CIT Commercial Services T: 212 382-7000
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000
[GRAPHIC OMITTED]
EXHIBIT 10.33
March 27, 2006
Xxxxxxxxxx/Lansing Company, LLC
0 Xxxxxx Xxxxxxx
Xxxxxxxxx, Xxx Xxxxxx 00000
Ladies and Gentlemen:
We refer to the Accounts Receivable Financing Agreement dated January 24, 2002
between Xxxxxxxxxx/Lansing Company, LLC, as successor by operation of law to
Xxxxxxxxxx/Lansing Company, and us, as supplemented and amended (herein the
"Financing Agreement"). Capitalized terms used and not otherwise defined herein
shall have the same meanings given them in the Financing Agreement.
This is to confirm that pursuant to mutual consent and understanding, effective
as of even date herewith, Section 9.1 of the Financing Agreement shall be, and
hereby is, deleted in its entirety and replaced by the following:
"9.1 Upon acceptance by us, this Agreement shall become effective as of
January 24, 2002 and shall continue in full force and effect until January
1, 2008 (the "Initial Term"), and from year to year thereafter, unless
sooner terminated as herein provided. You may terminate this Agreement as
of the end of the Initial Term, or as of the anniversary of its effective
date in any year after the Initial Term (each twelve month period ending
on any such subsequent anniversary date, herein, a "Subsequent Term"), by
giving us at least sixty (60) days' written notice in advance of the end
of the Initial Term or any Subsequent Term, as the case may be. We may
terminate this Agreement at any time by giving you written notice stating
a termination date not less than sixty (60) days from the date such notice
is given, or immediately at any time without prior notice upon the
occurrence or during the continuance of a Default. Unless sooner demanded,
all of your Obligations shall become due and payable as of any
termination, and pending a final accounting, we may withhold any balances
in your account (unless supplied with an indemnity satisfactory to us) to
cover all of your Obligations."
To compensate us for the use of our in-house legal department and facilities in
documenting this amendment, you hereby agree to pay us a Documentation Fee equal
to $135.00. Said amount shall be due and payable upon the date hereof and may,
at our option, be charged to your account under the Financing Agreement on the
due date thereof.
- 2 -
Except as herein specifically provided, no other changes in the terms or
provisions of the Financing Agreement are intended or implied. If the foregoing
is in accordance with your understanding, kindly sign and return to us the
enclosed copy of this letter to so indicate. In addition, we have asked the
guarantors to sign below to confirm that the foregoing shall not affect, modify
or diminish the guarantor's obligations under any instruments of guaranty and/or
any related pledge or security agreements executed in favor of CIT.
Very truly yours,
THE CIT GROUP/COMMERCIAL SERVICES, INC.
By /s/ XXXXXXX XXXXXXXXXXX
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Name: Xxxxxxx Xxxxxxxxxxx
Title: VP
Read and Agreed to:
XXXXXXXXXX/LANSING COMPANY, LLC
By /s/ XXXXXX X. XXXXX
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Name: Xxxxxx X. Xxxxx
Title: President and CEO
Confirmed:
LEVCOR INTERNATIONAL, INC.
By /s/ XXXXXX X. XXXXXXXX
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Name: Xxxxxx X Xxxxxxxx
Title: Chairman, CEO
/s/ XXXXXX X. XXXXXXXX
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XXXXXX X. XXXXXXXX, individually
