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EXHIBIT 10.30
WAIVER AGREEMENT AND TEMPORARY AMENDMENT
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This Waiver Agreement and Temporary Amendment ("Waiver"), dated as of
January 31, 1997, is entered into with reference to the Credit Agreement dated
as of December 14, 1993 between CENTRAL CONSUMER FINANCE COMPANY, a Delaware
corporation ("Borrower"), and XXXXX FARGO BANK, NATIONAL ASSOCIATION (the
"Bank") (as amended from time to time, the "Credit Agreement"). The Credit
Agreement referred to above has been amended by a series of amendments, the
most recent of which was the Ninth Amendment to Credit Agreement, dated as of
October 10, 1996. Terms defined in the Credit Agreement are used herein with
the same meaning.
RECITALS
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A. Pursuant to Section 4.9(d) of the Credit Agreement, Borrower is
obligated to maintain a ratio of Bad Debt Expense to Net Contracts which does
not exceed .05 to 1.0.
B. Based on Borrower's September 30, 1996 financial statements,
Borrower's ratio of Bad Debt Expense to net Contracts was .0507 to 1.0 and,
therefore, in excess of that permitted. Borrower also anticipates that its
ratio of Bad Debt Expense to Net Contracts will exceed the permitted ratio
specified in Section 4.9(d) for the fiscal period ending December 31, 1996.
C. Pursuant to Section 5.2 of the Credit Agreement, Borrower is
not permitted to make any additional investments in fixed assets in any fiscal
year in excess of an aggregate of $100,000. As reflected in Borrower's
September 30, 1996 financial statements, Borrower's investments in fixed assets
during the portion of Borrower's 1996 fiscal year ending as of such date was
$333,056 and, therefore, in excess of that permitted.
D. Borrower has requested that the Bank temporarily modify the
Borrowing Base set forth in Section 1.1(a) of the Credit Agreement to provide
for a 75% advance rate against Borrower's Eligible Loan Contracts Receivables,
Borrower's Eligible Auto Contracts Receivables and Borrower's Eligible Travel
Contracts Receivables.
NOW, THEREFORE, for valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Borrower and the Bank hereby agree as follows:
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AGREEMENT
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1. Representation and Warranty. Borrower represents and warrants
to the Bank that, other than the defaults regarding the foregoing described
ratio of Bad Debt Expense to Net Contracts and expenditures for fixed assets,
no Event of Default has occurred and remains continuing under the Credit
Agreement.
2. Waiver. In reliance upon the foregoing, the Bank hereby waives
the Bad Debt Expense to Net Contracts ratio covenant contained in Section
4.9(d) of the Credit Agreement for the fiscal quarters ended September 30, 1996
and December 31, 1996 only. The Bank also waives the limitation on additional
investments in fixed assets for the 1996 fiscal year, provided, however, that
the aggregate amount of such investments for such fiscal year does not exceed
$500,000 as of December 31, 1996. The Bank shall be entitled to require full
compliance with Sections 4.9(d) and 5.2 of the Credit Agreement with respect to
each other fiscal period of Borrower.
3. Temporary Amendment. Section 1.1(a) is hereby amended by
deleting each reference therein to "seventy percent (70%)" and substituting for
said percentage "seventy-five percent (75%)". The foregoing amendment shall be
of no further force and effect as of April 1, 1997.
4. Conditions Precedent. The effectiveness of this Waiver shall be
conditioned upon the receipt by the Bank of a counterpart of this Waiver
executed by Borrower and delivered to the Bank on or before February 28, 1997.
5. Confirmation. In all other respects, the terms of the Credit
Agreement and the other Loan Documents are hereby ratified and confirmed and
shall remain in full force and effect, without waiver or modification.
IN WITNESS WHEREOF, Borrower and the Bank have caused this
Waiver to be executed as of the date first written above by their duly
authorized representatives.
CENTRAL CONSUMER XXXXX FARGO BANK,
FINANCE COMPANY NATIONAL ASSOCIATION
By: /s/ XXXX XXXXXX By: /s/ XXXXX XXXXXX
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Xxxxx Xxxxxx
Xxxx Xxxxxx Vice President
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[Printed Name and Title]
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