[ACCOUNT RESTRICTED RIGHT AWAY
- ACH DEBIT TRANSFERS]
COLLECTION ACCOUNT AGREEMENT
This COLLECTION ACCOUNT AGREEMENT ("Agreement"), dated as of March 20,
2002, among THE LEATHER FACTORY, INC., a Delaware corporation; XXXXXXX, XXXXXXX
& COMPANY, INC., a New York corporation; THE LEATHER FACTORY, INC., a Nevada
corporation; THE LEATHER FACTORY OF NEVADA INVESTMENTS INC., a Nevada
corporation; TANDY LEATHER COMPANY, INC., a Nevada corporation; TANDY LEATHER
COMPANY INVESTMENTS, INC., a Nevada corporation; THE LEATHER FACTORY, L.P., a
Texas limited partnership; TANDY LEATHER COMPANY, L.P., a Texas limited
partnership; HI-LINE LEATHER & MANUFACTURING COMPANY, a California corporation;
and THE LEATHER FACTORY, INC., an Arizona corporation (collectively, "Borrowers"
and each a "Borrower"), and XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, a
national banking association ("Lender") and XXXXX FARGO BANK Texas, NATIONAL
ASSOCIATION ("Xxxxx Fargo") sets out (i) the terms and conditions under which
Xxxxx Fargo will provide its collection account service (the "Collection Account
Service") to Borrowers and Lender with respect to Lender's wholesale demand
deposit account specified at the end of this document (the "Lender Account"),
and (ii) the rights of Borrowers and Lender, and the obligations of Xxxxx Fargo
to Borrowers and Lender, with respect to the Lender Account.
1. ORIGIN OF LENDER'S INTEREST IN THE ACCOUNT FUNDS. Borrowers have
entered into a financing agreement with Lender in which Borrowers have granted
to Lender a security interest in Borrowers' present and future accounts
receivable and all proceeds thereof, and Borrowers have agreed to deposit or
cause to be deposited all collections and proceeds of such accounts receivable
into the Lender Account. (When such accounts receivable have been deposited into
the Lender Account as provided in this Agreement they will be referred to in
this Agreement, together with all other proceeds of the collateral security
granted to Lender that are deposited in the Lender Account, as the "Account
Funds"). Lender and Borrowers would like to use the Collection Account Service
to block Borrowers' access to the Lender Account and to provide daily transfers
of ledger balances in the Lender Account to Lender's account with Xxxxx Fargo
Bank Minnesota, N.A.
2. Commencement of COLLECTION account Service. The Collection Account
Service will start on the date arranged by Xxxxx Fargo with Lender if the
following events have occurred before such date:
(a) The Lender Account has been opened and is in good standing;
(b) Borrowers and Lender have provided to Xxxxx Fargo such other
information and documents as Xxxxx Fargo requests to enable Xxxxx Fargo to
commence and operate the Collection Account Service for Borrowers and Lender.
3. ACCESS TO ACCOUNT FUNDS. All Account Funds shall be the sole and
exclusive property of Lender withdrawable from the Lender Account only by Lender
as provided in this Agreement or in the account documentation pursuant to which
the Lender Account was opened. Borrowers will have no interest in, or any
control over, any Account Funds, and Account Funds shall not bear interest.
Except as provided in this Agreement, the Lender Account will not be subject to
deductions, setoff, banker's lien, or any other right in favor of any person
other than Lender.
4. Deposits and Confirmations. Lender authorizes Borrowers to endorse
or cause to be endorsed checks and other payment instruments and to deposit or
cause to be deposited such items into the Lender Account. Xxxxx Fargo will
provide to Lender and to Borrowers Xxxxx Fargo's regular statement covering
deposits to and withdrawals from the Lender Account at their respective
addresses specified at the end of this Agreement for advice of deposits and
statements. Borrowers and/or Lender agree to notify Xxxxx Fargo's Service
Center, whose address and telephone number will be given to Borrowers and
Lender, (a) of any error in an advice of deposit within thirty (30) calendar
days after Borrowers and/or Lender receive such advice of deposit and (b) of any
error in a bank statement within thirty (30) calendar days after Borrowers
and/or Lender receive such bank statement. The liability of Xxxxx Fargo for such
errors is limited as provided in Section 19 of this Agreement.
