requested that the Lender change certain affirmative
covenants in the Credit Agreement and the Lender is willing to do so on the
terms and subject to the conditions set forth herein.
NOW THEREFORE, in consideration of the premises and the mutual promises
herein contained, the parties hereto agree as follows:
1. Section 6.7 of the Credit Agreement is hereby amended by amending
subsection (d) thereof to read in its entirety as follows:
"(d) MONTHLY ACCOUNTS PAYABLE AGING. Within thirty (30) days after the
end of each fiscal year, deliver to the Administrative Agent a copy of a
summary for the Borrower's internally prepared monthly accounts payable
aging for the applicable month and such additional information as the
Administrative Agent may reasonably request from time to time, provided,
however, that if excess Borrowing Base availability is less than or equal
to $2,500,000, the Borrower shall deliver a complete copy of the
Borrower's internally prepared monthly accounts payable aging."
2. Section 6.7 of the Credit Agreement is hereby further amended by
amending subsection (e) thereof to read in its entirety as follows:
"(e) BORROWING BASE CERTIFICATE. Within thirty (30) days after the end of
each fiscal month, deliver to the Administrative Agent a Borrowing Base
Certificate and an Inventory Report (with such supporting schedules as
the Administrative Agent may request) signed by the chief financial
officer or other officer of the Borrower satisfactory to the
Administrative Agent, provided, however, that if excess Borrowing Base
availability is less than or equal to $2,500,000, the Borrower shall
deliver the Borrowing Base Certificate to
the Administrative Agent on a weekly basis. Notwithstanding the foregoing,
the Borrower shall deliver a Borrowing Base Certificate more frequently
than otherwise provided herein at the request of the Administrative Agent."
3. Except as specifically amended hereby, the Credit Agreement shall
remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to
be duly executed as of the day and year first above written.
ULTIMATE ELECTRONICS, INC.
By: /s/ Xxxx X. Xxxxxxx
---------------------------------
Its: Vice President
---------------------------------
NORWEST BANK COLORADO, NATIONAL
ASSOCIATION
By: /s/ Xxxxx Xxxxx
---------------------------------
Its: Vice President
---------------------------------
NORWEST BUSINESS CREDIT, INC.
By: /s/ Xxxxxx Xxxxxxx
---------------------------------
Its: Assistant Vice President
---------------------------------
-2-
