Exhibit 10.7
JOINDER AGREEMENT
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This Joinder Agreement is dated as of July 31, 1997, by and between Wilsons
International Inc., a Minnesota corporation ("New Store Guarantor"), and General
Electric Capital Corporation, a New York corporation ("Agent").
WHEREAS, Agent, certain Lenders signatory thereto, Wilsons Leather
Holdings, Inc., a Minnesota corporation ("Borrower") and certain Loan Parties
that are Affiliates of Borrower are parties to a Credit Agreement dated as of
May 25, 1996 (as the same may be amended, restated, supplemented or otherwise
modified from time to time, the "Credit Agreement");
WHEREAS, the Credit Parties, including Borrower and certain Store
Guarantors entered into a Security Agreement with Agent dated as of May 25, 1996
(as the same may be amended, restated, supplemented or otherwise modified from
time to time, the "Security Agreement"), a copy of which is attached hereto as
Exhibit A;
WHEREAS, certain Credit Parties, designated as Store Guarantors, entered
into a Store Guarantors' Guaranty dated as of May 25, 1996 (as the same may be
amended, restated, supplemented or otherwise modified from time to time, the
"Store Guarantors' Guaranty"), a copy of which is attached hereto as Exhibit B;
WHEREAS, New Store Guarantor was incorporated after May 25, 1996 for the
purpose of holding the Stock of Foreign Subsidiaries;
WHEREAS, under the terms of the Credit Agreement and the other Loan
Documents, Subsidiaries of Parent are required to guarantee the Obligations of
Borrower and grant a security interest in their assets as collateral therefor;
and
WHEREAS, the New Store Guarantor derives direct and indirect benefits from
the Loans and other financial accommodations provided by Agent and Lenders to
Borrower;
NOW, THEREFORE, for and in consideration of the premises and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Joinder in Guaranty. The New Store Guarantor guarantees payment and
performance of the Obligations in accordance with the terms of the Store
Guarantors' Guaranty, which is incorporated herein by reference.
2. Joinder in Security Agreement. The New Store Guarantor hereby grants
to Agent for the benefit of Lenders a security interest in all Collateral in
which it has an interest, whether now owned or hereafter arising, in accordance
with the terms of the Security Agreement, which is incorporated herein by
reference.
3. General. The New Store Guarantor agrees to comply with and be bound by
the terms of the Store Guarantors' Guaranty and the Security Agreement as fully
as if it had been a signatory thereto on the date that such documents were
originally executed and delivered by the other Credit Parties that are parties
thereto.
4. Defined Terms. Except as otherwise defined herein, all defined terms
herein shall have the respective meanings ascribed thereto in Schedule A to the
Credit Agreement.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Joinder Agreement as of the date set forth above.
GENERAL ELECTRIC CAPITAL CORPORATION
By: /s/ Xxxxxx Xxxxx
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Title: Duly Authorized Signatory
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WILSONS INTERNATIONAL INC.
By: /s/ Xxxxx X. Xxxxxx
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Title: President
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