EXHIBIT 10.3
XXXX PERFUMES CORP.
C/O RENAISSANCE COSMETICS, INC.
000 XXXXXXX XXXXXX
XXX XXXX, XXX XXXX 00000
July 25, 1997
General Electric Capital Corporation
for itself, as Lender, and as Agent
000 Xxxx Xxxxx Xxxx
Xxxxxxxx, Xxxxxxxxxxx 00000-0000
National City Commercial Finance, Inc.
0000 X. 0xx Xxxxxx, Xxxxx 000
Xxxxxxxxx, Xxxx 00000
PNC Bank N.A.
0000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000
Re: AMENDMENT TO JUNE 1997 LETTER AGREEMENT
Ladies and Gentlemen:
Reference is hereby made to (1) that certain Credit Agreement, dated
as of March 12, 1997 (as from time to time amended, restated, supplemented or
otherwise modified, the "Credit Agreement"), by and among Xxxx Perfumes Corp.
("Borrower"), the other Credit Parties signatory thereto (the "Other Credit
Parties"), General Electric Capital Corporation ("GECC"), as Lender, and as
Agent for Lenders (in such capacity "Agent"), and the other Lenders signatory
thereto from time to time (along with GECC, in its capacity as a Lender,
collectively, "Lenders"), (2) that certain Waiver and Amendment, dated as of
June 27, 1997, by and among Borrower, the Other Credit Parties, Agent and
Lenders ("Amendment No. 1") and (3) that certain Letter Agreement, dated as of
June 27, 1997, by and among Borrower (for and on behalf of itself and the Other
Credit Paries), Agent and Lenders (the "June 1997 Letter Agreement").
Capitalized terms used herein and not otherwise defined have the
meanings assigned to them in the Credit Agreement.
Borrower, for and on behalf of itself and the Other Credit Parties,
Agent and Lenders hereby agree that (1) the third paragraph of the June 1997
Letter Agreement is hereby amended by deleting the date "July 31, 1997", and
substituting therefor "August 22, 1997" and (2) Schedule A to the June 1997
Letter Agreement is amended by (a) deleting "and" at the end of Item 1.e., (b)
deleting "." at the end of Item 1.f. and substituting therefor ";", (c) adding,
after Item 1.f., "g. the merger of St. Xxxxxx Holdings, Inc. (an inactive
Subsidiary), with and into MEM; and" and (d) adding, after new Item 1.g., "h.
the use by Borrower of the name "Classic Edition Fragrances" as a d/b/a in
the State of Illinois."
This letter agreement shall be effective on and as of July 31, 1997.
Please acknowledge your agreement with the foregoing by signing and
returning the enclosed copy of this letter.
Very truly yours,
XXXX PERFUMES CORP. (for and on behalf of
itself and the OTHER CREDIT PARTIES)
By: /S/
-------------------------------------
Name: Xxxx X. Xxxxxxx
Title: Group Vice President
Acknowledged, Agreed to and Accepted by:
GENERAL ELECTRIC CAPITAL CORPORATION
By: /S/
-------------------------------------
Name: Xxxxx Xxxxxxxxxxx
Title: Duly Authorized Signatory
NATIONAL CITY COMMERCIAL FINANCE, INC.
By: /S/
-------------------------------------
Name: Xxxxxxxxx X. Xxxxx
Title: Vice President
PNC BANK N.A.
By: /S/
-------------------------------------
Name: Xxxxx Xxxxxxxx
Title: Vice President
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