<PAGE>   1
                                                                     Exhibit 4.8


                 [BANQUE NATIONALE DE PARIS (CANADA) LETTERHEAD]


MONTREAL, OCTOBER 28ST 1999

WATER PIK CANADA LTD.
35, Grand Marshall Drive
Scarborough, Ontario
M1B 5N9

hereafter referred to as the "Borrower"

Attention:        VICTOR C. STREUFERT

Subject:          Revolving Line of Credit facility in the amount of CAD
                  11,000,000 and Bulge facility in the amount of CAD 1,000,000
                  and Forward exchange contract facility in the amount of CAD
                  2,000,000

Dear Sir:

Further to our recent discussions, and your acceptance of our conditional
proposal sent to you on September 30th, 1999, we are pleased to offer you new
credit facilitates totaling CAD 14,000,000, according to the terms and
conditions set forth below and those stipulated in Appendix A, which is deemed
to be an integral part of this document. This letter replaces and supersedes the
one we sent you on October 21st, 1999, which is now null and void.

Should you accept this commitment letter and sign all the related documents to
the Bank's satisfaction prior to the repayment of the facilities granted to you
by the Bank under the commitment letter dated August 4th, 1999 (the "August 4th
Credits"), we will assume that, as per our recent conversations, you wish the
Bank to roll-over and transfer the outstanding amounts of the August 4th Credits
to the credits offered to you below. Accordingly, and unless you advise us
otherwise, we would waive our demand of payment made to you upon October 4th,
1999, but would nonetheless end the Bridge revolving credit and Forward exchange
contracts facilities granted to you under the commitment letter dated August
4th, 1999, and roll-over and transfer all of the outstandings under these
facilities respectively to the Revolving credit and Forward exchange contracts
facilities offered to you below, the whole upon perfection by the Bank of the
security mentioned in section 8 (which shall rank as listed hereto), which
should be completed within 72 hours of the receipt by the Bank of said
documents, and receipt from you of a roll-over notice to that effect.

This offer is based on the representations, information and documents that you
provided.

1.       AMOUNT AND NATURE OF THE CREDIT:

         1.1.     Revolving credit of CAD 11,000,000 or its US dollar
                  equivalent;

         1.2.     Bulge revolving credit of CAD 1,000,000 or its US dollar
                  equivalent for the months of March, April and May of each
                  year;
<PAGE>   2
         1.3.     Forward exchange contract facility for a maximum overall
                  amount of CAD 2,000,000 not exceeding a risk equivalent of CAD
                  220,000 and for the terms of no longer than 12 months. The
                  risk equivalent is determined by the Bank by evaluating the
                  forward exchange contracts at their market value, taking
                  particular note of the time remaining on each forward exchange
                  contract.

2. PURPOSE OF THE CREDIT:

To finance the Borrower's import and export business and its current operations
needs as well as hedge currency risk.

3. CREDIT MECHANISMS AND LIMIT:

         3.1.     The Borrower may utilize the revolving and bulge credits by
                  using one of the mechanisms indicated below or a combination
                  thereof not exceeding the limit determined for each credit:

                  3.1.1.   overdraft advances;

                  3.1.2.   letters of credit with merchandise consigned to the
                           Bank for a global amount not exceeding CAD 500,000;

                  3.1.3.   letters of credit with merchandise consigned to the
                           Borrower for a global amount not exceeding CAD
                           500,000;

                  3.1.4.   documentary acceptances with terms not exceeding 90
                           days for a global amount not exceeding CAD 500,000;

                  3.1.5.   letters of guarantee for a global amount not
                           exceeding CAD 500,000 and for terms not exceeding 12
                           months (except for the letters of guarantee already
                           issued or to be issued in favor of Gaz Metropolitan
                           and Hydro-Quebec that may have longer terms than 12
                           months);

                  3.1.6.   discounting of documentary credits and drafts
                           ("Receivables") having a term no longer than 180 days
                           and for an aggregate amount no greater than CAD
                           500,000.

         3.2.     The aggregate amount of letters of credit with merchandise
                  consigned to the Bank, letters of credit with merchandise
                  consigned to the Borrower, documentary acceptances and letters
                  of guarantee cannot, at any time, exceed the amount of CAD
                  500,000.

