EXHIBIT 10.2
December 28, 1999
UNITED RETAIL GROUP, INC.
UNITED RETAIL INCORPORATED
000 Xxxx Xxxxxxx Xxxxxx
Xxxxxxxx Xxxx, XX 00000
We refer to the Financing Agreement by and among United Retail Group, Inc.
("URGI"), United Retail Incorporated ("URI" and together with URGI the
"Companies"), the CIT Group/Business Credit, Inc., as Agent and Lender,
FirsTrust Bank, as lender and other parties hereafter becoming Lenders
thereunder, dated August 15, 1997, as amended (herein the "Agreement").
Capitalized terms used and not otherwise defined herein shall have the
meanings specified therein unless otherwise specifically defined herein.
This letter is to confirm that pursuant to mutual consent and
understanding, effective as of the date hereof, the Agreement shall be
amended as follows:
1. The following definition shall be, and hereby is, included in Section 1
of the Agreement:
"PERMITTED INVESTMENTS shall mean any of the following investments:
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a. marketable direct obligations issued by, or unconditionally
guaranteed by, or insured by the United States of America or issued
by any agency thereof and backed by the full faith and credit of the
United States, in each case maturing within three years from the date
of acquisition thereof;
b. marketable direct obligations issued by any state of the
United States of America or any political subdivision of any such
state or any public instrumentality thereof maturing within one year
from the date of acquisition thereof and, at the time of acquisition,
having a rating of at least A-1 or the equivalent thereof from either
Standard & Poors Ratings Group or P-1 or the equivalent thereof from
Xxxxx'x Investors Services, Inc.;
c. commercial paper maturing no more than nine months from the
date of acquisition thereof and, at the time of acquisition, having a
rating of at least A-1 or the equivalent thereof from Standard &
Poor's Ratings Group or at least P-1 or the equivalent thereof from
Xxxxx'x Investors Service, Inc.;
d. corporate notes maturing no more than nine months from the
date of acquisition thereof and, at the time of acquisition, having a
rating of at least A or the equivalent thereof from Standard & Poors
Rating Group or at least A-2 or the equivalent thereof from Xxxxx'x
Investors Service, Inc.;
e. certificates of deposit (including those denominated in
Euro Dollars), time deposits or acceptances maturing within ninety
days from the date of acquisition thereof issued by any commercial
bank organized under the laws of the United States of America or any
state thereof or the District of Columbia or any United States branch
of a foreign bank having at the calendar year-end immediately
preceding the date of acquisition thereof combined capital and
surplus of not less than $500,000,000 which has or, the holding
company of which has at the date of acquisition thereof, a commercial
paper rating meeting the requirement specified in clause (c) above;
f. repurchase obligations with a term of not more than ninety
days for underlying securities of the types described in clause (a)
above entered into with any bank meeting the qualifications specified in
clause (e) above;
g. preferred stock issued by corporations which provides for 30
days redemption rights to the holder and which, at the time of
acquisition, has a rating of at least A or the equivalent thereof
from Standard & Poors Rating Group or at least A-2 or the equivalent
thereof from Xxxxx'x Investor Service, Inc.; and
h. investments in mutual funds having assets in excess of
$500,000,000 at the calendar year-end immediately preceding the date
of acquisition thereof (and which provide for 30 day redemption
rights) which invest substantially all of their assets in securities
of the types described in clauses (a) through (g) above.
2. The following shall be, and hereby is, included at the end of Paragraph
8 H, Section 6 of the Agreement:
"and (iii) Permitted Investments;"
Except as herein specifically provided, the Agreement remains in full force
and effect in accordance with its terms and no other changes in the terms
or provisions of the Agreement is intended or implied. If you are in
agreement with the foregoing, please so indicate by signing and returning
to us the enclosed copy of this letter.
Very truly yours,
THE CIT GROUP/BUSINESS CREDIT, INC., as
Agent and Lender
By: /s/ Xxxxx Xxxxxxx
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Title: Vice President
FIRSTRUST BANK, as Lender
By: /s/ Xxxx Xxxxxx
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Title: Vice President
Read and Agreed to:
UNITED RETAIL GROUP, INC.
By: /s/ Xxx Xxxxxxxx
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Title: Vice President - Finance
UNITED RETAIL INCORPORATED
By: /s/ Xxxxxxx X. Xxxxxxx
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Title: President
