Credit Agreement
This
agreement dated as of July 31, 2007 between JPMorgan Chase Bank, N.A. (together
with its successors and assigns, the "Bank"), whose address is 000 Xxxxxxxxxxxx,
Xxxxx 000, Xxxx Xxxxx, XX 00000, and The Leather Factory, L.P. (whether one
or
more, and if more than one, individually and collectively, the "Borrower"),
whose address is 0000 Xxxx Xxxx 000 Xxxxx, Xxxx Xxxxx, XX 00000-0000.
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Scope.
This agreement, unless otherwise agreed to in writing
by the Bank
and the Borrower or prohibited by applicable
law, governs the Credit Facilities as defined below. Advances under
the
Credit Facilities shall be subject to the procedures established
from time
to time by the Bank. Any procedures agreed to by the Bank with
respect to
obtaining advances including automatic loan sweeps shall not vary
the
terms or conditions of this agreement or the Related Documents
regarding
the Credit Facilities.
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2.1
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"Credit
Facilities" means all extensions of credit from the Bank to the
Borrower,
whether now existing or hereafter arising, including but not limited
to
those described in Section 1 if any, and those extended contemporaneously
with this agreement.
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2.2
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"Liabilities"
means all debts, obligations, indebtedness and liabilities of every
kind
and character of the Borrower whether individual, joint and several,
contingent or otherwise, now or hereafter existing in favor of
the Bank,
including, without limitation, all liabilities, interest, costs
and fees,
arising under or from any note, open account, overdraft, credit
card,
lease, Rate Management Transaction, letter of credit application,
endorsement, surety agreement, guaranty, acceptance, foreign exchange
contract or depository service contract, whether payable to the
Bank or to
a third party and subsequently acquired by the Bank, any monetary
obligations (including interest) incurred or accrued during the
pendency
of any bankruptcy, insolvency, receivership or other similar proceedings,
regardless of whether allowed or allowable in such proceeding,
and all
renewals, extensions, modifications, consolidations, rearrangements,
restatements, replacements or substitutions of any of the foregoing.
The
term "Rate Management Transaction" in this agreement means any
transaction
(including an agreement with respect thereto) that is a rate swap,
basis
swap, forward rate transaction, commodity swap, commodity option,
equity
or equity index swap, equity or equity index option, bond option,
interest
rate option, foreign exchange transaction, cap transaction, floor
transaction, collar transaction, forward transaction, currency
swap
transaction, cross-currency rate swap transaction, currency option,
derivative transaction or any other similar transaction (including
any
option with respect to any of these transactions) or any combination
thereof, whether linked to one or more interest rates, foreign
currencies,
commodity prices, equity prices or other financial
measures.
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2.3
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"Notes"
means all promissory notes, instruments and/or contracts evidencing
the
terms and conditions of any of the Credit
Facilities.
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2.4
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"Affiliate"
means any person, corporation or other entity directly or indirectly
controlling, controlled by or under common control with the Borrower
and
any director or officer of the Borrower or any Subsidiary of the
Borrower.
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2.5
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"Distributions"
means all dividends and other distributions made by the Borrower
to its
shareholders, partners, owners or members, as the case may be,
other than
salary, bonuses, and other compensation for services expended in
the
current accounting period.
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2.6
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"Subsidiary"
means, as to a particular person, any entity of which fifty (50%)
or more
of the indicia of equity rights is at the time of determination
directly
or indirectly owned by the person or by one or more persons controlled
by,
controlling or under common control with the
person.
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2.7
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"Related
Documents" means the Notes, all loan agreements, credit agreements,
reimbursement agreements, security agreements, mortgages, deeds
of trust,
pledge agreements, assignments, guaranties, and any other instrument
or
document executed in connection with this agreement or in connection
with
any of the Liabilities.
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Conditions
Precedent to Initial Extension of Credit under each of the
Credit
Facilities. Before the first extension
of credit governed by this agreement, whether by disbursement
of a loan,
issuance of a letter of credit, or otherwise,
the Borrower shall deliver to the Bank, in form and substance
satisfactory
to the Bank:
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A.
Loan Documents. The Notes, and as applicable, the letter of
credit applications, reimbursement agreements, the
security agreements, the pledge agreements, financing statements,
mortgages or deeds of trust, the guaranties, the
subordination agreements, and any other documents which the
Bank may
reasonably require to give effect to the transactions
described in this agreement or the other Related
Documents;
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B.
Evidence of Due Organization and Good Standing.