5. ACCOUNT DOCUMENTATION. Except as otherwise specifically provided in
this Agreement, the Lender Account will be handled and items drawn on or
deposited into the Lender Account will be processed by Xxxxx Fargo as Xxxxx
Fargo would perform such responsibilities with respect to any other demand
deposit account at Xxxxx Fargo. As a result, the Lender Account will be subject
to, and Xxxxx Fargo's operation of the Lender Account will be in accordance
with, the terms and provisions of Xxxxx Fargo's deposit account opening
documentation and other Xxxxx Fargo account related documentation (collectively,
"Account Documentation"), including, but not limited to, Xxxxx Fargo's demand
deposit account disclosure statement for the Lender Account as in effect and
delivered to Lender from time to time, a copy of which Borrowers and Lender
acknowledge having received. Notwithstanding any provisions of any Account
Documentation, however, all Account Funds shall be the sole and exclusive
property of Lender.
6. CUSTOMER SERVICE. Any questions or problems that Borrowers or Lender
have with respect to the Collection Account Service should be addressed to Xxxxx
Fargo's Service Center.
7. RETURNED ITEMS. All ACH entries and all checks or other items
credited to the Lender Account and returned to Xxxxx Fargo unpaid for any reason
will be handled by Xxxxx Fargo in the following manner:
(a) Any check with a face amount less than One Thousand Dollars
($1,000.00) which is returned because of insufficient funds will automatically
be redeposited by Xxxxx Fargo a second time.
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(b) Any ACH entry returned for any reason, and any check which has
been returned a second time or which is returned for reasons other than
insufficient funds or which has a face amount of One Thousand Dollars
($1,000.00) or more and is returned for insufficient funds will be charged back
to one of Borrowers' wholesale demand deposit accounts maintained with Xxxxx
Fargo specified at the end of this Agreement (a "Borrower Account").
(c) If there are insufficient funds in a Borrower Account to cover
any chargeback, Lender agrees that Xxxxx Fargo may charge the Lender Account for
the amount of the insufficiency, up to the amount of the returned ACH entries or
returned items. If there are insufficient funds in the Lender Account, Borrowers
and Lender agree to pay the amount of the chargeback to the Lender Account, in
immediately available funds, within one business day after receipt of physical
evidence of said chargeback sent by facsimile to Borrowers and Lender at their
facsimile numbers specified below.
(d) Any returned checks and debit memos with respect to returned
checks will be sent to Borrowers.
8. ACH DEBIT TRANSFERS FROM LENDER ACCOUNT. On each day when Xxxxx
Fargo is open for business (a "Banking Day") during the term of this Agreement,
at the specific request of Lender, Xxxxx Fargo will process automated clearing
house debits to the Lender Account initiated by banks other than Xxxxx Fargo for
transfers of funds out of the Lender Account (each an "ACH Debit") so long as
any such ACH Debit does not exceed the ledger balance in the Lender Account at
the end of the Banking Day immediately preceding the date on which the ACH Debit
is initiated. These transfers will be made to Lender if Lender's account is the
transfer-to account specified in the ACH Debits by the initiating bank. Lender
agrees to pay to Xxxxx Fargo immediately on demand, without setoff or
counterclaim, the amount of any overdraft in the Lender Account caused by an ACH
Debit exceeding the ledger balance in the Lender Account at the time such ACH
Debit settles.
9. DELAYS IN MAKING ACH DEBIT TRANSFERS. Lender and Borrowers
understand that an ACH Debit transfer may be delayed or not made if (a) the
transfer would cause Xxxxx Fargo to exceed any limitation on its intra-day net
funds position established in accordance with Federal Reserve or other
regulatory guidelines or to violate any other Federal Reserve or other
regulatory risk control program, or (b) the funds transfer would otherwise cause
Xxxxx Fargo to violate any applicable law or regulation. If an ACH Debit
transfer cannot be made or will be delayed, Xxxxx Fargo will attempt to notify
Lender by telephone. Notwithstanding anything to the contrary in this Section 9,
Xxxxx Fargo agrees that its response to any court order or other legal process,
to the claim of any party in bankruptcy, or the adverse claim of any individual
or entity not a party to this Agreement shall be made in accordance with the
provisions of Sections 14 and 16 hereof.