         3.3.     The aggregate amount of utilization by means of letters of
                  credit with merchandise consigned to the Bank, calculated at
                  20%, and of the utilizations of the letters of credit with
                  merchandise consigned to the Borrower, calculated at 100%,
                  shall not exceed the sum of:

                  (i) 80% of the Borrower's domestic, American and foreign
                  accounts receivable of less than 90 days deemed acceptable by
                  the Bank, and
<PAGE>   3
                  (ii) 75% of the forward dating for the months of October to
                  May inclusively, payable on June 30th at the latest, based on
                  the Borrower's accounts receivable deemed acceptable by the
                  Bank.

         3.4.     In addition, the aggregate amount of utilization of the
                  revolving and bulge credits by means of overdraft advances,
                  letters or guarantees and documentary acceptances, shall not
                  exceed the sum of the following amounts:

                  (i) 80% of the Borrower's domestic, American and foreign
                  accounts receivable of less than 90 days deemed acceptable to
                  the Bank. Accounts receivable already used to margin
                  utilizations defined in section 3.3, are furthermore excluded;

                  and

                  (ii) 75% of the forward dating for the months of October to
                  May inclusively, payable on June 30th at the latest, based on
                  the Borrower's accounts receivable deemed acceptable by the
                  Bank but excluding the ones already used to margin
                  utilizations defined in section 3.3;

                  and

                  (iii) 40% of the Borrower's inventory of raw materials or
                  finished products evaluated at cost or market value, whichever
                  is the lesser;

                  and

                  (iv) 70% of the Borrower's inventory of aluminum or resin
                  evaluated at cost or market value, whichever is the lesser,
                  for a maximum global amount of CAD 1,000,000;

                  and

                  (v) 30% of the Borrower's inventory of non-finished products
                  evaluated at cost or market value, whichever is the lesser,
                  for a maximum global amount of CAD 300,000.

                  The sum of (iii) to (v) shall not exceed, at any time, a
                  maximum global amount of CAD 1,500,000 (MAXIMUM inventory
                  financing), amount which may be increased, at the Bank's
                  option, up to a maximum global amount of CAD 3,500,000, upon
                  the Borrower's demand and its remittance to the Bank of the
                  necessary documentation, including a new cash flow projection
                  justifying such need;

                  less

                  (vi) the liabilities to be deducted as entered on the Bank's
                  "Monthly Declaration of Borrowing Limit" (see Appendix B);

                  The above limits are also known as "financing ratios."
<PAGE>   4
4.       PARTICULAR TERMS:

         4.1.     Forward exchange contracts are contracted at a rate and under
                  conditions to be mutually agreed between the Bank and the
                  Borrower;

         4.2.     The maximum term of each letter of credit and each letter of
                  guarantee shall be 12 months or otherwise agreed to by the
                  bank;

         4.3.     Only documentary credits issued or confirmed by a financial
                  institution acceptable to the Bank, or drafts drawn on an
                  acceptable drawee or guaranteed by a financial institution
                  acceptable to the Bank may be discounted by the Bank; the
                  relevant documents will have, on a best effort basis, to be
                  negotiated with the Bank;

         4.4.     The Bank may discount 100% of the value of each Receivable,
                  and each discount will be made with recourse against the
                  Borrower.

5. INTEREST RATES AND FEES:

         5.1.     Overdraft advances shall bear interest at the Bank's
                  prevailing annual Canadian or U.S. prime rate, plus 0.50%. The
                  interest shall be paid monthly, on the first day of the month;

         5.2.     The discount is based on a discount rate equivalent to the
                  Bank's prevailing annual Canadian or U.S. prime rate, plus
                  0.50%. The Borrower must also pay all other reasonable fees
                  and expenses related to the discount.

         5.3.     A fee of 1.5% per annum shall be charged on all letters of
                  guarantees, payable quarterly in advance; in addition, fixed
                  issuance fees of CAD 50 shall be paid upon issuance;

         5.4.     In the event that the Bank tolerates the utilization of credit
                  exceeding the maximum approved amount, an overdrawing fee of
                  0.5% (with a minimum of CAD 250) shall be paid, calculated on
                  the highest amount overdrawn during the month in question.
                  This fee shall be charged to the account on the last day of
                  the month;

         5.5.     In the event that the Bank observes that the agreed financing
                  ratios are not maintained, the Borrower shall pay an
                  overdrawing fee of 0.5% (with a minimum of CAD 250) on the
                  coverage deficit resulting from the financing ratios as
                  determined on the last day of the month. This fee shall be
                  charged to the account during the succeeding month;

         5.6.     Any credit balance in the Borrower's Canadian account shall
                  bear interest at the Bank's annual prime rate, less 4%;

         5.7.     Any credit balance in the Borrower's US account shall bear
                  interest at the Bank's annual prime rate, less 4.5%.