Evidence, satisfactory to the Bank, of the due organization,
valid existence and good standing of the Borrower and every
other business
entity that is a party to this agreement
or any other Related Document;
and
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C.
Evidence of Authority to Enter into Loan Documents. Evidence that
(i) each party to this agreement and any other
document required by this agreement is authorized to enter
into the
transactions described in this agreement and
the other Related Documents, and (ii) the person signing
on behalf of each
party is authorized to do
so.
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Conditions
Precedent to Each Extension of Credit. Before any extension of
credit governed by this agreement, whether
by disbursement of a loan, issuance of a letter of credit or otherwise,
the following conditions must be satisfied:
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A.
Representations. The representations of the Borrower are true on
and as of the date of the request for and funding
of the extension of
credit;
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B.
No Event of Default. No default has occurred in any provision of
this agreement, the Notes or any other Related
Documents and is continuing or would result from the extension
of credit,
and no event has occurred which would
constitute the occurrence of any default but for the lapse of time
until
the end of any grace or cure
period;
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C.
Additional Approvals, Opinions, and Documents. The Bank has
received any other approvals, opinions and documents
as it may reasonably request;
and
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D.
No Prohibition or Onerous Conditions. The making of the extension
of credit is not prohibited by or subjects the
Bank to any penalty or onerous condition under any law, ordinance,
decree,
requirement, order, judgment, rule, regulation
(or interpretation of any of the foregoing), foreign governmental
authority, the United States of America, any
state thereof and any political subdivision of any of the foregoing
and
any agency, department, commission, board,
bureau, court or other tribunal having jurisdiction over the Bank
or the
Borrower, or any Subsidiary of the Borrower
or their respective
properties.
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Affirmative
Covenants. The Borrower agrees to do, and cause each of its
Subsidiaries to do, each of the
following:
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Insurance.
Maintain insurance with financially sound and reputable
insurers,
with such insurance and insurers to be acceptable to the Bank,
covering
its properties and business against those casualties and contingencies
and
in the types and amounts as are in accordance with sound business
and
industry practices.
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Existence.
Maintain its existence and business operations as presently
in
effect in accordance with all applicable laws and regulations,
pay its
debts and obligations when due under normal terms, and pay on or
before
their due date, all taxes, assessments, fees and other governmental
monetary obligations, except as they may be contested in good faith
if
they have been properly reflected on its books and, at the Bank's
request,
adequate funds or security has been pledged to insure
payment.
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Financial
Records. Maintain proper books and records of account, in
accordance with generally accepted accounting principles, and consistent
with financial statements previously submitted to the
Bank.
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Inspection.
Permit the Bank to inspect and copy the Borrower's business
records at such times and at such intervals as the Bank may reasonably
require, and to discuss the Borrower's business, operations, and
financial
condition with the Borrower's officers and
accountants.
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Financial
Reports. Furnish to the Bank whatever information, books and
records the Bank may from time to time reasonably
request.
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2
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Notices
of Claims, Litigation, Defaults, etc. Promptly inform the Bank in
writing of (1) all existing and all threatened
litigation, claims, investigations, administrative proceedings
and similar
actions affecting the Borrower which could materially affect its
business,
assets, affairs, prospects or financial condition of the Borrower
or its
Subsidiaries; (2) the occurrence of any event which gives rise
to the
Bank's option to terminate the Credit Facilities; (3) the institution
of
steps by the Borrower to withdraw from, or the institution of any
steps to
terminate, any employee benefit plan as to which the Borrower may
have
liability; (4) any reportable event or any prohibited transaction
in
connection with any employee benefit plan; (5) any additions to
or changes
in the locations of the Borrower's or any of the Borrower's or
Subsidiary's businesses; and (6) any alleged breach of any provision
of
this agreement or of any other agreement related to the Credit
Facilities
by the Bank.
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Additional
Information. Furnish such additional information and statements,
as the Bank may request, from time to
time.
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Insurance
Reports. Furnish to the Bank, upon request of the Bank, reports
on each existing insurance policy showing such information as the
Bank may
reasonably request.
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Other
Agreements. Comply with all terms and conditions of all other
agreements, whether now or hereafter existing, between the Borrower
and
any other party.
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Title
to Assets and Property. Maintain good and marketable title to all
of the Borrower's assets and
properties.
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Additional
Assurances. Promptly make, execute and deliver any and all
agreements, documents, instruments and other records that the Bank
may
request to evidence any of the Credit Facilities, cure any defect
in the
execution and delivery of any of the Related Documents, perfect
any lien,
comply with legal requirements applicable to the Bank or the Credit
Facilities or more fully to describe particular aspects of the
agreements
set forth or intended to be set forth in any of the Related
Documents.
