EXHIBIT 10.13
AMENDMENT NO. 3 TO FINANCING AGREEMENTS
July 1, 1995
Congress Financial Corporation
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Gentlemen:
Congress Financial Corporation ("Congress") and Eastco
Industrial Safety Corp. ("Borrower"), have entered into certain
financing arrangements pursuant to the Accounts Financing Agreement
[Security Agreement], dated as of October 1, 1991, between Congress
and Borrower, as amended pursuant to the Amendment to Financing
Agreements dated June 29, 1993 and Amendment No. 2 to Financing
Agreements dated September 30, 1994 (as the same is amended hereby
and may hereafter be further amended, modified, supplemented,
extended, renewed, restated or replaced, the "Accounts Agreement")
and the other agreements, documents and instruments at any time
executed and/or delivered in connection therewith or related
thereto (all of the foregoing, together with the Accounts
Agreement, as the same now exist or may hereafter be amended,
modified, supplemented, extended, renewed, restated or replaced,
collectively, the "Financing Agreements").
Borrower has requested certain amendments to the Financing
Agreements and Congress is willing to agree to such amendments,
subject to the terms and conditions contained herein. By this
Amendment, Congress and Borrower desire and intend to evidence such
amendments.
In consideration of the foregoing, and the respective
agreements and covenants contained herein, the parties hereto agree
as follows:
1. Maximum Credit. Section 1.7 of the Accounts Agreement is
hereby deleted in its entirety and the following substituted
therefor:
"1.7 "Maximum Credit" shall mean the amount
of $ 5,750,000."
2. Inventory Sublimit. Paragraph 3 of a certain Letter re:
Inventory Loans, dated as of October 1, 1991, by Borrower in favor
of Congress, is hereby deleted in its entirety and the following
substituted therefor:
"3. Except in your sole discretion, the
outstanding aggregate principal amount of
loans by you to us hereunder shall not exceed,
at any time, the lower of (a) the aggregate
amount of the above percentages of Value of
Eligible Inventory or (b) $2,875,000."
3. Fee. In consideration of the amendments set forth herein,
Borrower shall, on the date hereof, pay to Congress, or Congress at
its option may charge the account of Borrower maintained by
Congress, an amendment fee in the amount of $7,500.
4. Conditions Precedent. The effectiveness of the other
terms and provisions contained herein shall be subject to the
satisfaction of each of the following condition precedents:
(a) no Event of Default shall have occurred and be
continuing and no event shall have occurred or condition be
existing and continuing which, with notice or passage of time or
both, would constitute an Event of Default; and
(b) the receipt by Congress of an original of this
Amendment, duly authorized, executed and delivered by Borrower,
Puerto Rico Safety Equipment Corporation, Puerto Rico Safety
Corporation, Disposable Safety Wear Inc. and Safety Wear Corp.
5. Effect of this Amendment. Except as specifically modified
pursuant hereto, no other changes or modifications to the Financing
Agreement are intended or implied and in all other respects the
Financing Agreements are hereby specifically ratified, restated and
confirmed by all parties hereto as of the effective date hereof.
To the extent of any conflict between the terms of this Amendment
and the other Financing Agreements, the terms of this Amendment
shall control.
6. Further Assurances. The parties hereto shall execute and
deliver such additional documents and take such additional action
as may be requested by Congress to effectuate the provisions and
purposes of this Amendment.
7. Governing Law. The validity, construction and effect of
this Agreement shall be governed by the laws of the State of New
York.
8. Binding Effect. This Amendment shall be binding upon and
inure to the benefit of each of the parties hereto and their
respective successors and assigns.
9. Counterparts. This Amendment may be executed in any
number of counterparts, but all of such counterparts shall together
constitute but one and the same agreement. In making proof of this
Amendment, it shall not be necessary to produce or account for more
than one counterpart thereof signed by each of the parties hereto.
Very truly yours,
EASTCO INDUSTRIAL SAFETY CORP.
By: /s/ Xxxxxxx X. Xxxxxx
------------------------
Title: CFO
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ACKNOWLEDGED AND AGREED:
CONGRESS FINANCIAL CORPORATION
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------
Title: AVP
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CONSENT
The undersigned guarantors hereby consent to the foregoing
Amendment and ratify and confirm the terms of their respective
Guarantee and Waivers dated as of October 1, 1991 as applicable to
all present and future indebtedness, liabilities and obligations of
EASTCO INDUSTRIAL SAFETY CORP. to CONGRESS FINANCIAL CORPORATION
including, without limitation, all indebtedness, liabilities and
obligations under the amended financing agreements.
PUERTO RICO SAFETY EQUIPMENT
CORPORATION
By: /s/ Xxxxxxxx Xxxxxx
-------------------------
Title: Vice President
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PUERTO RICO SAFETY CORPORATION
By: /s/ Xxxxxxxx Xxxxxx
-------------------------
Title: Vice President
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DISPOSABLE SAFETY WEAR INC.
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Title: CFO
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SAFETY WEAR CORP.
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Title: CFO
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