EXHIBIT 10.14
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED
BUSINESS LOAN AGREEMENT
This Third Amendment to Second Amended and Restated Business Loan Agreement
("Amendment") is made this 1 day of February, 1996, to be effective as of
February 1, 1996 ("Effective Date") by and between The Sportsman's Guide,
Inc., a Minnesota corporation ("Borrower"), and Bank One, Dayton, NA ("Bank
One").
WITNESSETH:
WHEREAS, Borrower and Bank One entered into a Second Amended and Restated
Business Loan Agreement dated June 20, 1995 (the "Agreement") as amended by
an Amendment to Second Amended and Restated Business Loan Agreement dated
October 16, 1995 and a Second Amendment to Amended and Restated Business Loan
Agreement dated November 10, 1995; and WHEREAS, Borrower desires and Bank One
has agreed to amend certain financial covenants as set forth in the
Agreement, to include one new and additional covenant and amend the Borrowing
Base Addendum attached to the Agreement.
NOW, THEREFORE, in consideration of the premises and the terms and conditions
set forth herein, Borrower and Bank One agree to amend the Agreement as
follows:
1. Delete the amended Exhibit "A" attached to the Agreement and insert the
second amended Exhibit "A" attached hereto in its place.
2. Delete the Amended "Borrowing Base" Addendum and the Borrowing Base
Compliance Certificate attached to the Agreement and insert the Second
Amended "Borrowing Base" Addendum and the Borrowing Base Compliance
Certificate attached hereto in its place.
3. Availability under credit facility is subject to a capital infusion
into The Sportsman's Guide, Inc. prior to March 31, 1996 of an amount
equal to or greater than Borrower's 1995 fiscal year end after tax
loss. In addition, The Sportsman's Guide, Inc. is prohibited from
paying any subordinated debt, including principal and interest.
4. This Amendment is a modification only and not a novation. Except for
the above-quoted modification(s), the Agreement, any agreement or
security document, and all the terms and conditions thereof, shall be
and remain in full force and effect with the changes herein deemed to
be incorporated therein. This Amendment is to be considered attached to
the Agreement and made a part thereof. This Amendment shall not release
or affect the liability of any guarantor, surety or endorser of the
Agreement or release any owner of collateral securing the Agreement.
The validity, priority and enforceability of the Agreement shall not be
impaired hereby. To the extent that any provision of this Amendment
conflicts with any term or condition set forth in the Agreement, or any
agreement or security document executed in conjunction therewith, the
provisions of this Amendment shall supersede and control.
IN WITNESS WHEREOF, the parties have executed this Amendment effective as of
the day and year first written above.
THE SPORTSMAN'S GUIDE, INC., A
MINNESOTA CORPORATION
By: /s/ Xxxxxxx Xxxxxx
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Its: V.P. FINANCE/CFO
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BANK ONE, DAYTON NA
By: Xxxx Xxxxxxxxxx
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Its: Vice President
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