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Employee
Benefit Plans. Maintain each employee benefit plan as to which
the Borrower may have any liability, in compliance with all applicable
requirements of law and
regulations.
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Banking
Relationship. Establish and maintain its primary banking
depository and disbursement relationship with the
Bank.
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5.1
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Unless
otherwise noted, the financial requirements set forth in this section
will
be computed in accordance with generally accepted accounting principles
applied on a basis consistent with financial statements previously
submitted by the Borrower to the
Bank.
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5.2
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Without
the written consent of the Bank, the Borrower will
not:
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A.
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Use
of Proceeds. Use, or permit any proceeds of the Credit Facilities
to be used, directly or indirectly, for the
purpose of "purchasing or carrying any margin stock" within the
meaning of
Federal Reserve Board Regulation U.
At the Bank's request, the Borrower will furnish a completed Federal
Reserve Board Form
U-l.
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B.
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Continuity
of Operations. (1) Engage in any business activities
substantially different from those in which the
Borrower is presently engaged; (2) cease operations, liquidate,
merge,
transfer, acquire or consolidate with any other
entity, change its name, dissolve, or sell any assets out of the
ordinary
course of business; or (3) enter into any arrangement
with any person providing for the leasing by the Borrower or any
Subsidiary of real or personal property
which has been sold or transferred by the Borrower or Subsidiary
to such
person.
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C.
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Limitation
on NegativePledge Clauses. Enter into any
agreement with any person other than the Bank which
prohibits or limits the ability of the Borrower or any of its subsidiaries
to create or permit to exist any lien on any
of its property, assets or revenues, whether now owned or hereafter
acquired.
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D.
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Conflicting
Agreements. Enter into any agreement containing any provision
which would be violated or breached
by the performance of the Borrower's obligations under this agreement
or
any of the other Related Documents.
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E.
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Transfer
of Ownership. Permit any pledge of any ownership interest in the
Borrower, or any sale or other transfer of any ownership interest
in the
Borrower.
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F.
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Partnership
Agreement. Alter, amend or modify its partnership
agreement.
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G.
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Debt
Service Coverage Ratio. Permit at any time, its ratio of net
income, plus interest expense, amortization
expense and depreciation expense, minus Distributions, for the
twelve
month period then ending to interest expense, prior period current
maturities of long term debt and capital leases, for the same such
period
to be less than 1.20 to 1.00.
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H.
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Government
Regulation. (1) Be or become subject at any
time to any law, regulation, or list of any government
agency (including, without limitation, the U.S. Office of Foreign
Asset
Control list) that prohibits or limits Bank from making any advance
or
extension of credit to Borrower or from otherwise conducting business
with
Borrower, or (2) fail to provide documentary and other evidence of
Borrower's identity as may be requested by Bank at any time to
enable Bank
to verify Borrower's identity or to comply with any applicable
law or
regulation, including, without limitation, Section 326 of the USA
Patriot
Act of 2001, 31 U.S.C. Section
5318.
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I.
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Subsidiaries.
Form, create or acquire any Subsidiary without prior consent of
the
Bank.