10. RELIANCE ON ACCOUNT NUMBER OF ACH DEBIT TRANSFER BENEFICIARY. If
the bank initiating an ACH Debit out of the Lender Account indicates a name and
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an identifying number for the bank of the person or entity to receive the ACH
Debit transfer, Lender and Borrowers understand that Xxxxx Fargo will rely on
the number indicated by the initiating bank even if that number identifies a
bank different from the named bank. If the bank initiating an ACH Debit out of
the Lender Account indicates a name and an account number for the person or
entity to receive the ACH Debit transfer, Lender and Borrowers understand that
Xxxxx Fargo and the initiating bank may rely on the indicated account number
even if that account number is not the account number for the person or entity
who is to receive the transfer.
11. REPORTING ERRORS IN TRANSFERS. If Lender or Borrowers learn of any
error in an ACH Debit transfer or any unauthorized funds transfer, then the
party learning of such error or unauthorized transfer (the "Informed Party")
must notify Xxxxx Fargo as soon as possible by telephone at (800) AT-XXXXX
(which is a recorded line), and provide written confirmation to Xxxxx Fargo of
such telephonic notice within two Business Days at the address given for Xxxxx
Fargo on the signature page of this Agreement. In no case may such notice to
Xxxxx Fargo by an Informed Party be made more than thirty (30) calendar days
after Xxxxx Fargo's first confirmation of an ACH Debit transfer or other funds
transfer to such Informed Party, whether such first confirmation consists of the
regular monthly statement for the Lender Account or otherwise. If a funds
transfer is made in error and Xxxxx Fargo suffers a loss because Lender or
Borrowers breached their agreement to notify Xxxxx Fargo of such error within
this thirty (30) calendar day period, then the party or parties which breached
this agreement shall be obligated to reimburse Xxxxx Fargo for such loss
promptly upon demand by Xxxxx Fargo; provided, however, that in the event both
Lender and Borrowers breach this notification requirement, Lender shall not be
obligated to reimburse Xxxxx Fargo for such loss unless Borrowers fail to
satisfy Xxxxx Fargo's demand for such reimbursement within fifteen (15) calendar
days after such demand is made on Borrowers.
12. CONTACTS. Any contacts regarding operational matters with any party
to this Agreement shall be made to the person and address specified below for
advice of deposits and statements.
13. XXXXX FARGO FEES. Borrowers agree to pay the fees for the
Collection Account Service charged by Xxxxx Fargo (the "Xxxxx Fargo Fees"),
which fees will be based on the charges specified in the standard collection
account fee schedule current at the time the fees are charged. As changes in
Xxxxx Fargo's operating costs, procedural requirements or service volumes affect
future costs of processing, Xxxxx Fargo will periodically review the Xxxxx Fargo
Fees. Should the results of such periodic review warrant adjustment of the Xxxxx
Fargo Fees, Borrowers and Lender will receive a minimum of thirty (30) calendar
day's written notice prior to implementing such adjustment. Xxxxx Fargo will
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collect the Xxxxx Fargo Fees by debiting a Borrower Account for the amount of
the Xxxxx Fargo Fees, without prior notice to Borrowers or Lender, on the day
such Xxxxx Fargo Fees are due. Lender agrees to pay the Xxxxx Fargo Fees within
thirty (30) calendar days after Lender receives a billing statement from Xxxxx
Fargo for such fees, without setoff or counterclaim, to the extent that Xxxxx
Fargo is unsuccessful in any attempt to automatically debit such fees from a
Borrower Account.
