FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT ("First Amendment")
is entered into as of November 25, 1998, between Rolling Pin Kitchen Emporium,
Inc. (formerly known as Home Retail (Holdings, Inc.), a Delaware corporation
("Borrower"), the Guarantors whose signatures are set forth below and GREENFIELD
COMMERCIAL CREDIT, L.L.C., a Michigan limited liability company ("Lender").
RECITALS
Lender and Borrower entered into a Loan and Security Agreement
as of August 20, 1998 ("Loan Agreement").
Lender and Borrower have agreed to modify the terms and
conditions of the Loan Agreement and Borrower and Lender wish to set forth their
agreement in this First Amendment. The Loan Agreement, as amended by this First
Amendment, shall be also referred to as the "Loan Agreement".
NOW, THEREFORE, in consideration of the mutual covenants,
conditions, and provisions as hereinafter set forth, the parties hereto agree as
follows:
The following new section is hereby added to the Loan Agreement:
12A. Purchase of Put Options. On or before December 11, 1998,
Borrower shall pay to Lender the sum of $100,000.00 in
exchange for Lender's agreement to execute and deliver
to Borrower contemporaneously herewith an Amendment to
Common Stock Purchase Warrant dated as of November 25,
1998 substantially in the form of Exhibit A attached. If
Borrower fails to make such payment when due, then the
Amendment to Common Stock Purchase Warrant shall be void
ab initio.
Borrower agrees to reimburse Lender for all costs and
expenses, including attorneys fees incurred by Lender with respect to this First
Amendment.
Except as amended hereby, the Loan Agreement remains in full
force and effect.
This First Amendment may be executed in counterparts, which
together shall constitute one original.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment
to be executed and delivered as of the date first hereinabove set forth.
BORROWER:
ROLLING PIN KITCHEN EMPORIUM, INC.
(formerly known as Home Retail Holdings, Inc.),
a Delaware corporation
By: /s/ Xxxx X. Xxxxxxx
--------------------------------------
Xxxx Xxxxxxx
Its: President
GUARANTORS:
THE COOKSTORE, INC.,
an Ohio corporation
By: /s/ Xxxx Xxxxxx
-----------------------------
Xxxx Xxxxxx
Its: Secretary
THE COOKSTORE WORTHINGTON, INC.,
an Ohio corporation
By: /s/ Xxxx Xxxxxx
-----------------------------
Xxxx Xxxxxx
Its: Secretary
AROPI, INCORPORATED,
an Iowa corporation
By: /s/ Xxxx Xxxxxx
-----------------------------
Xxxx Xxxxxx
Accepted: Its: Secretary
GREENFIELD COMMERCIAL CREDIT, L.L.C.
By: /s/ Xxxxxx X. Xxxx
--------------------------------
Xxxxxx X. Xxxx, Xx.
Its: President
