EXHIBIT 10.2
AMENDMENT NUMBER THREE TO
LOAN AND SECURITY AGREEMENT
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This AMENDMENT NUMBER THREE TO LOAN AND SECURITY AGREEMENT ("Amendment") is
entered into as of November 28, 1995 (the "Effective Date"), between FOOTHILL
CAPITAL CORPORATION ("Foothill") and LAMONTS APPAREL, INC., Debtor-In-Possession
("Borrower").
FACT ONE: Foothill and Borrower entered into that certain Loan and
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Security Agreement as of February 17, 1995, as amended on March 6, 1995 and on
October 17, 1995 (the "Agreement").
FACT TWO: Borrower and Foothill desire further to amend the Agreement as
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provided herein.
NOW, THEREFORE, Foothill and Borrower hereby amend the Agreement as
follows:
1. The definitions in the Agreement of the terms "Maximum Amount" and
"Maximum Foothill Amount" are hereby amended in their entirety to read as
follows:
"MAXIMUM AMOUNT" means Thirty-Two Million Dollars ($32,000,000);
PROVIDED, HOWEVER, that during the period from the Effective Date through
December 15, 1995 the Maximum Amount shall mean Thirty-Four Million Dollars
($34,000,000).
"MAXIMUM FOOTHILL AMOUNT" means that portion of the Maximum Amount for
which Foothill shall be responsible, exclusive of any participations with
Participants, which amount is Eighteen Million Dollars ($18,000,000);
PROVIDED, HOWEVER, that during the period from the Effective Date through
December 15, 1995 the Maximum Foothill Amount shall mean Twenty Million
Dollars ($20,000,000).
2. Section 2.1(c) of the Agreement is hereby amended in its entirety to
read as follows:
"(c) Foothill shall have no obligation to make advances hereunder or
issue L/Cs or L/C Guarantees to the extent they would cause the outstanding
Obligations to exceed the lesser of: (i) the Maximum Amount, or (ii) the
Maximum Foothill Amount plus the Syndicated Amount. As of the date hereof
the Syndicated Amount is Fourteen Million Dollars ($14,000,000)."
3. At such time as the amount of Obligations owed to Foothill first
exceed Thirty-Two Million Dollars ($32,000,000), Borrower shall pay to Foothill
a fully earned, nonrefundable fee for this Amendment in the sum of Twenty
Thousand Dollars ($20,000).
4. In the event of a conflict between the terms and provisions of this
Amendment and the terms and provisions of the Agreement, the terms and
provisions of this Amendment shall govern. In all other respects, the Agreement
shall remain in full force and effect.
5. All initially capitalized terms used in this Amendment shall have the
meanings given to them in the Agreement unless specifically defined herein.
IN WITNESS WHEREOF, Borrower and Foothill have executed this Amendment as
of the date first set forth above.
FOOTHILL CAPITAL CORPORATION
By /s/ Xxxxx X. Xxxxx
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Title Vice President
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LAMONTS APPAREL, INC.,
DEBTOR-IN-POSSESSION
By /s/ Xxxxx Xxxxxxxxxx
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Title Vice Chairman
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