AMENDMENT NUMBER 7
TO
CONTINUING COMMERCIAL CREDIT AGREEMENT
June 29, 2001
One Price Clothing Stores, Inc.
0000 Xxxx Xxxx Xxxxxx
Xxxxxx, Xxxxx Xxxxxxxx 00000
One Price Clothing of Puerto Rico, Inc.
0000 Xxxx Xxxx Xxxxxx
Xxxxxx, Xxxxx Xxxxxxxx 00000
One Price Clothing - U.S. Virgin Islands, Inc.
0000 Xxxx Xxxx Xxxxxx
Xxxxxx, Xxxxx Xxxxxxxx 00000
Gentlemen:
Carolina First Bank ("Bank"), One Price Clothing Stores, Inc. ("One
Price"), One Price Clothing of Puerto Rico, Inc. ("One Price, P.R."), and One
Price Clothing - U.S. Virgin Islands, Inc. ("One Price V.I.", and together with
One Price and One Price, P.R., individually referred to as a "Borrower" and
collectively as "Borrowers") have entered into certain financing arrangements
pursuant to the Continuing Commercial Credit Agreement, dated May 16, 1997,
between Bank and Borrowers, as amended by Amendment Number 1, dated March 20,
1998, Amendment Number 2, dated April 21, 1998, Amendment Number 3, dated
November 5, 1998, Amendment Number 4, dated March 31, 1999, Amendment Number 5,
dated February 23, 2000, and Amendment Number 6, dated June 30, 2000 (the
"Credit Agreement"). All capitalized terms used herein and not herein defined
shall have the meanings given to them in the Credit Agreement.
Borrowers have requested that Bank extend the Term of the Credit Agreement
through June 30, 2002, and Bank is willing to agree to this Amendment, subject
to the terms and conditions set forth herein.
In consideration of the foregoing, the mutual agreements and covenants
contained herein and other good and valuable consideration, the parties hereto
agree as follows:
1. Section 4.2 of the Credit Agreement is hereby amended by deleting the date
"February 1, 1997" appearing therein, and substituting therefor, the date
"February 3, 2001".
2. Section 7.7 of the Credit Agreement is hereby amended by deleting the date
"February 1, 1997" appearing therein, and substituting therefor, the date
"February 3, 2001".
3. Section 11.1(a) of the Credit Agreement is hereby amended by deleting the
ending date of the Term of the Credit Agreement of "June 30, 1998 appearing
therein (as previously amended by Amendment Number 2 and Amendment Number
4), and substituting therefore, the date June 30, 2002".
4. Miscellaneous.
a. This Amendment contains the entire agreement of the parties with respect to
the specific subject matter hereof and supersedes all prior or
contemporaneous term sheets, proposals, discussions, negotiations,
correspondence, commitments, and communications between or among the
parties concerning the subject matter hereof. This Amendment may not be
modified or any provision waived, except in writing, signed by the party
against whom such modification or waiver is sought to be enforced. Except
as specifically modified herein, and as specifically modified in Amendment
Number 1, Amendment Number 2, Amendment Number 4, Amendment Number 5, and
Amended Number 6, the Credit Agreement is hereby ratified, restated, and
confirmed by the parties hereto as of the effective date hereof. To the
extent of a conflict between the terms of this Amendment Number 7, on the
one hand, and the Credit Agreement and the prior amendments, on the other
hand, the terms of this Amendment Number 7 shall control.
b. Governing Law.
This Amendment and the rights and the obligations hereunder of each of the
parties hereto shall be governed by and interpreted and determined in
accordance with the internal laws of the state of South Carolina, with
regard to principals of conflicts of law.
c. Binding Effect.
This Amendment shall be binding and enure to the benefit to each of the
parties hereto and their respective successors and assigns.
d. Counterparts.
This Amendment may be executed in any number of counterparts, but all of
such counterparts shall together constitute but one in 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.
By the signature hereto of each of their duly authorized officers, all
of the parties hereto mutually covenant and agree as set forth herein.
Yours very truly,
CAROLINA FIRST BANK
By: /s/ Xxxxx X. Xxxxx
----------------------------
Xxxxx X. Xxxxx
Title: Vice President
AGREED AND ACCEPTED:
ONE PRICE CLOTHING STORES, INC.
By: /s/ C. Xxxx Xxxxx
--------------------------------
C. Xxxx Xxxxx
Title: Vice President & Treasurer
ONE PRICE CLOTHING OF PUERTO RICO, INC.
By: /s/ C. Xxxx Xxxxx
--------------------------------
C. Xxxx Xxxxx
Title: Vice President & Treasurer
ONE PRICE CLOTHING - U.S. VIRGIN ISLANDS, INC.
By: /s/ C. Xxxx Xxxxx
-------------------------------
C. Xxxx Xxxxx
Title: Vice President & Treasurer