14. COURT ORDER. If Xxxxx Fargo is served with a court order which
affects the Lender Account, Xxxxx Fargo will act in accordance with such court
order. Subject to the provisions of Section 16, Xxxxx Fargo shall not, in
response to the adverse claim of Borrowers or any third party, have the right to
place a hold, nor will it place a hold, on funds in, or in the process of being
deposited to, the Lender Account, and Xxxxx Fargo will process the Account Funds
in strict accordance with the terms and conditions of this Agreement, unless and
until Xxxxx Fargo receives a court order to the contrary, whether issued by a
U.S. Bankruptcy Court or any other court of competent jurisdiction. Lender
represents, warrants, and agrees that upon filing of voluntary or involuntary
proceedings under the U.S. Bankruptcy Code involving Borrowers, Lender shall at
all times comply with applicable bankruptcy statutes, rules, and other laws as
they may relate to the Account Funds.
15. OWNERSHIP OF SPECIFICATIONS, RECORDS, SYSTEMS AND PROGRAMS.
Borrowers and Lender agree that any specifications, records, systems and
programs, including, among other things, computer software programs, which are
utilized or developed by Xxxxx Fargo in connection with the Service or this
Agreement are and will remain the sole property of Xxxxx Fargo.
16. CLAIMS, LEGAL PROCESS AND NOTICES. If Xxxxx Fargo receives any
claim, notice, legal process or court order relating to the Account Funds or the
Lender Account, Xxxxx Fargo will notify Lender and Borrowers of such receipt,
unless Xxxxx Fargo knows that Lender, with respect to so notifying Lender, or
Borrowers, with respect to so notifying Borrowers, is already aware of such
claim, notice, legal process or court order. Xxxxx Fargo will notify Lender of
such process, claim or notice prior to its compliance. Lender and Borrowers
understand and agree that Xxxxx Fargo will comply with any such legal process,
legal notice or court order it receives (including, without limitation, any
summons, subpoena, levy, garnishment, or withholding order) if Xxxxx Fargo
determines in its sole discretion that such legal process, legal notice or court
order is legally binding on it. If any claim or notice received by Xxxxx Fargo
is not legally binding on it, as determined in its sole discretion, Xxxxx Fargo
agrees to follow any instructions of Lender to comply or not comply with such
claim or notice if (a) such instructions are given promptly after Lender is
notified of such claim or notice and (b) such instructions do not require Xxxxx
Fargo to violate any applicable law, regulation or court order. Each Borrower
hereby irrevocably agrees that Xxxxx Fargo is to follow any such instructions of
Lender with respect to any such non-binding claim or notice even if such claim
or notice is from Borrowers. If Xxxxx Fargo does not receive prompt instructions
from Lender regarding compliance or non-compliance with any such non-binding
claim or notice, Lender and Borrowers agree that Xxxxx Fargo may determine in
its sole discretion to comply or not to comply with such claim or notice, except
that Xxxxx Fargo will not comply with any such claim or notice from Borrowers
conflicting with the terms of this Agreement.
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17. INDEMNIFICATION FOR FOLLOWING INSTRUCTIONS. Lender and Borrowers
each agree that, notwithstanding any other provision of this Agreement, Xxxxx
Fargo will not be liable to Lender or Borrowers for any losses, liabilities,
damages, claims (including, but not limited to, third party claims), demands,
obligations, actions, suits, judgments, penalties, costs or expenses, including,
but not limited to, attorneys' fees, (collectively, "Losses and Liabilities")
suffered or incurred by Lender or Borrowers as a result of, or in connection
with, (a) Xxxxx Fargo following any instruction of Lender to comply or not
comply with any non-binding claim or notice referred to in Section 16 of this
Agreement, (b) if no such instruction from Lender is promptly received, Xxxxx
Fargo complying or not complying, as determined in its sole discretion, with any
such non-binding claim or notice, (c) Xxxxx Fargo following any other
instruction or request of Lender, or (d) Xxxxx Fargo complying with its
obligations under this Agreement. Further, Borrowers, and to the extent not paid
by Borrowers within fifteen (15) calendar days after demand, Lender, will
indemnify Xxxxx Fargo against any Losses and Liabilities Xxxxx Fargo suffers or
incurs as a result of, or in connection with, any of the circumstances referred
to in subsections (a) through (d) in the preceding sentence.
18. NO REPRESENTATIONS OR WARRANTIES OF XXXXX FARGO. Xxxxx Fargo will
perform its obligations under this Agreement in a manner consistent with the
quality provided when Xxxxx Fargo performs similar services for its own account.
