9th Floor, 855 – 2nd Street SW Calgary, Alberta T2P 2P2
Exhibit 10.1.9
0xx Xxxxx, 000 – 0xx Xxxxxx XX Xxxxxxx, Xxxxxxx X0X 0X0 |
July 16, 2008
Ceramic Protection Corporation
Attention: Xxxxx Xxxxxxxxxxx, Chief Executive Officer
000 Xxxxxxxx Xxxxxxxxx Xxxxxxx
Xxxxxxx, Xxxxxxx
00000
Attention: Xxxxx Xxxxxxxxxxx, Chief Executive Officer
000 Xxxxxxxx Xxxxxxxxx Xxxxxxx
Xxxxxxx, Xxxxxxx
00000
Re: | Credit Agreement dated September 21, 2004 between Ceramic Protection Corporation (the “Borrower”) and Canadian Imperial Bank of Commerce (“CIBC”), as amended by the First Amending Agreement dated May 25, 2006, the Second Amending Agreement dated March 8, 2007, the Third Amending Agreement dated September 12, 2007, the Fourth Amending Agreement dated November 14, 2007, the Fifth Amending Agreement dated January 4, 2008, the Sixth Amending Agreement dated April 11, 2008, and the Seventh Amending Agreement dated June 30, 2008, (as amended, the “Credit Agreement”) |
Dear Sirs:
CIBC, as Agent under the Credit Agreement, hereby offers to the Borrower to extend certain
deliveries as required in Section 16 of the Credit Agreement. In furtherance of the foregoing, the
Credit Agreement will be amended by:
(a) amending Section 16.1(s) by inserting, after the word “with” in the second line thereof, the
words
“(i) assurances by Great American Group (“GAG”) that there has been no net negative material change to the
value of the Borrower’s inventory since the Xxxxx-Xxxxxx LLC inventory report dated February 11, 2008, (ii)
the range of values of the Borrower’s inventory based on a net orderly liquidation basis prepared by
GAG, and (iii)”; and
(b) deleting each reference to the date “July 15, 2008” in both Section 16.1(s) and Section 16.1(t)
and replacing them with “July 25, 2008”.
Kindly provide your acceptance of this offer by signing this letter where indicated and either
faxing or emailing us a signed copy at your earliest convenience, but in any event no later than
the close of business on July 16, 2008.
If you require further information, please do not hesitate to contact the writer.
- 2 -
Regards,
CANADIAN IMPERIAL BANK OF COMMERCE, as Agent
Per:
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/s/ Xxx XxxXxxxx | |||
Name:
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Xxx XxxXxxxx | |||
Title:
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Authorized Signatory |
Per:
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/s/ Xxxxx Xxxxxxxx | |||
Name:
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Xxxxx Xxxxxxxx | |||
Title:
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Authorized Signatory |
Accepted to this 16th day of July, 2008
CERAMIC PROTECTION
CORPORATION
CORPORATION
Per:
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/s/ Xxxxxxx Xxxxxxxxxxx | |||
Name:
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Xxxxxxx Xxxxxxxxxxx | |||
Title:
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Chief Executive Officer | |||
Per:
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/s/ Xxxxx Xxxxxxx | |||
Name:
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||||
Title:
|
- 3 -
Acknowledged and consented to this 16th day of July, 2008
CERAMIC PROTECTION | CPC HOLDING CORPORATION OF | |||||||
CORPORATION OF AMERICA | AMERICA | |||||||
Per:
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/s/ Xxxxxxx Xxxxxxxxxxx | Per: | /s/ Xxxxxxx Xxxxxxxxxxx | |||||
Name:
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Xxxxxxx Xxxxxxxxxxx | Name: | Xxxxxxx Xxxxxxxxxxx | |||||
Title:
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Chief Executive Officer | Title: | Chief Executive Officer | |||||
Per:
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/s/ Xxxxx Xxxxxxx | Per: | /s/ Xxxxx Xxxxxxx | |||||
Name:
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Name: | |||||||
Title:
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Title: |
PROTECTIVE PRODUCTS
INTERNATIONAL CORP.
INTERNATIONAL CORP.
Per:
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/s/ Xxxxxxx Xxxxxxxxxxx | |||
Name:
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Xxxxxxx Xxxxxxxxxxx | |||
Title:
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Chief Executive Officer | |||
Per:
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/s/ Xxxxx Xxxxxxx | |||
Name:
|
||||
Title:
|