0000075288-02-000007 Sample Contracts

OMNIBUS AMENDMENT NO. 1
Omnibus Amendment • April 11th, 2002 • Oxford Industries Inc • Men's & boys' furnishgs, work clothg, & allied garments • New York

THIS OMNIBUS AMENDMENT NO. 1 is made and entered into as of January 31, 2002, among Oxford Receivables Company, a Delaware corporation ("SPE"), OXFORD INDUSTRIES, INC., a Georgia corporation ("Oxford"), THREE PILLARS FUNDING CORPORATION, a Delaware corporation (together with its successors and permitted assigns, "Lender"), and SUNTRUST CAPITAL MARKETS, INC. (F/K/A SUNTRUST EQUITABLE SECURITIES CORPORATION), a Tennessee corporation, as agent and administrator for Lender (in such capacity, together with its successor and assigns in such capacity, the "Administrator"), and pertains to that certain Loan Agreement dated as of May 3, 2001 among the parties (the "Loan Agreement") and that certain Receivables Sale Agreement dated as of May 3, 2001 between Oxford and SPE (the "Sale Agreement" and, together with the Loan Agreement, the "Operative Agreements").

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