AMENDMENT TO GUARANTY AND SUBSIDIARY TIE-IN AGREEMENT
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THIS AMENDMENT TO GUARANTY AND SUBSIDIARY TIE-IN AGREEMENT, made as
of May __, 1997, among the undersigned Borrowers and Guarantors, is for the
benefit of the Lenders and Agent. All capitalized terms used herein which are
not otherwise defined herein shall have the same meanings herein as ascribed to
them in the Second Restated and Amended Revolving Credit and Security Agreement,
dated as of June 6, 1996, as amended from time to time, among the undersigned
Borrowers, the Agent and the Lenders (the "Loan Agreement").
WITNESSETH:
WHEREAS, the Borrowers, the Agent and the Lenders have previously
executed and delivered that certain Revolving Credit and Security Agreement,
dated December 10, 1991, as amended and restated by the Restated and Amended
Revolving Credit and Security Agreement, dated as May 9, 1994, as further
amended as of August 24, 1994, March 23, 1995, August 7, 1995, October 2, 1995,
February 27, 1996 and March 12, 1996 (as so amended, the "Prior Loan
Agreement");
WHEREAS, as contemplated by the terms of the Prior Loan Agreement and
the Loan Agreement, the Borrowers executed and delivered with the Lenders that
certain Subsidiary Tie-In Agreement, dated as of December 10, 1991, as amended
from time to time (as amended, the "Subsidiary Tie-In Agreement");
WHEREAS, also as contemplated by the terms of the Prior Loan
Agreement and the Loan Agreement, the Guarantors executed and delivered those
certain Limited Guaranties, dated as of December 10, 1991, as amended from time
to time (as amended, individually, a "Guaranty" and collectively, the
"Guaranties"); and
WHEREAS, the Fifth Amendment to the Loan Agreement is a continuation
of the Loan Agreement and further amends the Loan Agreement to increase the
Maximum Amount to $110,000,000.00 and to reflect the addition of Bank Leumi
Trust Company of New York as one of the Lenders.
NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, the Borrowers and the Guarantors
hereby agree as follows:
1. From and after the date hereof, each of the Guaranties are hereby
amended as follows:
(i) The first sentence of the preamble to the Guaranty is
hereby further amended to insert the following after the zip code
"10116-3138,": "; Bank Leumi Trust Company of New York ('BLT'), 000
Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000."; and
(ii) Section 12 of the Guaranty is hereby further amended
to insert the following immediately after the zip-code "10116-3138,
Attention Mr. Xxxxxxxxxxx Xxxxx, Assistant Vice President": ";
Attention: Xx. Xxxx Xxxx, Vice President, if to BLT, 000 Xxxxx
Xxxxxx, Xxx Xxxx, Xxx Xxxx, 00000.";
(iii) The Guaranty is hereby amended to include Section 15
as follows:
HETER ISKA. This Guaranty is being provided to BLT in
accordance with BLT's heter iska.
2. From and after the date hereof, the Subsidiary Tie-In Agreement is
hereby further amended as follows:
The first sentence of the preamble to the Subsidiary
Tie-In Agreement is hereby further amended to insert the following
after the zip code "10116-3138": "; Bank Leumi Trust Company of New
York ("BLT"), with an address at 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx
Xxxx, 00000. (BKB, IBJS, SBC, LBC, BOT and BLT are hereafter referred
to collectively as the "Lenders')".
IN WITNESS WHEREOF, the parties hereto have executed this
Acknowledgment and Agreement under seal on the day and year first above written.
THE BORROWERS:
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ALLOU HEALTH & BEAUTY CARE, INC.
ALLOU DISTRIBUTORS, INC.
ALLOU PERSONAL CARE CORPORATION
X. XXXXX, INC.
SUPERBUY OF NEW YORK, INC.
RONA BEAUTY SUPPLIES, INC.
HEMPSTEAD HEALTH & BEAUTY AIDS, INC.
PASTEL COSMETIC AND BEAUTY AIDS, INC.
HBA NATIONAL SALES CORP.
HBA DISTRIBUTORS, INC.
XXXX XXXXXX PERSONAL CARE CORP.
STANFORD PERSONAL CARE
MANUFACTURING, INC.
COSMETIC PLUS TWO, INC.
By: /s/ Xxxxx Xxxxxxxxxxx
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In his capacity as Senior V.P., C.F.O.
of each of the above-named entities
(Signatures continued on next page)
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GUARANTORS:
/s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx
/s/ Xxxxxx Xxxxxx
---------------------------------
Xxxxxx Xxxxxx
/s/ Xxxxx Xxxxxx
---------------------------------
Xxxxx Xxxxxx
ACKNOWLEDGED AS OF THE DATE
FIRST SET FORTH ABOVE
THE FIRST NATIONAL BANK OF BOSTON
By:/s/
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Title: Vice President
IBJ XXXXXXXX BANK & TRUST COMPANY
By:/s/
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Title:
SANWA BUSINESS CREDIT CORPORATION
By:/s/
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Title:
LASALLE BUSINESS CREDIT, INC.
By:/s/
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Title:
(Signatures continued on next page)
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THE BANK OF TOKYO - MITSUBISHI TRUST COMPANY
By:/s/
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Title:
BANK LEUMI TRUST COMPANY OF NEW YORK
By:/s/
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Title:
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