Exhibit 10(a)(5)
SUPPLEMENT NO. 1 TO BORROWER PLEDGE AGREEMENT
This Supplement No.1 to the Borrower Pledge Agreement, dated as of
October 31, 1995 is delivered pursuant to Section 1.1 of the Credit
Agreement (as defined below). The undersigned hereby agrees that this
Supplement No.1 may be attached to the Borrower Pledge Agreement dated as
of June 6, 1995 made by Playtex Products, Inc. in favor of Chemical Bank,
as Agent (as amended, supplemented or otherwise modified from time to time,
the "Borrower Pledge Agreement", capitalized terms defined therein being
used herein as therein defined) and that the Pledged Stock listed on this
Supplement No.1 (the "New Pledged Stock") shall be deemed to be part of the
Pledged Stock and shall become part of the Collateral and shall secure all
Obligations. The undersigned hereby delivers to the Agent for the ratable
benefit of the Lenders, all certificates or instruments representing or
evidencing the New Pledged Stock, and hereby transfers and grants the New
Pledged Stock to the Agent for the ratable benefit of the Lenders, a first
security interest in all of the undersigned's right, title and interest in
the New Pledged Stock and all Proceeds thereof, as collateral security when
due for the prompt and complete payment and performance when due (whether
at the stated maturity, by acceleration or otherwise) of the Obligations.
THIS SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE
LAWS OF THE STATE OF NEW YORK.
PLAYTEX PRODUCTS, INC.
by /s/ Xxxxxxx X. Xxxx
----------------------------
Title: Executive Vice President and
Chief Financial Officer
Percent of Number
Class of Stock Outstanding of
Stock Issuer Stock Certificate Nos. Shares Shares
------------ -------- ---------------- ----------- ---------
BBA Common 1 100% 1,000
Acquisition,
Inc., (to be
merged with,
and into,
Banana Boat
Holding
Corporation)
