EXHIBIT 10.3
FOURTH AMENDMENT
TO
SECURED CREDIT AGREEMENT
THIS FOURTH AMENDMENT (this "Amendment") dated as of August 11, 1997
is entered into by and among Einstein/Noah Bagel Corp. (f/k/a Einstein Bros.
Bagels, Inc.), a Delaware corporation (the "Borrower"), the lenders who are
party to the Credit Agreement referred to below (the "Lenders") and Bank of
America National Trust and Savings Association (as successor by merger to Bank
of America Illinois), as Agent for the Lenders (herein, in such capacity, the
"Agent").
W I T N E S S E T H:
-------------------
WHEREAS, the Borrower, the Lenders and the Agent are parties to a
certain Secured Credit Agreement dated as of May 17, 1996 (as heretofore
amended, called the "Credit Agreement"; terms used but not otherwise defined
herein are used herein as defined in the Credit Agreement);
WHEREAS, the Borrower desires to amend the Credit Agreement to permit
the incurrence of additional unsecured debt; and
WHEREAS, subject to the terms and conditions set forth herein the
Agent and the Lenders are willing to amend the Credit Agreement to permit the
incurrence of additional unsecured debt;
NOW, THEREFORE, in consideration of the premises, and intending to be
legally bound hereby, the Borrower, the Agent and the Lenders hereby agree as
follows:
SECTION 1. AMENDMENT.
In reliance on the Borrower's warranties set forth in Section 2 below,
as of the date hereof Clause (13) of Section 6.2 of the Credit Agreement is
amended to read in its entirety as follows:
" (13) Unsecured Debt not of the type described in the foregoing
Clauses (1) through (12) in an aggregate principal amount not to exceed at
any one time $2,500,000."
SECTION 2. WARRANTIES.
To induce the Agent and the Lenders to enter into this Amendment, the
Borrower warrants to the Agent and the Lenders as of the date hereof that:
(a) The representations and warranties contained in the Credit
Agreement and Loan Documents are true and correct in all material respects
on and as of the date hereof (except to the extent such representations and
warranties expressly refer to an earlier date); and
(b) No Default or Event of Default has occurred and is continuing.
SECTION 3. GENERAL.
(a) As hereby modified, the Credit Agreement shall remain in full
force and effect and is hereby ratified, approved and confirmed in all
respects.
(b) This Amendment shall be binding upon and shall inure to the
benefit of the Borrower, the Lenders and the Agent and respective
successors and assigns of the Lenders and the Agent.
(c) This Amendment may be executed in any number of counterparts and
by the different parties on separate counterparts, and each such
counterpart shall be deemed to be an original, but all such counterparts
shall together constitute but one and the same Amendment.
* * * * *
-2-
Delivered at Chicago, Illinois, as of the date and year first above written.
EINSTEIN/NOAH BAGEL CORP.
By: /s/ Xxxx X. Xxxxxxx
--------------------------------
Title: Senior Vice President
--------------------------
BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as successor by merger to BANK OF
AMERICA ILLINOIS, as Agent
By: /s/ Xxxxx X. Xxxxxxxx
--------------------------------
Title: Vice President
--------------------------
BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as successor by merger to BANK OF
AMERICA ILLINOIS, as Lender
By: /s/ Xxxxxx Xxxxxxx
--------------------------------
Title: Managing Director
--------------------------
LASALLE NATIONAL BANK
By: /s/ Xxxxx Xxxxx
----------------------------------
Title: Group Senior Vice President
----------------------------
XXXXXX TRUST AND SAVINGS BANK
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Title: Vice President
--------------------------
The undersigned hereby acknowledge the foregoing amendments and reaffirm
their respective duties and obligations arising under the Loan Documents to
which each is a party.
XXXXXXXX BROTHERS, INC.
By: /s/ Xxxx X. Xxxxxxx
--------------------------------
Its: Vice President
-------------------------------
-3-
BALTIMORE BAGEL CO.
By: /s/ Xxxx X. Xxxxxxx
-----------------------
Its: Vice President
----------------------
NOAH'S NEW YORK BAGELS, INC.
By: /s/ Xxxx X. Xxxxxxx
-----------------------
Its: Vice President
----------------------
-4-