         5.8.     A study fee of CAD 25,000 is payable to the Bank by the
                  Borrower of which CAD 10,000 has been already pain upon
                  acceptance of the conditional proposal dated September 30th,
                  1999. The balance is payable upon acceptance of this letter.
<PAGE>   5
6.       CONDITIONS TO UTILIZATION:

         6.1.     The conditions set forth below shall be met before any
                  utilization of credit is approved. The conditions shall be met
                  within 30 days of the date of acceptance of this offer,
                  failing which the Bank may, at its discretion, charge the
                  Borrower fees determined by the Bank or terminate this offer,
                  thereby making it automatically null and void:

                  6.1.1.   Receipt by the Bank from the Borrower of the legal
                           documents required to put this offer into effect
                           (articles of incorporation, borrowing by-law and
                           banking resolution) and the Borrower's execution of
                           any agreement required by the Bank to give effect to
                           these presents according to the standard forms used
                           by the Bank;

                  6.1.2.   Receipt of security required by these presents;

         6.2. Before each discount transaction, the following conditions
              must be satisfied:

                  6.2.1.   An Application for the Discounting of a Receivable,
                           incorporating the assignment of its proceeds,
                           accompanying by all related documentation, must be
                           duly completed, signed by the Borrower and submitted
                           to the Bank;

                  6.2.2.   Submission to the Bank of any document related to the
                           transaction that the Bank may reasonably request and
                           performance by the Borrower of any other necessary
                           formalities.

7.       REIMBURSEMENT:

All sums owing under the credit facilities are repayable on demand. Any total
reimbursement effected after 11:00 a.m. is deemed to have been made on the next
working day. Moreover, the Bank may terminate the forward exchange facility upon
reasonable notice to the Borrower.

8.       SECURITY:

As security for the fulfillment of the Borrower's obligations, the Borrower
shall grant the following securities:

         8.1.     Pledge in favour of the Bank of the documents referred to in
                  the letters of credit and documentary acceptances;

         8.2.     First ranking security under the Bank Act covering all the
                  Borrower's inventory;

         8.3.     First ranking moveable hypothec covering the universality of
                  the Borrower's present and future inventory, accounts
                  receivable and other debts, to be registered in the Province
                  of Quebec:

         8.4.     Security Agreement covering the universality of the Borrower's
                  present and future inventory, accounts receivable and other
                  debts and claims to be registered in the Province of Ontario;

         8.5.     Certified copy of the Borrower's insurance against fire and
                  all other risks covering all the Borrower's inventory and all
                  of its other assets, for their full insurable value; the Bank
<PAGE>   6
                  must be named an additional Beneficiary with the Borrower of
                  the policy covering the inventory;

         8.6.     As security for the fulfillment of its obligations under
                  letters of credit, the Borrower shall provide a certified copy
                  of the Borrower's maritime insurance policy or reasonable
                  equivalent; the Bank shall be named beneficiary of this
                  policy.

9.       COVENANTS:

The Borrower must:

         9.1.     submit to the Bank, within 20 days from the end of each month,
                  the "Monthly Declaration of Borrowing Limit" duly filled out
                  and signed, accompanied by a list of accounts receivable
                  broken down chronologically by billing date and a list of
                  accounts payable; and, on request from the Bank, but at least
                  once a year, at the end of its fiscal year, submit a detailed
                  list of its accounts receivable, including the names,
                  addresses, telephone numbers and banking domiciliation of its
                  clients, and including any other breakdown the Bank may
                  demand;

                  In the event that the specified documents are not received by
                  the due date, monthly charges in the amount of CAD 250 shall
                  be paid by the Borrower for any delay during the month for
                  each month in which there is non-compliance with the
                  provisions herein;