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Representations
and Warranties by the Borrower. To induce the Bank to enter into
this agreement and to extend credit or other financial accommodations
under the Credit Facilities, the Borrower represents and warrants
as of
the date of this agreement and as of the date of each request for
credit
under the Credit Facilities that each of the following statements
is and
shall remain true and correct throughout the term of this agreement
and
until all Credit Facilities and all amounts owing under the Notes
and
other Related Documents are paid in full. The Borrower represents
that:
(a) the execution and delivery of this agreement and the Notes,
and the
performance of the obligations they impose, do not violate any
law,
conflict with any agreement by which it is bound, or require the
consent
or approval of any governmental authority or other third party,
(b) this
agreement and the Notes are valid and binding agreements, enforceable
according to their terms, (c) all balance sheets, profit and loss
statements, and other financial statements and other information
furnished
to the Bank in connection with the Liabilities are accurate and
fairly
reflect the financial condition of the organizations and persons
to which
they apply on their effective dates, including contingent liabilities
of
every type, which financial condition has not changed materially
and
adversely since those dates, (d) no litigation, claim, investigation,
administrative proceeding or similar action (including those for
unpaid
taxes) against the Borrower is pending or threatened, and no other
event
has occurred which may in any one case or in the aggregate materially
adversely affect the Borrower's financial condition and properties,
other
than litigation, claims, or other events, if any, that have been
disclosed
to and acknowledged by the Bank in writing, (e) all of the Borrower's
tax
returns and reports that are or were required to be filed, have
been
filed, and all taxes, assessments and other governmental charges
have been
paid in full, except those presently being contested by the Borrower
in
good faith and for which adequate reserves have been provided,
(f) the
Borrower is not an "investment company" or a company "controlled"
by an
"investment company", within the meaning of the Investment Company
Act of
1940, as amended, (g) the Borrower is not a "holding company",
or a
"subsidiary company" of a "holding company" or an "affiliate" of
a
"holding company" or of a "subsidiary company" of a "holding company"
within the meaning of the Public Utility Holding Company Act of
1935, as
amended, (h) there are no defenses or counterclaims, offsets or
adverse
claims, demands or actions of any kind, personal or otherwise,
that the
Borrower could assert with respect to this agreement or the Credit
Facilities, (i) the Borrower owns, or is licensed to use, all trademarks,
trade names, copyrights, technology, know-how and processes necessary
for
the conduct of its business as currently conducted, and (j) no
part of the
proceeds of the Credit Facilities will be used for "purchasing"
or
"carrying" any "margin stock" within the respective meanings of
each of
the quoted terms under Regulation U of the Board of Governors of
the
Federal Reserve System of the United States (the "Board") as now
and from
time to time hereafter in effect or for any purpose which violates
the
provisions of any regulations of the Board. The Borrower, other
than a
natural person, further represents that: (a) it is duly organized
and
validly existing under the laws of the state where it is organized
and is
in good standing in its state of organization and each stale where
it is
doing business, and (b) the execution and delivery of this agreement
and
the Notes and the performance of the obligations they impose (i)
are
within its powers, (ii) have been duly authorized by all necessary
action
of its governing body, and (iii) do not contravene the terms of
its
articles of incorporation or organization, its by-laws, or any
partnership, operating or other agreement governing its
affairs.
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Default/Remedies.
If any of the Credit Facilities are not paid at maturity,
whether
by acceleration or otherwise, or if a default by anyone occurs
under the
terms of this agreement, the Notes or any other Related Documents,
then
the Bank shall have all of the rights and remedies provided by
any law,
equity or agreement. Events of default shall include but not be
limited to
the following, which must be received and/or satisfied, which
determination shall be at the sole discretion of the Bank, within
60 days
of closing: (1) receipt and review of the documentation for the
removal
and closure of the petroleum underground storage tank on the subject
property; and (2) receipt and review of an
appraisal.
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Notice.
Any notices and demands under or related to this document
shall
be in writing and delivered to the intended party at its address
stated
herein, and if to the Bank, at its main office if no other address
of the
Bank is specified herein, by one of the following means: (a) by
hand, (b)
by a nationally recognized overnight courier service, or (c) by
certified
mail, postage prepaid, with return receipt requested. Notice shall
be
deemed given: (a) upon receipt if delivered by hand, (b) on the
Delivery
Day after the day of deposit with a nationally recognized courier
service,
or (c) on the third Delivery Day after the notice is deposited
in the
mail. "Delivery Day" means a day other than a Saturday, a Sunday
or any
other day on which national banking associations are authorized
to be
closed. Any party may change its address for purposes of the receipt
of
notices and demands by giving notice of such change in the manner
provided
in this provision.
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No
Waiver. No delay on the part of the Bank in the exercise of any
right or remedy waives that right or remedy. No single or partial
exercise
by the Bank of any right or remedy precludes any other future exercise
of
it or the exercise of any other right or remedy. No waiver or indulgence
by the Bank of any default is effective unless it is in writing
and signed
by the Bank, nor shall a waiver on one occasion bar or waive that
right on
any future occasion.
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Integration.
This agreement, the Notes, and the other Related Documents to the
Credit
Facilities embody the entire agreement and understanding between
the
Borrower and the Bank and supersede all prior agreements and
understandings relating to their subject matter. If any one or
more of the
obligations of the Borrower under this agreement or the Notes is
invalid,
illegal or unenforceable in any jurisdiction, the validity, legality
and
enforceability of the remaining obligations of the Borrower shall
not in
any way be affected or impaired, and the invalidity, illegality
or
unenforceability in one jurisdiction shall not affect the validity,
legality or enforceability of the obligations of the Borrower under
this
agreement, the Notes and the other Related Documents in any other
jurisdiction.
