EXHIBIT 10.14.3
Coast Business Credit
a Division of Southern Pacific
Thrift & Loan Association
00000 Xxxxxxxx Xxxxxxxxx, Xxxxx 0000
Xxx Xxxxxxx, Xxxxxxxxxx 00000
February 19, 1998
Universal International, Inc.
Only Deals, Inc.
0000 Xxxxxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxxxxxxxx 00000
Re: Waiver of Event of Default
--------------------------
Ladies and Gentlemen:
UNIVERSAL INTERNATIONAL, INC., a Minnesota corporation, and ONLY
DEALS, INC., a Minnesota corporation (jointly and severally, "BORROWERS"),
have requested that COAST BUSINESS CREDIT, a division of Southern Pacific
Thrift & Loan Association, a California corporation ("LENDER") waive the
Event of Default under that certain Loan and Security Agreement, dated as of
June 6, 1997, as amended to date, between Lender and Borrowers (the "LOAN
AGREEMENT") resulting from Xxxxxxxxx' noncompliance during the period
beginning January 1, 1998 and ending March 30, 1998 with the financial
covenant set forth in Section 7 of the Schedule to the Loan Agreement under
the heading "Additional Covenants (Section 5.1)" requiring Borrowers and ONE
to maintain at all times a Consolidated Tangible Net Worth equal to at least
Ten Million Dollars ($10,000,000). Capitalized terms used herein without
definition shall have the meanings ascribed to them in the Loan Agreement.
Lender hereby waives compliance by Borrowers during the period
beginning January 1, 1998 and ending March 30, 1998 with the foregoing
financial covenant pertaining to Consolidated Tangible Net Worth, and agrees
not to exercise its rights and remedies under the Loan Agreement or
applicable law in respect of such Event of Default; PROVIDED, HOWEVER, Lender
shall be free to exercise all of its rights and remedies under the Loan
Agreement and applicable law in the event of Borrowers' violation or breach
after March 30, 1998 of such financial covenant.
Universal International, Inc.
Only Deals, Inc.
February 19, 1998
Page 2
The foregoing waiver is not a continuing waiver, and Lender does
not hereby amend the terms and provisions of the Loan Agreement. Upon the
occurrence of any Event of Default after the date hereof, or in the event
that Xxxxxx learns of any Event of Default which occurred prior to the date
hereof (other than a breach of the financial covenant described above during
the period beginning January 1, 1998 and ending March 30, 1998), Lender shall
be free to exercise any and all of its various rights and remedies under the
Loan Agreement and applicable law.
Universal International, Inc.
Only Deals, Inc.
February 19,1998
Page 3
Please indicate your agreement with the foregoing by signing in the
space provided below.
Very truly yours,
COAST BUSINESS CREDIT, a division of
Southern Pacific Thrift & Loan
Association, a California corporation
By: /s/ Xxxx X. Xxxxxxx
----------------------------------
Title: Vice President
-----------------------------
ACKNOWLEDGED AND AGREED:
UNIVERSAL INTERNATIONAL, INC.
a Minnesota corporation
By: /s/ Xxxxxx X. Xxxx
-------------------------------
Title: CFO
----------------------------
ONLY DEALS, INC.
a Minnesota corporation
By: /s/ Xxxxxx X. Xxxx
-------------------------------
Title: CFO
----------------------------