However, Xxxxx Fargo cannot be responsible for the errors, acts or omissions of
others, such as communications carriers, correspondents or clearinghouses
through which Xxxxx Fargo may perform its obligations under this Agreement or
receive or transmit information in performing its obligations under this
Agreement. Further, Xxxxx Fargo cannot be responsible for any loss, liability or
delay caused by wars, failures in communications networks, labor disputes, work
stoppages, legal constraints, fires, power surges or failures, earthquakes,
civil disturbances, acts or omissions of the U.S. Postal Service, or other
events beyond its control. XXXXX FARGO MAKES NO EXPRESS OR IMPLIED
REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE COLLECTION ACCOUNT SERVICE OR
ANY OTHER SERVICE IT IS TO PERFORM UNDER THIS AGREEMENT OTHER THAN THOSE
EXPRESSLY SPECIFIED IN THIS AGREEMENT.
19. LIMITATION OF LIABILITY. If any party to this Agreement suffers or
incurs any Losses and Liabilities as a result of, or in connection with, its or
any other party's performance or failure to perform its obligations under this
Agreement, the affected parties will negotiate in good faith in an effort to
reach a mutually satisfactory allocation of such Losses and Liabilities, it
being understood that Xxxxx Fargo will not be responsible for any Losses and
Liabilities due to any cause other than its own negligence or breach of this
Agreement, in which case if such negligence or breach results from any action or
failure to act by Xxxxx Fargo, the liability of Xxxxx Fargo shall be limited to
direct money damages in an amount not to exceed ten (10) times all the Xxxxx
Fargo Fees charged or incurred during the calendar month immediately preceding
the calendar month in which such Losses and Liabilities occurred (or, if no
Xxxxx Fargo Fees were charged or incurred in the preceding month, the Xxxxx
Fargo Fees charged or incurred in the month in which the Losses and Liabilities
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occurred). Borrowers, and to the extent not paid by Borrowers within fifteen
(15) calendar days after demand Lender within thirty (30) calendar days after
demand, will indemnify Xxxxx Fargo against any Losses and Liabilities suffered
or incurred by Xxxxx Fargo as a result of third party claims to the extent such
Losses and Liabilities exceed the liability limitations specified in the
preceding sentence. The limitation of Xxxxx Fargo's liability and Borrowers' and
Lender's indemnification of Xxxxx Fargo set forth above shall not be applicable
to the extent any Losses and Liabilities of any party to this Agreement are
directly caused by Xxxxx Fargo's gross negligence or willful misconduct. IN NO
EVENT XXXX XXXXX FARGO OR LENDER BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL,
INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES, WHETHER ANY CLAIM IS BASED ON CONTRACT
OR TORT, WHETHER THE LIKELIHOOD OF SUCH DAMAGES WAS KNOWN TO XXXXX FARGO OR
LENDER, AND REGARDLESS OF THE FORM OF THE CLAIM OR ACTION, INCLUDING, BUT NOT
LIMITED TO, ANY CLAIM OR ACTION ALLEGING GROSS NEGLIGENCE, WILLFUL MISCONDUCT,
FAILURE TO EXERCISE REASONABLE CARE OR FAILURE TO ACT IN GOOD FAITH. Any action
against Xxxxx Fargo by Borrowers or Lender under or related to this Agreement or
the Collection Account Service must be brought within twelve (12) months after
the cause of action accrues.
20. AMENDMENTS, SUCCESSORS AND ASSIGNS. With the exception of price
changes, which require written notice to Borrowers and Lender, and changes to
the funds transfer instructions in Section 8 of this Agreement, which require
the written approval of only Lender, this Agreement may not be modified or any
provision thereof waived, except in a writing signed by all the parties to this
Agreement. This Agreement shall be binding on the parties and their successors
or assigns.
