EXHIBIT 99
FOOTHILL CAPITAL CORPORATION
December 30, 1996
Town & Country Corporation
Town & Country Fine Jewelry Group, Inc.
Gold Xxxxx, Inc.
X.X. Xxxxxxx Company, Inc.
00 Xxxxx Xxxxxx
Xxxxxxx, Xxxxxxxxxxxxx 00000
Re: Waiver of Event of Default with respect to the "Non-Compliance Items"
as defined below
Gentlemen:
Reference is made to the Loan Agreement dated as of July 3, 1996 (as the
same heretofore may have been amended or modified, the "Agreement") between
Foothill Capital Corporation ("Lender") and Town & Country Corporation, Town &
Country Fine Jewelry Group, Inc., Gold Xxxxx, Inc., and X.X. Xxxxxxx Company,
Inc. (collectively, "Borrower"). Terms used herein and not otherwise defined
herein shall have the meaning ascribed thereto in the Agreement.
Borrower has advised Lender that Borrower is not in compliance with Section
6.13(b) of the Agreement on November 24, 1996, because Borrower failed to
maintain the minimum Consolidated Tangible Net Worth required therein at all
times (the "Non-Compliance Items"). Borrower has asked Lender to waive any Event
of Default that may have been occasioned by the Non-Compliance Item. Lender
hereby waives any Event of Default that may have been occasioned solely by the
Non-Compliance Item.
The waiver of the Non-Compliance Item is limited to the specifics hereof,
shall not apply with respect to any facts or occurrences other than those on
which the Non-Compliance Item is based, shall not excuse future non-compliance
with the Agreement (as it may from time to time be amended), including Section
6.13 thereof, and except as expressly set forth herein, shall not operate as a
waiver or an amendment of any right, power or remedy of Lender, nor as a consent
to any further or other matter, under the Loan Documents.
This waiver shall not be effective until Lender advises Borrower in writing
that Lender has obtained any consents that Lender may need or require from
participants of Lender.
Cordially,
Foothill Capital Corporation
By: /s/ Xxxxxxx Xxxx
Name: Xxxxxxx Xxxx
Title: Assistant Vice President
December 30, 1996
Xx. Xxxxxx Xxxxxx
Town & Country Corporation
00 Xxxxx Xxxxxx
Xxxxxxx, XX 00000
Dear Xxx:
This letter should serve as notice that Foothill Capital has received
proper consent from our participants and the "Waiver of Event of Default with
respect to the Non-Compliance Items" dated December 30, 1996, is now effective.
Sincerely
/s/ Xxxxxxx Xxxx
Xxxxxxx Xxxx
Assistant Vice President
CC: Xxxxx Xxxxxxxx, CIT
Xxxx Xxxxx, FINOVA Capital Corporation
Xxxxx Xxxxxxx, Textron Financial Corporation
Xxxxx Xxxxxxx, Coast Business Credit
