Exhibit 10.68
as of February 20, 1997
Trimark Pictures, Inc.
Trimark Television, Inc.
0000 00xx Xxxxxx
Xxxxx Xxxxxx, XX 00000
Dear Sirs:
Reference is hereby made to that certain Credit, Security, Guaranty and
Pledge Agreement, dated as of December 20, 1997 (as the same has been, and may
be, amended, supplemented or otherwise modified, renewed or replaced from time
to time, the "Credit Agreement"), among Trimark Pictures, Inc. and Trimark
Television, Inc. (the "Borrowers"), the Guarantors referred to therein, the
Lenders referred to therein and The Chase Manhattan Bank, as Administrative
Agent and Fronting Bank. Capitalized terms used herein and not otherwise
defined are used herein as defined in the Credit Agreement.
The Borrowers have requested that the Lenders (i) waive the obligation of
the Borrowers to pay the Special Production Tranche Fee under Section 2.5(d) of
the Credit Agreement solely with respect to the motion pictures "Chairman of the
Board" and "Eve's Bayou" and (ii) amend Section 6.4 of the Credit Agreement to
permit certain loans and advances to officers and employees.
Each of the undersigned hereby waives the obligation of the Borrowers to
pay the Special Production Tranche Fee under Section 2.5(d) of the Credit
Agreement solely with respect to the motion pictures "Chairman of the Board" and
"Eve's Bayou".
In addition, the parties hereby amend Section 6.4 of the Credit Agreement
to add a new clause (ix) at the end of the existing text to read as follows:
"(ix) loans and advances to officers and directors of the Credit Parties not to
exceed $1,000,000 in the aggregate at any time outstanding."
By execution hereof, the Borrowers hereby represent and warrant that as of
the date hereof, there exists no Default or Event of Default.
This waiver and amendment may be executed in counterparts, each of which
shall constitute an original, but all of which when taken together, shall
constitute one and the same instrument.
This waiver shall become effective when the Administrative Agent shall have
received executed counterparts of this waiver and amendment which, when taken
together, bear the signatures of all the Lenders and all the Credit Parties.
This waiver and amendment shall not be construed as extending to any other
matter, similar or dissimilar, or entitling the Credit Parties to any future
waivers or amendments regarding similar matters or otherwise.
Except to the extent expressly set forth above, this letter does not
constitute a waiver or modification of any provision of the Credit Agreement or
a waiver of any Default or Event of Default, whether or not known to any of the
Agents or the Lenders. Except as expressly modified herein, all terms of the
Credit Agreement remain in full force and effect.
THIS WAIVER AND AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK.
Very truly yours,
THE CHASE MANHATTAN BANK,
individually and as Administrative Agent
By:
Name: Title:
CITY NATIONAL BANK
By_______________________________
Name: Title:
COMERICA BANK-CALIFORNIA
By_______________________________
Name: Title:
FIRST HAWAIIAN BANK
By_______________________________
Name: Title:
IMPERIAL BANK
By_______________________________
Name: Title:
SILICON VALLEY BANK
By_______________________________
Name: Title:
THE SUMITOMO TRUST & BANKING
CO., LTD., NEW YORK BRANCH
By_______________________________
Name: Title:
UNION BANK OF CALIFORNIA, N.A.
By_______________________________
Name: Title:
DE NATIONALE
INVESTERINGSBANK N.V.
By_______________________________
Name: Title:
AGREED TO BY:
TRIMARK PICTURES, INC.
TRIMARK TELEVISION, INC.
TRIMARK HOLDINGS, INC.
TRIMARK MUSIC
CHEAP DATE, INC.
WRITERS ON THE WAVE
PURPLE TREE PRODUCTIONS, INC.
LOVING GUN PRODUCTIONS, INC.
TRIMARK INTERACTIVE
By______________________________
Name:
Title: Authorized Signatory for each of the
foregoing