21. TERMINATION. This Agreement, the Collection Account Service and the
other services to be provided under this Agreement may be terminated by Lender
or Xxxxx Fargo at any time by any of them giving thirty (30) calendar days prior
written notice of such termination to the other parties to this Agreement at
their contact addresses specified at the end of this Agreement; provided,
however, that this Agreement, the Collection Account Service and the other
services to be provided under this Agreement may be terminated immediately (a)
upon written notice from Xxxxx Fargo to Borrowers and Lender should Lender fail
to make any payment when due to Xxxxx Fargo under the terms of this Agreement,
or (b) upon written confirmation by Xxxxx Fargo to Lender of receipt by Xxxxx
Fargo of written notice from Lender requesting immediate termination of this
Agreement. Borrowers and Lender agree that the Lender Account may be closed as
provided in the Account Documentation. The rights of Xxxxx Fargo and the
obligations of Lender under Sections 5, 14, 16, 17, 18, 19 and 21 of this
Agreement will survive the termination of this Agreement and/or the closure of
the Lender Account, and any liability of any party to this Agreement, as
determined under the provisions of this Agreement, with respect to acts or
omissions of such party prior to such termination or closure will also survive
such termination or closure. Upon any such termination or closure, all ledger
balances in the Lender Account on the date of the closure of the Lender Account
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will be transferred to Lender as requested by Lender in writing to Xxxxx Fargo.
Notice of termination shall be transmitted by Certified Mail, Return Receipt
Requested, courier, or by personal delivery to the notice address designated at
the end of this Agreement. No such termination shall impair the rights of any
party with respect to items processed prior to the effective date of
termination. Borrowers may not terminate this Agreement without prior written
consent of Lender.
22. NOTICES. All notices from one party to another shall be in writing,
or be made by a telecommunications device capable of creating a written record,
shall be delivered to Borrowers, Lender and/or Xxxxx Fargo at their addresses
for all notices specified at the end of this Agreement, or any other address of
any party notified to the other parties in writing, and shall be effective upon
receipt. Any notice sent by one party to this Agreement to another party shall
also be sent to the other parties to this Agreement. Xxxxx Fargo is authorized
by Borrowers and Lender to act on any instructions and notices received by Xxxxx
Fargo if (a) such instructions or notices purport to be made in the name of
Lender, (b) Xxxxx Fargo reasonably believes that they are so made, and (c) they
do not conflict with the terms of this Agreement unless such conflicting
instructions or notices are supported by a court order.
23. USURY. It is never the intention of Xxxxx Fargo to violate any
applicable usury or interest rate laws. Xxxxx Fargo does not agree to, or intend
to contract for, charge, collect, take, reserve or receive (collectively,
"charge or collect") any amount in the nature of interest or in the nature of a
fee, penalty or other charge which would in any way or event cause Xxxxx Fargo
to charge or collect more than the maximum Xxxxx Fargo would be permitted to
charge or collect by any applicable federal or state law. Any such excess
interest or unauthorized fee shall, notwithstanding anything stated to the
contrary in this Agreement, be applied first to reduce the amount owed, if any,
and then any excess amounts will be refunded.
24. SUCCESSORS AND ASSIGNS. Neither a Borrower nor Lender may assign or
transfer its rights or obligations under this Agreement to any person or entity
without the prior written consent of Xxxxx Fargo, which consent will not be
unreasonably withheld. Xxxxx Fargo may not assign its rights or obligations
under this Agreement to any person or entity without the prior written consent
of Lender, which consent will not be unreasonably withheld; provided, however,
that no such consent will be required if, in the case of Xxxxx Fargo, the
assignee is a bank affiliate of Xxxxx Fargo.
25. GOVERNING LAW. Borrowers and Lender understand that Xxxxx Fargo's
provision of the Collection Account Service and the other services it is to
provide under this Agreement are subject to federal laws and regulations. To the
extent that such federal laws and regulations are not applicable, this Agreement
shall be governed by and be construed in accordance with the laws of the State
of California.
26. SEVERABILITY. To the extent that this Agreement, the Collection
Account Service or the other services to be provided under this Agreement are
inconsistent with, or prohibited or unenforceable under, any applicable law or
regulation, they will be deemed ineffective only to the extent of such
prohibition or unenforceability and be deemed modified and applied in a manner
consistent with such law or regulation. Any provision of this Agreement which is
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deemed unenforceable or invalid in any jurisdiction shall not effect the
enforceability or validity of the remaining provisions of this Agreement or the
same provision in any other jurisdiction.
