[BANK OF TOKYO-MITSUBISHI]
April 16, 1999
ACCEPTANCE OF EXTENSION
To: The Talbots, Inc.
Re: Credit Agreement dated as of April 17, 1998 between The Talbots, Inc. as
borrower and The Bank of Tokyo-Mitsubishi, Ltd. New York Branch as Lender
(the "Agreement")
Dear Sirs:
Pursuant to Section 1(h) of the Agreement we hereby accept
your request for one year extension of the Credit Facility Termination Date (as
defined in the Agreement) so that the Credit Facility Termination Date would
expire on April 17, 2001.
Very Truly yours,
THE BANK OF TOKYO-MITSUBISHI, LTD.
The New York Branch
/s/ Xxxxxxxx Xxxxxxx
Xxxxxxxx Xxxxxxx
Deputy General Manager
cc: Xx. X. Xxxxx
XXXXX (U.S.A), Inc.
[BANK OF TOKYO-MITSUBISHI]
January 29, 1999
ACCEPTANCE OF EXTENSION
To: The Talbots, Inc.
Re: Revolving Credit Agreement dated as of January 25,
1994, First Amendment, dated November 21, 1995, and
Second Amendment dated April 18, 1996, between The
Talbots, Inc., as borrower and Bank of
Tokyo-Mitsubishi Trust Company as Lender (the
"Agreement")
Dear Sirs:
Pursuant to Section 14(j)(ii) of this Agreement we hereby
accept your request for one year extension of the Revolving Credit Period (as
defined in the Agreement) so that the Revolving Credit Period would expire on
January 29, 2001.
Very Truly yours,
THE BANK OF TOKYO-MITSUBISHI TRUST COMPANY
/s/ Xxxxx Miki
Xxxxx Miki
Authorized Signer
cc: Xx. X. Xxxxx
XXXXX (U.S.A), Inc.
[THE SAKURA BANK, LIMITED, New York Branch]
January 28, 1999
Xx. Xxxxxx X. Xxxxxx
Senior Vice President
THE TALBOTS, INC.
000 Xxxx Xxxxxx
Xxxxxxx, XX 00000
Re: Revolving Credit Agreement dated as of January 25, 1994, and as amended on
November 21, 1995 and on April 18, 1996, among The Talbots, Inc. as
borrower, and The Sakura Bank, Limited, (the "Agreement")
Pursuant to Section 14(j), we hereby inform you that we
extended the Revolving Credit Facility (as defined in the Agreement), which will
expire on January 28, 2000 so that it would expire on February 10, 2000.
Very Truly yours,
THE SAKURA BANK, LIMITED
New York Branch
/s/ Xxxxxx Xxxxxx
Xxxxxx Xxxxxx
Vice President
cc: Mr. Xxxxxxx Xxxxx
Vice President & Treasurer
JUSCO (U.S.A), Inc.
[THE DAI-ICHI KANGYO BANK, LTD.]
January 28, 1999
The Talbots, Inc.
000 Xxxx Xxxxxx
Xxxxxxx, XX 00000
CONFIRMATION OF EXTENSION
Re: Revolving credit agreement dated as of January 25,
1994, First Amendment dated November 21, 1995, Second
Amendment dated April 18, 1996 and Third Amendment
dated April 17, 1998 between the Talbots, Inc., as
borrower, and The Dai-Ichi Kangyo Bank, Limited (the
"Agreement")
Dear Sirs:
We are pleased to confirm with you the one year extension of
the Revolving Credit according to Section 14 (j)(ii) of the Agreement. The new
expiry dated January 28, 2001.
Very truly yours,
THE DAI-ICHI KANGYO BANK, LIMITED
New York Branch
/s/ Xxxxxxx Xxxxx
Xxxxxxx Xxxxx
Vice President & Department Head
FOURTH AMENDMENT AGREEMENT
THIS FOURTH AMENDMENT AGREEMENT (this "Amendment") is made as
of April 16, 1999 between The Talbots, Inc. (the "Borrower") and The Norinchukin
Bank, New York Branch (the "Bank").
W I T N E S S E T H:
WHEREAS, the parties hereto are parties to the Revolving
Credit Agreement, dated as of January 25, 1994, as amended by the First
Amendment, dated as of November 21, 1995, the Second Amendment, dated as of
April 18, 1996, and the Third Amendment, dated as of April 17, 1998 (as so
amended, the "Revolving Credit Agreement"); Capitalized terms which are used
herein but not otherwise defined shall have the respective meanings ascribed
thereto in the Revolving Credit Agreement); and
WHEREAS, the parties hereto desire to make certain amendments
to the Revolving Credit Agreement as hereinafter set forth;
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. Amendments to the Revolving Credit Agreement. The Bank and
the Borrower hereby agree to amend the Revolving Credit Agreement as follows:
(a) The definition of "LIBOR Reference Bank" contained in
Section 1 of the Revolving Credit Agreement is hereby amended by deleting the
reference to "The Bank of Tolyo, Ltd." And inserting in lieu thereof a reference
to "The Norinchukin Bank".
(b) Section 5(a) of the Revolving Credit Agreement is hereby
amended by deleting the reference to "one-half of one percent (0.5%)" and
inserting in lieu thereof a reference to "sixty-five one hundredths of one
percent (0.65%).
2. Revolving Credit Period. The parties hereto agree that the
current Revolving Credit Period shall mean a period to and including April 17,
2001.
3. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD
TO CONFLICT OF LAWS PRINCIPLES.
4. Expenses. The Borrower agrees to pay all reasonable
out-of-pocket expenses incurred by the Bank in connection with the preparation
of this Assignment or with any amendments, modifications or waivers of the
provisions hereof or o f the Revolving Credit Agreement or incurred by the Bank
in connection with the enforcement or protection of its rights in connection
with any pending or threatened action, proceeding or investigation relating to
the foregoing, including but not limited to, the reasonable fees and
disbursements of counsel for the bank.
5. Further Assurance. Each parties hereto shall promptly
execute and deliver all such other agreements, certificates, instruments or
documents and do and perform or cause to be done and performed all such further
acts and things as may be reasonable requested by the other party in order to
carry out the intent and purposes of this Amendment.
6. Full Force and Effect; Ratification. (a) All references to
the Revolving Credit Agreement shall be deemed to refer to the Revolving Credit
Agreement as amended by this Amendment, and the term "this Agreement" and the
words "hereof", "herein", "hereunder" and words of similar import, as used in
the Revolving Credit Agreement, shall mean the Revolving Credit Agreement as
amended hereby.
(b) Except as expressly set forth herein this Amendment shall
not constitute an amendment, waiver or consent with respect to any provision of
the Revolving Credit Agreement, and the Revolving Credit Agreement, as amended
hereby, remain in full force and effect and is hereby ratified, approved and
confirmed in all respects.
7. Counterparts. This Amendment may be executed by the parties
hereto in separate counterparts, each of which when so executed and delivered
shall be an original, but all such counterparts shall together constitute one
and the same instrument.
(signatures on next page)
IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be duly executed by the authorized officers.
THE TALBOTS, INC.
/s/ Xxxxxx X. Xxxxxx
By---------------------
Name:
Title:
THE NORINCHUKIN BANK
NEW YORK BRANCH
/s/ Xxxxx Xxxx
By-----------------------
Name: Xxxxx Xxxx
Title: Joint General Manager
