EXHIBIT 10.57
REAFFIRMATION OF COPYRIGHT SECURITY AGREEMENT
March 31, 2005
The CIT Group/Commercial Services, Inc.
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Ladies and Gentlemen:
X.X. Xxxxx Corporation, an Ohio Corporation (the "Company"), executed and
delivered to The CIT Group/Commercial Services, Inc. ("CIT") a Copyright
Security Agreement dated March 29, 2004 (the "Copyright Agreement"), pursuant to
which Company granted to CIT a security interest in its copyrights. The
Copyright Agreement was executed and delivered to CIT in order to secure the
obligations and liabilities of Company to CIT under that certain Factoring
Agreement dated as of March 29, 2004 between Company and CIT (the "Factoring
Agreement"). As of the date hereof, Company and CIT are parties to a Financing
Agreement (as the same may be amended, supplemented or otherwise modified and in
effect from time to time, the "Financing Agreement") under which CIT has
provided Company with certain financial accommodations, and as a condition to
the effectiveness of which, this Agreement must be executed.
The undersigned hereby:
(a) confirms that all of the representations and covenants are true and
correct in all material respects as of the date hereof and ratifies and confirms
that all of the terms and conditions contained in and liens and security
interests granted by the Copyright Agreement shall remain in full force;
(b) ratifies and confirms that the obligations secured by the Copyright
Agreement encompass all obligations and liabilities of Company to CIT under or
pursuant to the Financing Agreement, as well as the Factoring Agreement; and
(c) restates Schedule A to the Copyright Agreement, as attached hereto, to
indicate all currently effective copyrights of Company.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the undersigned have executed and delivered this
Reaffirmation of Copyright Security Agreement effective as of the date above set
forth.
Very truly yours,
X. X. XXXXX CORPORATION
By: /s/ Xxxxxx Xxx Xxxxxx
------------------------------------
Name: Xxxxxx Xxx Xxxxxx
Title: President and Chief Executive Officer
2
SCHEDULE A
Schedule A to Reaffirmation of Copyright Security Agreement dated as of
March 31, 2005 by and between X.X. XXXXX CORPORATION and THE CIT
GROUP/COMMERCIAL SERVICES, INC.
DATE OF
COPYRIGHT REG. # TYPE REGISTRATION
----------------------------------- ---------- ---------- ------------
STUFFED TOY ANIMALS
Xxxxxxx Snuggle Bunny VA343,211 SCULPTURAL 5/12/89
Peabody Snuggle Panda VA343,212 SCULPTURAL 5/12/89
Mortimer Snuggle Mouse VA343,213 SCULPTURAL 5/12/89
Slipper Pets - Cat VA433,355 SCULPTURAL 11/13/90
Slipper Pets - Bear VA437,755 SCULPTURAL 11/13/90
CRITTERS SLIPPER SOCK
Bunny VA435-514 SCULPTURAL 11/9/90
Mouse VA435,947 SCULPTURAL 11/13/90
EMBROIDERIES
Roses in Bloom, Pattern #389 VA461,031 SCULPTURAL 0/0/00
Xxxxxx Xxxxxxxx Xxxxx, Xxxxxxx #000 VA462,080 SCULPTURAL 0/0/00
Xxxx Xxxxxxxxxx, Xxxxxxx #0000 VA462,090 SCULPTURAL 6/3/91
Double Floral, Pattern #5384 VA462,091 SCULPTURAL 6/3/91
0 Xxxxx Xxxxxxx, Xxxxxxx #000 VA474,815 SCULPTURAL 6/5/91
SLIPPER DESIGNS
Xxxx Xxxxx - (ZIZI) VAu551-004 5/21/02
Ladybug (Xxxx Xxxx - ZIZI) VAu556-709 5/21/02
[COPYRIGHT TABLE SUBJECT TO REVISION]
3