27. ENTIRE AGREEMENT. This Agreement, together with the Account
Documentation, contains the entire and only agreement among any or all of the
parties to this Agreement with respect to (a) the services to be provided by
Xxxxx Fargo under this Agreement, (b) the interest of Lender and Borrowers in
the Account Funds and the Lender Account, and (c) the obligations of Xxxxx Fargo
to Lender and Borrowers in connection with the Account Funds and the Lender
Account, except that Lender and Borrowers may have one or more agreements
between themselves concerning such subject matter, which shall not be binding
on, or affect Xxxxx Fargo in any way, and with which Xxxxx Fargo need not be
concerned.
This Agreement has been signed by the duly authorized officers or
representatives of each of the parties to this Agreement on the date specified
below.
DATE: March 20, 2002
Lender Account: Account No. 4166577288, ABA No. 000000000
Borrowers Accounts: Account No. 4311266522 ABA No. 000000000
Account No. 4166577288 ABA No. 000000000
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THE LEATHER FACTORY, INC., a XXXXX FARGO BANK TEXAS, NATIONAL
Delaware corporation; XXXXXXX, ASSOCIATION
XXXXXXX & COMPANY, INC., a New
York corporation; THE LEATHER By:
FACTORY, INC., a Nevada -----------------------------
corporation; THE LEATHER FACTORY Name:
OF NEVADA INVESTMENTS INC., a ---------------------------
Nevada corporation; TANDY Title:
LEATHER COMPANY, INC., a Nevada --------------------------
corporation; TANDY LEATHER
COMPANY INVESTMENTS, INC., a Address for all Notices:
Nevada corporation; HI-LINE -----------------------
LEATHER & MANUFACTURING COMPANY,
a California corporation; and --------------------------------
THE LEATHER FACTORY, INC., an
Arizona corporation --------------------------------
--------------------------------
Attention:
----------------------
Facsimile:
----------------------
Telephone:
----------------------
By /s/ Xxxx Xxxxxxxx
------------------
Xxxx Xxxxxxxx
Its Chief Executive Officer XXXXX FARGO BANK MINNESOTA,
NATIONAL ASSOCIATION
By /s/ Xxxxxx X. Xxxxxx
---------------------
Xxxxxx X. Xxxxxx
Its Senior Vice President
Address for all Notices:
------------------------
THE LEATHER FACTORY, L.P., a
Texas limited partnership
Xxxxx Fargo Bank Minnesota,
By THE LEATHER FACTORY, INC., a National Association
Nevada corporation c/o Wells Fargo Business Credit,
Its General Partner Inc.
0000 Xxxxxxx Xxxx Xxxx.,
Xxxxx 000
Xxxxx, Xxxxx 00000
Attention: Xxxxxx X. Xxxxxxx
By /s/ Xxxx Xxxxxxxx Facsimile: (000) 000-0000
------------------ Telephone: (000) 000-0000
Xxxx Xxxxxxxx
Its Chief Executive Officer
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Address for Advice of Deposits
-------------------------------
Address for all Notices: and Statements:
----------------------- ----------------
The Leather Factory, Inc. Xxxxx Fargo Bank Minnesota,
0000 X. Xxxx 000 Xxxxx National Association
X.X. Xxx 00000 x/x Xxxxx Xxxxx Business Credit,
Ft. Xxxxx, Xxxxx 00000 Inc.
Attention: Xxxx Xxxxxxxx 0000 Xxxxxxx Xxxx Xxxx.,
Xxxxxxxxx: (000) 000-0000 Xxxxx 000Xxxxx, Xxxxx 00000
Telephone: (000) 000-0000 Attention: Xxxxxx X. Xxxxxxx
Facsimile: (000) 000-0000
Telephone: (000) 000-0000
Address for Advice of Deposits and
----------------------------------
Statements:
-----------
The Leather Factory, Inc.
0000 X. Xxxx 000 Xxxxx
P.O. Box 50429
Ft. Xxxxx, Xxxxx 00000
Attention: Xxxxxxx Xxxxxx
Facsimile: (000) 000-0000
Telephone: (000) 000-0000
