Exhibit 10(a)
AMENDING AGREEMENT
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THIS AGREEMENT, dated as of September 11, 1996, is made by and between
INTERTAN CANADA LTD., a corporation existing under the laws of the Province of
Alberta ("ICL"), INTERTAN U.K. LIMITED, a limited liability company existing
under the laws of England ("IUK"), INTERTAN INC., a corporation existing under
the laws of Delaware ("InterTAN"), CANADIAN IMPERIAL BANK OF COMMERCE, a
Canadian chartered bank ("CIBC"), as Agent and the Lenders from time to time
listed on the signature pages hereof.
WHEREAS the parties hereto entered into a credit agreement dated as of May
6, 1994 whereby the Lenders established certain credits in favour of the
Borrowers which agreement was amended by Amending Agreement dated as of April
25, 1995, Amending Agreement dated as of March 1, 1996 and Amending Agreement
dated as of June 25, 1996 (together referred to as the "Credit Agreement");
AND WHEREAS the parties wish to further amend the Credit Agreement;
NOW THEREFORE, in consideration of the mutual covenants herein contained
and other good and valuable consideration, the parties hereto agree as follows:
1. INTERPRETATION. In this Agreement, defined terms shall have the meaning
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given in the Credit Agreement.
2. AMENDMENTS.
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(a) Section 11. 1 (m)(iii) is amended so that Section 11. 1 (m) will
read in its entirety as follows:
(m) Cash Interest Coverage Ratio.
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InterTAN will have a Cash Interest Coverage Ratio calculated at the
end of each period set out below of not less than (i) 1:25:1 for each
of the nine month period ending March 31, 1994, the twelve month
period ending June 30, 1994 and the twelve month period ending
September 30, 1994, (ii) 1:50:1 for the twelve month period ending
December 31, 1994, and (iii) 1:05:1 for the twelve month period
ending March 31, 1996, 1:25:1 for the twelve month period ending June
30, 1996 and 1:50:1 for each twelve month period ending each March
31, June 30, September 30 and December 31 thereafter; provided that
the Cash Interest Coverage Ratio for the twelve month period ending
September 30, 1996 will be not less than .90: 1.
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3. CONTINUING EFFECT. Each of the parties hereto acknowledges and agrees that
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the Credit Agreement as amended by this Agreement shall be and continue in full
force and effect.
4. AMENDMENT FEE. The Borrowers shall pay to the Agent upon the execution and
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delivery of this Agreement, a fee for the amendment of the Credit Agreement
equal to one-twentieth of one percent of the amount of the Credits, to be
disbursed to the Lenders according to their Pro Rata Shares.
5. COUNTERPARTS. This Agreement may be executed in counterparts, each of
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which will be deemed to be an original and which together will constitute one
and the same agreement.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as
of the date and year first above written.
CANADIAN IMPERIAL BANK OF
COMMERCE, as Agent
By: /s/ Xxxx Xxxxxxx
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Authorized Officer: Managing Director
CANADIAN IMPERIAL BANK OF
COMMERCE, as Lender
By: /s/ H. D. Chataway
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Authorized Officer:
THE FIRST NATIONAL BANK OF BOSTON,
as U.K. Administrative Agent and as a
Lender
By: /s/ Xxxxx Xxxxxxxx
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Authorized Officer: Director
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LLOYDS BANK PLC
By: /s/ X. X. Xxxxxxx
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Authorized Officer: Manager Corporate
Banking
CREDIT LYONNAIS CANADA
By: /s/ X. X. Xxxxx
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Authorized Officer: Ass. Vice President
INTERTAN CANADA LTD.
By: /s/ Xxxxx X. Xxxxxxxxx
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Name: Xxxxx X. Xxxxxxxxx
Title: Vice President
INTERTAN INC.
By: /s/ Xxxxx X. Xxxxxxx
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Name: Xxxxx X. Xxxxxxx
Title: President and CEO
INTERTAN U.K. LIMITED
By: /s/ Xxxxx X. Xxxxxxx
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Name: Xxxxx X. Xxxxxxx
Title: Director
