EXHIBIT 10.4
AMENDMENT TO CREDIT AGREEMENT
This Amendment dated as of October 7, 1997, is between Bank of
America National Trust and Savings Association (the "Bank") and Xxxx Stores,
Inc. (the "Borrower").
RECITALS
A. The Bank and the Borrower entered into a certain Letter of
Credit Agreement dated as of September 15, 1997 (the "L/C Agreement").
B. The Bank and the Borrower desire to amend the L/C Agreement.
AGREEMENT
1. DEFINITIONS. Capitalized terms used but not defined in this
Amendment shall have the meaning given to them in the L/C Agreement.
2. AMENDMENTS. Subparagraphs 2.6(d) and (e) of the L/C Agreement
are amended to read as follows:
(d) to pay the Bank a non-refundable fee (the "L/C Fee"), in
such percentage per annum as agreed between the Bank and the Borrower by
separate letter agreement dated as of October 7, 1997 (as it may be
amended from time to time). The fee shall be computed on a quarterly basis
in arrears on the first Business Day of the following calendar quarter,
and shall be calculated for each day during the quarter (commencing
September 15, 1997) by applying the percentage fee per annum in effect on
such day, divided by 360, multiplied by the aggregate undrawn amount of
all standby letters of credit and shipside bonds outstanding on such day.
(e) to pay the Bank a commitment fee (the "Commitment Fee"), in
such percentage per annum as agreed between the Bank and the Borrower by
separate letter agreement dated as of October 7, 1997 (as it may be
amended from time to time). The fee shall be computed on a quarterly basis
in arrears on the first Business Day of the following calendar quarter,
and shall be calculated for each day during the quarter (commencing
September 15, 1997) by applying the percentage fee per annum in effect on
such day, divided by 360, multiplied by the amount of the Commitment on
such day.
3. REPRESENTATIONS AND WARRANTIES. When the Borrower signs this
Amendment, the Borrower represents and warrants to the Bank that:
(a) There is no event which is, or with notice or lapse of time
or both would be, an event of default under the L/C Agreement;
(b) The representations and warranties in the L/C Agreement are
true and correct as of the date of this Amendment as if made on the date
of this Amendment;
(c) This Amendment is within the Borrower's powers, has been
duly authorized, and does not conflict with any of the Borrower's
organizational papers; and
(d) This Amendment does not conflict with any law, agreement,
or obligation by which the Borrower is bound.
4. EFFECT OF AMENDMENT. Except as provided in this Amendment, all
of the terms and conditions of the L/C Agreement shall remain in full force
and effect.
5. COUNTERPARTS. This Amendment may be executed in counterparts,
each of which when so executed shall be deemed an original, but all such
counterparts together shall constitute but one and the same instrument.
This Amendment is executed as of the date first stated above.
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
By /s/ Xxxxx X. Xxxxxxxxxxx
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Xxxxx X. Xxxxxxxxxxx
Vice President
XXXX STORES, INC.
By /s/ J. Call
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Title SVP/CFO
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