EXHIBIT 10.77.1
AMENDMENT NO. 1 TO LOAN AGREEMENT
THIS AMENDMENT NO. 1 TO LOAN AGREEMENT is made as of the __day of
_________, 1999, by and between GENERAL ELECTRIC CAPITAL CORPORATION ("Lender")
and TARRANT APPAREL GROUP ("Borrower").
The parties have heretofore entered into that certain Loan Agreement dated
as of ___, 1999 (the "Agreement"), and desire to amend the Agreement as
hereinafter set forth. Capitalized terms used herein without definition shall
have the meaning given them in the Agreement.
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:
1. The Agreement is hereby amended as follows:
(a) Section 1 (d) of the Agreement is hereby amended by deleting the
reference to "Administration Trust Agreement number F/172 dated
August 26, 1999" therein and inserting the following in lieu
thereof:
"Irrevocable Guaranty Trust Agreement number F/172 dated August
26, 1999".
(b) Section 1 (d) of the Agreement is further amended by deleting the
last clause of the last sentence thereof and replacing it with the
following:
"shall govern the resolution of any dispute, other than one
arising under the Mexican or Spanish language loan documentation".
(c) Section 2(j) of the Agreement is hereby amended by deleting the
words "Borrower and/or" at the beginning thereof.
(d) Section 8(b) of the Agreement is hereby amended by deleting the
first reference to "Borrower" in the third (3rd) line thereof and
inserting the word "debtor" in lieu thereof.
2. Except as expressly set forth herein, the terms and conditions of the
Agreement remain unmodified and in full force and effect.
3. THIS AMENDMENT NO. 1 TO LOAN AGREEMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW
YORK (WITHOUT REGARD TO THE CONFLICT OF LAWS PRINCIPLES OF SUCH
STATE), INCLUDING ALL MATTERS OF CONSTRUCTION, VALIDITY AND
PERFORMANCE.
IN WITNESS WHEREOF, the parties have caused this Amendment No. 1 to Loan
Agreement to be executed as of the date first above set forth.
GENERAL ELECTRIC CAPITAL CORPORATION
By: /s/ Xxxxxx X. Xxxxxxxxxx
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Name: Xxxxxx X. Xxxxxxxxxx
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Title: Sr. Risk Analyst
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TARRANT APPAREL GROUP
By: /s/ Xxxxxxx Xxxx
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Name: Xxxxxxx Xxxx
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Title: Treasurer
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