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Exhibit 10.9
December 2, 1998
Gildan Activewear Inc./Les Vetements de Sports Gildan Inc.
725 Xxxxxx xx Xxxxxx
Xxxxxxxx, Xxxxxx
X0X 0X0
Attention: Mr. H. Xxxx Charmandy
Chief Executive Officer and Chairman
Gentlemen:
Re: Amendment No. 7
Reference is hereby made to the Amended and Restated Loan Agreement
(as amended by Amendment No. 1 dated October 28, 1997, Amendment No. 2 dated
January 8, 1998, Amendment No. 3 dated February 18, 1998, Amendment No. 4 dated
March 19, 1998, Amendment No. 5 dated June 15, 1998 and Amendment No. 6 dated
November 2, 1998, the "Loan Agreement"), dated as of August 6, 1997, between
Gildan Activewear Inc./Les Vetements de Sports Gildan Inc. (the "Borrower") and
Bank of America Canada (to "Lender"). Capitalized terms used herein and not
otherwise defined shall have the meanings specified in the Loan Agreement.
In consideration of the mutual covenants and for other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Lender end the Borrower have agreed as follow:
1. The Lender hereby waives any default which may have occurred under
such 9.22 as at September 30, 1998, provided the Borrower complied
with section 9.22 as amended hereby as at such date.
2. The definition of "Availability" in Section 1.1 of the Loan
Agreement is amended by deleting the reference to "$25,000,000" and
substituting "$35,000,000" therefor.
3. The definition of "Maximum Revolving Credit Line" in Section 1.1 of
the Loan Agreement is amended by deleting the reference to
"$50,000,000" and substituting "$60,000,000" therefor.
4. Section 2.1 of the Loan Agreement is amended by deleting the
reference to "$50,000,000" and substituting "$60,000,000" therefor.
5. Section 9.22 of the Loan Agreement is amended, retroactively to
September 30, 1998, by deleting the references to "1.25 to 1" in
paragraph (i) and replacing such reference with "1.00 to 1".
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6. The amendments, consents and waivers set forth herein are strictly
limited to the matters and times specifically described above and
shall not be deemed to constitute an amendment, consent or waiver
with respect to any other term, covenant, matter, time or occasion.
7. The Borrower agrees to pay to the Lender an amendment fee in the
amount of $25,000 upon its acceptance of the terms hereof and
authorizes and directs the Lender to debit its account in order to
pay such fee. All reasonable expenses of the Lender incurred in
connection with this letter agreement and any and all matters
incidental thereto including, without limitation, legal fees, the
allocated costs of in-house counsel and out-of-pocket expenses of
Lender's counsel are for the account of the Borrower and shall be
payable upon demand and may be paid by direct debit to the
Borrower's accounts.
8. This letter agreement supersedes and replaces any prior agreements
or understandings with respect to any of the matters provided for
herein.
9. This letter agreement shall be deemed to have been made in the
Province of Ontario and shall be governed by and interpreted in
accordance with the laws of such Province and the laws of Canada
applicable therein, except that no doctrine of choice of law shall
be used to apply the laws of any other jurisdiction.
Except to the extent waived or modified herein, the Loan Agreement
remains in full force and effect and is hereby ratified and confirmed. Please
evidence your agreement with the terms of this letter agreement by signing in
the space below. Notwithstanding the date of execution of this letter agreement,
this letter agreement shall be deemed effective as of the 30th day of September,
1998.
The parties acknowledge that they have required that this agreement
and all related documents be prepared in English.
Les parties reconnaissent avoir exige que la presente convention et
tous les documents connexes soient rediges en anglais.
Sincerely,
BANK OF AMERICA CANADA
By: /s/ Xxxxxx Xxxxxx
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Name: Xxxxxx Xxxxxx
Title: Vice-President
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AGREED AS OF THE DATE FIRST-ABOVE PROVIDED:
GILDAN ACTIVEWEAR INC./LES VETEMENTS DE SPORTS GILDAN INC.
By: /s/ Xxx Xxxxxx
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Name: Xxx Xxxxxx
Title: VP Finance
By:
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Name:
Title:
Each of the undersigned Gildan Activewear Xxxxxx, Inc. and Gildan Activewear
Miami, Inc. (the "Guarantors") (i) consents to and approves the execution and
delivery of this letter agreement by the parties hereto, (ii) agrees that this
letter agreement does not and shall not limit or diminish in any manner the
obligations of the Guarantors under those certain Guarantee dated as of August
29, 1996 and dated as of September 1, 1998 (collectively, the "Guaranty"), and
any other guarantee or like instrument, executed by the Guarantors and delivered
to the Lender, and that such obligations would not be limited or diminished in
any manner even if the Guarantors had not executed this letter agreement, (iii)
agrees that this letter agreement shall not be construed as requiring the
consent of the Guarantors in any other circumstances, (iv) reaffirms its
obligations under the Guaranty and any other guarantee or like instrument, and
(v) agrees that the Guaranty and any other guarantee or like instrument remains
in full force and effect and is hereby ratified and confirmed.
GILDAN ACTIVEWEAR XXXXXX, INC.
By: /s/ Xxx Xxxxxx
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Name: Xxx Xxxxxx
Title: VP Finance
GILDAN ACTIVEWEAR MIAMI, INC.
By: /s/ Xxx Xxxxxx
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Name: Xxx Xxxxxx
Title: VP Finance
