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EXHIBIT 10.40
THIRD AMENDMENT
TO
REVOLVING CREDIT AND TERM LOAN AGREEMENT
This Third Amendment To Revolving Credit and Term Loan Agreement (this
"Third Amendment") is made by and between TANDY BRANDS ACCESSORIES, INC., a
Delaware corporation ("Borrower"), and BANK OF AMERICA, N.A. (formerly
NationsBank, N.A.), a national banking association ("Lender").
WHEREAS, the parties entered into that one certain Revolving Credit
Loan Agreement dated November 17, 1998 (the Revolving Credit Loan Agreement
dated November 17, 1998 and all amendments thereto and restated thereof are
hereinafter referred to as the "Loan Agreement"); and
WHEREAS, the parties entered into that one certain Amendment To
Revolving Credit and Term Loan Agreement dated May 17, 1999 (the "First
Amendment"); and
WHEREAS, the parties entered into that one certain Amendment To
Revolving Credit and Term Loan Agreement dated June 12, 2000 (the "Second
Amendment"); and
WHEREAS, the parties desire to amend the Loan Agreement in certain
respects.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, it is agreed as follows:
1.
Section 7.9 of the Loan Agreement is amended to read as follows:
7.9 Fixed Charges Coverage. Borrower shall not permit the
ratio of (a) EBITDA to (b) Fixed Charges, in each case for Borrower and
its Subsidiaries and for the four (4) fiscal quarters ending on the
date of determination, to be less than 1.5 to 1.0.
2.
Except as amended above and by the First Amendment and the Second
Amendment, the Loan Agreement is ratified and confirmed and shall remain in full
force and effect.
3.
This Third Amendment shall be binding upon and inure to the benefit of
the parties and their successors and assigns.
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4.
THIS WRITTEN AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE
PARTIES RELATING TO THE SUBJECT MATTER THEREOF AND MAY NOT BE CONTRADICTED BY
EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.
THERE ARE NO UNWRITTEN ORAL AGREEMENT BETWEEN THE PARTIES.
Executed effective as of the 14th day of November, 2000.
BORROWER:
TANDY BRANDS ACCESSORIES, INC., a
Delaware corporation, as Borrower
By: /s/ XXXX XXXXXXXX
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Xxxx Xxxxxxxx, Chief Financial Officer
and Senior Vice President
LENDER:
BANK OF AMERICA, N.A., a national banking
association, as Lender
By: /s/ XXXXXXX X. XXXXXXX
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Xxxxxxx X. Xxxxxxx, Senior Vice President
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