[GMAC LETTERHEAD]
January 19, 2001
Xxxxxxx Xxxxx, Inc.
0000 Xxxxxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxxxxxx Xxxxx, Chairwoman of the Board
Xxxxxxx Xxxxx, Inc.
000 Xxxxxxxx Xxxx
Xxxxxxxx, XX 00000
Attention: Xxxxxx Xxxxxxxxx, Vice President of Finance
Ladies/Gentlemen:
Reference is made to the Second Restated and Amended Financing
Agreement between you and our predecessor-in-interest, BNY Financial
Corporation, dated as of October 10, 1997, as supplemented and/or amended (the
"Financing Agreement"). Initially capitalized terms not otherwise defined herein
shall have the meanings ascribed to them in the Financing Agreement.
This letter will confirm that the Financing Agreement is hereby amended
as follows:
1. Section 9.1.(d) of the Financing Agreement is hereby amended to add
the following additional covenants for the time periods set forth
below immediately after the existing covenants in said section:
"As of September 30, 2000 $15,000,000
As of December 31, 2000 $12,000,000
As of March 31, 2001 $12,000,000
As of June 30, 2001 $12,000,000"
2. Section 9.1(e) of the Financing Agreement is hereby amended by
adding the following covenants for the time periods set forth below
immediately after the existing covenants in said section:
"As of September 30, 2000 $19,000,000
As of December 31, 2000 $16,000,000
As of March 31, 2001 $16,000,000
As of June 30, 2001 $16,000,000"
3. Section 9.1(g) of the Financing Agreement is hereby amended by
adding the following covenants for the time periods set forth below
immediately after the existing covenants in said section:
"Fiscal quarter ended September 30, 2000 ($1,000,000)
Fiscal quarter ended December 31, 2000 ($4,600,000)
Fiscal quarter ended March 31, 2001 ($ 500,000)
Fiscal quarter ended June 30, 2001 ($1,000,000)
Fiscal quarter ended June 30, 2001 ($6,000,000)"
Except as heretofore and hereby amended, the Financing Agreement shall
remain in full force and effect in accordance with its terms.
If the foregoing accurately reflects your agreement with us, please so
indicate by signing below and returning a copy of this letter to our offices.
Very truly yours,
GMAC COMMERCIAL CREDIT LLC
By: /s/ Xxxx X. XxXxxxx
----------------------
Title: Vice President
READ AND AGREED:
XXXXXXX XXXXXX, INC.
By: /s/ Xxxxxx Xxxxxxxxx
----------------------------
Title: Vice President of Finance
GUARANTOR:
CHAUS RETAIL, INC.
By: /s/ Xxxxxx Xxxxxxxxx
----------------------------
Title: Vice President of Finance