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Joint
and Several Liability. Each party executing this agreement as the
Borrower is individually, jointly and severally liable under this
agreement.
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Governing
Law and Venue. This agreement shall be governed by and construed
in accordance with the laws of the State of Texas (without giving
effect
to its laws of conflicts). The Borrower agrees that any legal action
or
proceeding with respect to any of its obligations under this agreement
may
be brought by the Bank in any state or federal court located in
the State
of Texas, as the Bank in its sole discretion may elect. By the
execution
and delivery of this agreement, the Borrower submits to and accepts,
for
itself and in respect of its property, generally and unconditionally,
the
non-exclusive jurisdiction of those courts. The Borrower waives
any claim
that the State of Texas is not a convenient forum or the proper
venue for
any such suit, action or
proceeding.
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Survival
ofRepresentations and Warranties. The Borrower
understands and agrees that in extending the Credit Facilities,
the Bank is relying on all representations, warranties, and covenants
made
by the Borrower in this agreement or in any certificate or other
instrument delivered by the Borrower to the Bank under this agreement.
The
Borrower further agrees that regardless of any investigation made
by the
Bank, all such representations, warranties and covenants will survive
the
making of the Credit Facilities and delivery to the Bank of this
agreement, shall be continuing in nature, and shall remain in full
force
and effect until such time as the Borrower's indebtedness to the
Bank
shall be paid in full.
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Non-Liability
of the Bank. The relationship between the Borrower and the Bank
created by this agreement is strictly a debtor and creditor relationship
and not fiduciary in nature, nor is the relationship to be construed
as
creating any partnership or joint venture between the Bank and
the
Borrower. The Borrower is exercising the Borrower's own judgement
with
respect to the Borrower's business. All information supplied to
the Bank
is for the Bank's protection only and no other party is entitled
to rely
on such information. There is no duty for Bank to review, inspect,
supervise or inform the Borrower of any matter with respect to
the
Borrower's business. The Bank and the Borrower intend that the
Bank may
reasonably rely on all information supplied by the Borrower to
the Bank,
together with all representations and warranties given by the Borrower
to
the Bank, without investigation or confirmation by the Bank and
that any
investigation or failure to investigate will not diminish the Bank's
right
to so rely.
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Indemnification
of the Bank. The Borrower agrees to indemnify, defend and hold
the Bank, its parent companies, subsidiaries, affiliates, their
respective
successors and assigns and each of their respective shareholders,
directors, officers, employees and agents (collectively, the "Indemnified
Persons") harmless from any and against any and all loss, liability,
obligation, damage, penalty, judgment, claim, deficiency, expense,
interest, penalties, attorneys' fees (including the fees and expenses
of
attorneys engaged by the Indemnified Person at the Indemnified
Person's reasonable discretion) and amounts paid in
settlement ("Claims") to which any Indemnified Person may become
subject
arising out of or relating to this agreement or the Collateral,
including any Claims resulting from any Indemnified Person's
own
negligence, except to the limited extent that the Claims are
proximately caused by the Indemnified Person's gross negligence
or willful
misconduct. The indemnification provided for in this paragraph
shall
survive the termination of this agreement and shall not be affected
by the
presence, absence or amount of or the payment or nonpayment of
any claim
under, any insurance.
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Counterparts.
This agreement may be executed in multiple counterparts,
each of
which, when so executed, shall be deemed an original, but all such
counterparts, taken together, shall constitute one and the same
agreement.
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Sole
Discretion of the Bank. Whenever the Bank's consent or approval
is required under this agreement, the decision as to whether or
not to
consent or approve shall be in the sole and exclusive discretion
of the
Bank and the Bank's decision shall be final and
conclusive.
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Advice
of Counsel. The Borrower acknowledges that it has been advised by
counsel, or had the opportunity to be advised by counsel, in the
negotiation, execution and delivery of this agreement and any Related
Documents.
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Recovery
of Additional Costs. If the imposition of or any change in any
law, rule, regulation, or guideline, or the interpretation or application
of any thereof by any court or administrative or governmental authority
(including any request or policy not having the force of law) shall
impose, modify, or make applicable any taxes (except federal, state,
or
local income or franchise taxes imposed on the Bank), reserve
requirements, capital adequacy requirements, or other obligations
which
would (A) increase the cost to the Bank for extending or maintaining
the
Credit Facilities, (B) reduce the amounts payable to the Bank under
the
Credit Facilities, or (C) reduce the rate of return on the Bank's
capital
as a consequence of the Bank's obligations with respect to the
Credit
Facilities, then the Borrower agrees to pay the Bank such additional
amounts as will compensate the Bank therefor, within five (5) days
after
the Bank's written demand for such payment. The Bank's demand shall
be
accompanied by an explanation of such imposition or charge and
a
calculation in reasonable detail of the additional amounts payable
by the
Borrower, which explanation and calculations shall be conclusive
in the
absence of manifest error.
