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Exhibit 4.7
WAIVER TO CREDIT AGREEMENT
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WAIVER TO CREDIT AGREEMENT (this "Waiver") dated as of December 16,
1997, among FLORSHEIM GROUP INC., a Delaware corporation (the "Borrower"), the
lending institutions from time to time party to the Credit Agreement referred
to below (the "Banks"), and BANKERS TRUST COMPANY, as Agent (the "Agent"). All
capitalized terms used herein and not otherwise defined shall have the
respective meanings provided such terms in the Credit Agreement referred to
below.
WITNESSETH:
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WHEREAS, the Borrower, the Banks and the Agent are parties to a Credit
Agreement, dated as of May 9, 1997 (as amended, modified or supplemented to the
date hereof, the "Credit Agreement"); and
WHEREAS, the Borrower has requested, and the Banks hereby agree, for
the Banks to waive certain provisions of the Credit Agreement as herein
provided;
NOW, THEREFORE, it is agreed:
1. For the period from and after the date hereof through the last day
of the fiscal quarter of the Borrower ended closest to March 31, 1998, the Banks
hereby waive any requirement that the Borrower comply with the financial
covenants set forth in Sections 9.08 through 9.10, inclusive, of the Credit
Agreement. It is hereby understood and agreed that the Borrower shall be in
compliance with such Sections on and after the last day of the fiscal quarter
of the Borrower ended closest to March 31, 1998.
2. In order to induce the undersigned Banks to enter into this
Waiver, the Borrower hereby represents and warrants that (x) no Default or Event
of Default exists on the Waiver Effective Date after giving effect to this
Waiver and (y) all of the representations and warranties contained in the
Credit Agreement shall be true and correct in all material respects as of the
Waiver Effective Date after giving effect to this Waiver, with the same effect
as though such representations and warranties had been made on and as of the
Waiver Effective Date (it being understood that any representation or warranty
made as of a specified date shall be required to be true and correct in all
material respects only as of such specific date).
3. This Waiver if limited as specified and shall not constitute a
modification, acceptance or waiver of any other provision of the Credit
Agreement or any other Credit Document.
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4. This Waiver may be executed in any number of counterparts and by
the different parties hereto on separate counterparts, each of which
counterparts when executed and delivered shall be an original, but all of which
shall together constitute one and the same instrument. A complete set of
counterparts shall be lodged with the Borrower and the Agent.
5. THIS WAIVER AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES
HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND BE GOVERNED BY THE LAWS OF
THE STATE OF NEW YORK.
6 This Waiver shall become effective on the date (the "Waiver
Effective Date") when (x) the Borrower and the Required Banks (i) shall have
signed a counterpart hereof (whether the same or difference counterparts) and
(ii) shall have delivered (including by way of telecopier) the same to the
Agent at the Notice Office.
7. From and after the Waiver Effective Date all references in the
Credit Agreement and the other Credit Documents to the Credit Agreement shall
be deemed to be references to the Credit Agreement as modified hereby.
IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart
of this Waiver to be duly executed and delivered as of the date first above
written.
FLORSHEIM GROUP INC.
By: Xxxxxxx X. Xxxxxx
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Title: Vice President, Chief Financial Officer
BANKERS TRUST COMPANY
Individually, and as Agent
By: Xxxxxxx XxXxxxxx
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Title: Vice President
BANK OF AMERICA ILLINOIS
By:
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Title:
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CREDIT AGRICOLE INDOSUEZ
By: Xxxx Xxxxxx
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Title: Senior Vice President
CREDIT LYONNAIS CHICAGO BRANCH
By:
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Title:
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XXXXXX TRUST AND SAVINGS BANK
By: Xxxxx X. Xxxx
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Title: Vice President
XXXXXX FINANCIAL, INC.
By: Xxxxx X. Xxxxxx
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Title: Vice President
LASALLE NATIONAL BANK
By: Xxxxxx X. Xxxxx
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Title: Vice President
SOCIETE GENERALE, CHICAGO BRANCH
By:
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Title:
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THE SUMITOMO BANK, LIMITED
By:
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Title:
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TRANSAMERICA BUSINESS CREDIT
CORPORATION
By: Xxxxx Xxxxxxxx
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Title: Senior Vice President
