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EXHIBIT 10.63
as of February 13, 1997
The Xxxxxxx-Xxxxx Company
00000 Xxxxxxxx Xxxxxxxxx, 00xx Xxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
Dear Sirs:
Reference is hereby made to that certain Credit, Security, Guaranty
and Pledge Agreement, dated as of June 19, 1996 (as the same has been, and may
be, amended, supplemented or otherwise modified, renewed or replaced from time
to time, the "Credit Agreement"), among The Xxxxxxx-Xxxxx Company (the
"Borrower"), the Guarantors referred to therein, the Lenders referred to
therein, and The Chase Manhattan Bank (formerly known as Chemical Bank), as
Agent. Capitalized terms used herein and not otherwise defined are used herein
as defined in the Credit Agreement.
In accordance with the Borrower's request, each of the undersigned
Lenders hereby waives the Credit Parties' non-compliance with Section 6.19 of
the Credit Agreement solely with respect to the rolling four quarter period
ending December 31, 1996.
By execution hereof, the Borrower hereby represents and warrants that
as of the date hereof, there exists no Default or Event of Default.
This waiver may be executed in counterparts, each of which shall
constitute an original, but all of which when taken together, shall constitute
one and the same instrument.
This waiver shall become effective when the Agent shall have received
executed counterparts of this waiver which, when taken together, bear the
signatures of the Required Lenders and all the Credit Parties.
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This waiver shall not be construed as extending to any other matters,
similar or dissimilar, or entitling the Credit Parties to any future waivers
regarding similar matters or otherwise.
Except to the extent expressly set forth above, this letter does not
constitute a waiver or modification of any provision of the Credit Agreement or
a waiver of any Default or Event of Default, whether or not known to the Agent
or the Lenders. Except as expressly modified herein, all terms of the Credit
Agreement remain in full force and effect.
THIS WAIVER SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH,
THE LAWS OF THE STATE OF NEW YORK.
Very truly yours,
THE CHASE MANHATTAN BANK
(formerly known as Chemical Bank),
individually and as Agent.
By: /s/ XXXX X. XXXXX
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Name: Xxxx X. Xxxxx
Title: Vice President
DE NATIONALE INVESTERINGSBANK N.V.
By:
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Name:
Title:
By:
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Name:
Title:
COMERICA BANK -- CALIFORNIA
By: /s/ D. XXXXXXX XXXXXXX
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Name: D. Xxxxxxx Xxxxxxx
Title: Vice President
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AGREED TO BY:
THE XXXXXXX-XXXXX COMPANY
KL PRODUCTIONS, INC.
KL INTERNATIONAL, INC.
ACME PRODUCTIONS, INC.
XXXXXXX-XXXXX PRODUCTIONS, INC.
THE RELATIVES COMPANY
POST AND PRODUCTION SERVICES, INC.
L-K ENTERTAINMENT, INC.
INTERNATIONAL COURTROOM NEWS SERVICE
FAMILY PICTURES, INC.
TROPICAL HEAT, INC.
KL SYNDICATION, INC.
ANDRE PRODUCTIONS, INC.
TKLC NO. 2, INC.
TWILIGHT ENTERTAINMENT, INC.
KLC FILMS, INC.
KL FEATURES, INC.
KLF GUILD CO.
KLF DEVELOPMENT CO.
KLTV GUILD CO.
KLTV DEVELOPMENT CO.
XXXXXXX-XXXXX INTERNATIONAL, INC.
KL INTERACTIVE MEDIA, INC.
By: /s/ XXXXXX XXXXXXX
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Name: Xxxxxx Xxxxxxx
Title: Co-Chairman
KLC/NEW CITY
By its General Partner
THE XXXXXXX-XXXXX COMPANY
By: /s/ XXXXXX XXXXXXX
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Name: Xxxxxx Xxxxxxx
Title: Authorized Signatory
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XXXXXX XXX PICTURES, INC.
DAYTON WAY PICTURES II, INC.
DAYTON WAY PICTURES III, INC.
DAYTON WAY PICTURES IV, INC.
FW COLD CO., INC.
By:/s/ XXXX XXXXXX
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Name: Xxxx Xxxxxx
Title: President
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