Exhibit 4
AGREEMENT OF AMENDMENT
Dated as of March 15, 2002
Reference is made to that certain Revolving Credit and Security Agreement
dated as of March 17, 2000 (as from time to time amended prior to the date
hereof, the "Credit Agreement") among Belmar Capital Fund LLC (the "Borrower"),
Corporate Receivables Corporation ("CRC"), Corporate Asset Funding Company,
Inc., as an assignee of a portion of CRC's interests ("CAFCO", and together with
CRC, the "Lenders"), Citibank, N.A. (together with its successors and assigns,
the "Secondary Lender") and Citicorp North America, Inc., as agent for the
Lenders and the Secondary Lender (the "Agent"). Capitalized terms used and not
defined herein shall have the meanings assigned to such terms in the Credit
Agreement.
The parties hereto agree that, effective as of the Amendment Effective
Date, the definition "Lender Termination Date" set forth in Section 1.01 of the
Credit Agreement is hereby amended by replacing the date "March 15, 2002" set
forth therein, with the date "March 14, 2003".
The parties hereto agree that, effective as of the Amendment Effective
Date, the definition "Secondary Lender Stated Expiration Date" set forth in
Section 1.01 of the Credit Agreement is hereby amended by replacing the date
"March 15, 2002" set forth therein, with the date "March 14, 2003".
As used herein, the term "Amendment Effective Date" means the later to
occur of (i) the date on which the Agent shall have executed and delivered one
or more counterparts of this Agreement of Amendment and shall have received one
or more counterparts of this Agreement of Amendment executed by each of the
parties hereto, and (ii) the date on which the Agent shall have received
certificates of a Secretary or Assistant Secretary of each of the Borrower,
Xxxxx Xxxxx Management and Boston Management and Research certifying as to (a)
the resolutions of its Board of Directors or Board of Trustees, as applicable,
approving this Agreement of Amendment, (b) that its representations and
warranties set forth in the Program Documents will be true and correct on the
Amendment Effective Date, and (c) immediately after the Amendment Effective Date
no Default or Event of Default is continuing or will result therefrom.
This Agreement of Amendment may be executed in any number of counterparts,
each of which when so executed shall be deemed to be an original and all of
which when taken together shall constitute one and the same agreement.
THIS AGREEMENT OF AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
executed and delivered by their duly authorized officers as of the date first
above written.
CITICORP NORTH AMERICA, INC., CITIBANK, N.A.,
as Agent as Secondary Lender
By: /s/ Xxxxxxxx X. Xxxxxxxxx By: /s/ Xxxxxxxx X. Xxxxxxxxx
------------------------- -------------------------
Name: Xxxxxxxx X. Conygnham Name: Xxxxxxxx X. Xxxxxxxxx
Title: Vice President Title: Vice President
CORPORATE RECEIVABLES CORPORATION, BELMAR CAPITAL FUND LLC,
as Lender as Borrower
By: Citicorp North America, Inc., By: Xxxxx Xxxxx Management,
its Agent its Manager
By: /s/ Xxxxxxxx X. Xxxxxxxxx By: /s/ M. Xxxxxxxxx Xxxxxxx
------------------------- -------------------------
Name: Xxxxxxxx X. Conygham Name: M. Xxxxxxxxx Xxxxxxx
Title: Vice President Title: Vice President
CORPORATE ASSET FUNDING COMPANY, INC.,
as Lender
By: Citicorp North America, Inc.,
its Agent
By: /s/ Xxxxxxxx X. Conygham
-------------------------
Name: Xxxxxxxx X. Conygham
Title: Vice President