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Conflicting
Terms. Ifthis agreement is inconsistent with
any provision in any other Related Documents, the Bank shall determine,
in
the Bank's sole and absolute discretion, which of the provisions
shall
control any such
inconsistency.
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Expenses.
The Borrower agrees to pay or reimburse the Bank for all its out-of-pocket
costs and expenses and reasonable attorneys' fees incurred in connection
with the development, preparation and execution of, and in connection
with
the enforcement or preservation of any rights under, this agreement,
any
amendment, supplement, or modification thereto, and any other documents
prepared in connection herewith or therewith. These costs and expenses
include without limitation any costs or expenses incurred by the
Bank in
any bankruptcy, reorganization, insolvency or other similar
proceeding.
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USA
PATRIOT ACT NOTIFICATION. The following notification is provided
to Borrower pursuant to Section 326 of the USA
Patriot Act of 2001,31 U.S.C. Section
5318:
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IMPORTANT
INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT. To help the government
fight the funding of terrorism and money laundering activities, Federal law
requires all financial institutions to obtain, verify, and record information
that identifies each person or entity that opens an account, including any
deposit account, treasury management account, loan, other extension of credit,
or other financial services product. What this means for Borrower: When Borrower
opens an account, if Borrower is an individual Bank will ask for Borrower's
name, taxpayer identification number, residential address, date of birth,
and
other information that will allow Bank to identify Borrower, and if Borrower
is
not an individual Bank will ask for Borrower's name, taxpayer identification
number, business address, and other information that will allow Bank to identify
Borrower. Bank may also ask, if Borrower is an individual to see Borrower's
driver's license or other identifying documents, and if Borrower is not an
individual to see Borrower's legal organizational documents or other identifying
documents.
(This
space intentionally left blank)
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WAIVER
OF SPECIAL DAMAGES. THE BORROWER WAIVES, TO THE MAXIMUM EXTENT
NOT PROHIBITED BY LAW, ANY RIGHT THE UNDERSIGNED MAY HAVE TO CLAIM
OR
RECOVER FROM THE BANK IN ANY LEGAL ACTION OR PROCEEDING ANY SPECIAL,
EXEMPLARY, PUNITIVE OR CONSEQUENTIAL
DAMAGES.
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JURY
WAIVER. THE BORROWER AND THE BANK HEREBY VOLUNTARILY, KNOWINGLY,
IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT TO HAVE A JURY
PARTICIPATE
IN RESOLVING ANY DISPUTE (WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE)
BETWEEN THE BORROWER AND THE BANK ARISING OUT OF OR IN ANY WAY
RELATED TO
THIS DOCUMENT. THIS PROVISION IS A MATERIAL INDUCEMENT TO THE BANK
TO
PROVIDE THE FINANCING DESCRIBED
HEREIN.
|
THIS
AGREEMENT AND THE OTHER WRITTEN RELATED DOCUMENTS REPRESENT THE FINAL AGREEMENT
BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE
PARTIES.
THERE
ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
| Address(es) for Notices: |
Borrower:
|
|||||
|
0000
Xxxx Xxxx 820 South
|
The
Leather Factory, L.P.
|
|||||
| Xxxx Xxxxx, XX 00000-0000 | ||||||
|
By:
|
The
Leather Factory, Inc., its General Partner
|
|||||
| Attn: | ||||||
|
By:
|
/s/ Xxx X. Xxxxxx | |||||
|
Xxx
Xxxxxx
|
CEO
and President
|
|||||
|
Printed
Name
|
Title
|
|||||
| Date Signed: | 07-31-07 |
| Address(es) for Notices: |
Bank:
|
|||||
|
000
Xxxxxxxxxxxx, Xxxxx 000
|
XXXxxxxx
Chase Bank, N.A.
|
|||||
| Xxxx Xxxxx, XX 00000 | ||||||
|
|
|
|||||
| Attn: | By: | /s/ Xxxxxxxx X. Xxxxx | ||||
|
Xxxxxxxx
X. Xxxxx
|
Vice
President
|
|||||
| Printed Name |
Title
|
|||||
|
|
|
|||||
| Date Signed: | 07-31-07 |
7