EXHIBIT 10.24
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT
This Second Amendment to Amended and Restated Franchisee Financing
Agreement ("Amendment") is made and entered into by and among Xxxxx Fargo
Foothill, Inc., a California corporation ("Lender"), ColorTyme, Inc., a Texas
corporation ("ColorTyme"), and Rent-A-Center East, Inc., a Delaware corporation
(the "RAC").
RECITALS
A. Lender, ColorTyme and RAC entered into that certain Amended and
Restated Franchisee Financing Agreement dated October 1, 2003, as amended by
that certain First Amendment to Amended and Restated Franchisee Financing
Agreement dated December 15, 2003 (as amended, the "Agreement").
B. Lender, ColorTyme and RAC desire to amend the Agreement in
accordance with the terms of this Amendment.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto agree as follows:
1. Definitions. All capitalized terms not defined herein shall be
construed to have the meaning and definition set forth in the Agreement.
2. Amendment. Section 2.2(g) of the Agreement is hereby amended
in its entirety to read as follows:
Section 2.2 (g) Financial Statements and Reports. RAC shall
provide to Lender a copy of each Form 10-K, Form 10-Q and Form 8-K of
Rent-A-Center, Inc., filed with the U.S. Securities and Exchange
Commission, within two (2) business days after the filing thereof.
ColorTyme shall provide to Lender (i) a copy of its audited individual
and consolidated year-end financial statements within ninety (90) days
following the end of each fiscal year; (ii) a copy of its monthly
financial statements within thirty (30) days following the end of each
month; and (iii) a copy of its Uniform Franchise Offering Circular and
all amendments thereto, within one hundred twenty (120) days following
the end of each fiscal year. ColorTyme shall provide to Lender copies
of royalty reports for any Franchisee upon the request of Lender and
will assist Lender in requesting financial statements from each
Franchisee. RAC and ColorTyme shall provide to Lender a quarterly
compliance certificate in the form of Exhibit A attached hereto within
five (5) business days following the filing of a Form 10-Q or Form
10-K, as applicable, of Rent-A-Center, Inc. with the U.S. Securities
and Exchange Commission.
3. Effect of Amendment. Except as amended hereby, the Agreement
shall remain in full force and effect.
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT
4. Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF THE STATE OF CALIFORNIA.
5. Counterparts. This Amendment may be executed in counterparts,
each of which when so executed and delivered shall be deemed to be an original
and all of which taken together shall constitute but one and the same
instrument. Signatures hereby transmitted by facsimile or other electronic means
shall be effective as originals.
[Remainder of Page Intentionally Left Blank. Signature Pages Follow.]
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT - PAGE 2
IN WITNESS WHEREOF, the parties have executed this Amendment on this
1st day of March, 2004.
COLORTYME, INC.
By: /s/ Xxxxxx X. Xxxxxx
------------------------
Xxxxxx X. Xxxxxx
President and Chief Executive Officer
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT - SIGNATURE PAGE
RENT-A-CENTER EAST, INC.
By: /s/ Xxxxxxxx X. Xxxxx
-------------------------
Xxxxxxxx X. Xxxxx
Vice President
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT - SIGNATURE PAGE
XXXXX FARGO FOOTHILL, INC.
By: /s/ Xxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
SECOND AMENDMENT TO AMENDED AND
RESTATED FRANCHISEE FINANCING AGREEMENT - SIGNATURE PAGE