         9.2.     provide the Bank with its annual audited financial statements,
                  and related financial covenants' certificate of compliance
                  (see Appendix C hereto), as well as the audited financial
                  statement of its parent Water Pik Technologies Inc. and
                  affiliated companies within 120 days following the end of each
                  of their respective fiscal year;

         9.3.     provide the Bank with its quarterly unaudited financial
                  statements, and related financial covenants' certificate of
                  compliance (see Appendix C hereto), as well as the unaudited
                  quarterly financial statements of its parent Water Pik
                  Technologies Inc., within 45 days following the end of each
                  quarter;

         9.4.     provide the Bank with monthly financial statements within 30
                  days of the end of each month;

         9.5.     provide the Bank, within 90 days of the beginning of each new
                  fiscal year, with its annual monthly budgeted cash flow
                  statements and operating budget;

         9.6.     at all times maintain its inventory at: 240, boul. Industriel,
                  Boucherville, Quebec; 110, Lauzon, Boucherville, Quebec; 35,
                  Grand Marshall Drive, Scarborough, Ontario; and 4880 S.
                  Service Road, West Oakville, Ontario; and immediately notify
                  the Bank in writing of any new place of business and any
                  change of location;

         9.7.     provide additional security, satisfactory to the Bank, if the
                  risk equivalent of the outstanding term financial instruments,
                  evaluated at their market value, exceeds the agreed amount of
                  risk equivalent by 10% or more;

         9.8.     not pay dividends, not purchase or repurchase its shares,
                  reduce its capital nor proceed to distributions to its
                  shareholders or advance funds to related parties and
                  companies, without the consent of the Bank, which consent
                  shall not reasonably be withheld;
<PAGE>   7
                  however nothing contained herein shall prohibit the payment of
                  a reasonable management fee to Water Pik Technologies Inc.;

         9.9.     maintain its current assets to current liability ratio, as
                  calculated by the Bank, to a minimum of 1.30 to 1. The ratio
                  calculation will exclude the amount of the promissory notes
                  due by the Borrower in connection with the purchase of Les
                  Agences Claude Marchand Inc.'s assets (the "Promissory
                  Notes");

         9.10.    maintain its effective equity, as calculated by the Bank, to a
                  minimum of USD $5,000,000 during the first year of the credits
                  (amount to be revised annually) and maintain an effective
                  equity/total net assets ratio of a minimum of 35%. Effective
                  equity is the shareholders' equity (capital and retained
                  earnings) plus loans subordinated and postponed to the Bank
                  and payable long-term deferred taxes, plus the Promissory
                  Notes and the advances from Water Pik Technologies Inc.
                  mentioned in section 9.11 below, less any intangible assets,
                  leasehold improvements, and investments and other advances or
                  other forms of debt or claim in, to or against affiliated
                  companies, shareholders or members of the Borrower's
                  personnel;

         9.11.    assure that Water Pik Technologies Inc. makes the necessary
                  advances to the Borrower for the repayment of each of the
                  Promissory Notes, if required;

         9.12.    postpone, unless the Bank advises the Borrower and Water Pik
                  Technologies Inc. otherwise, any necessary repayment of the
                  advances made to the Borrower by Water Pik Technologies Inc.
                  pursuant to section 9.11 above in order to assure the Borrower
                  meets the financial covenants mentioned herein at all times;
                  Water Pik Technologies Inc. shall accept to subordinate and
                  postpone the repayment of said advances accordingly by signing
                  this letter as provided for below;

         9.13.    take all reasonable actions necessary to assure that its
                  computer based systems and programs are able to operate and
                  effectively process data which includes dates on or after
                  January 1, 2000; such computer systems and programs shall be
                  designated to be used prior to, during and after the calendar
                  year 2000 A.D. without material error relating to date
                  sensitive data.

10.      PROFESSIONAL FEES:

         10.1.    The Bank shall select the legal counsel to be mandated to
                  prepare and set up the legal documentation, which shall be to
                  the reasonable satisfaction of the Bank. The Borrower shall
                  submit to said counsel all documentation and information
                  required for this purpose. If the mandated counsel is also the
                  Borrower's counsel, the Bank reserves the right to have its
                  own legal counsel review the legal documentation.

         10.2.    Reasonable legal fees (to generally exclude in-house council)
                  and all other reasonable costs incurred by the Bank and the
                  Borrower for implementing the credits (including the legal
                  documentation review mentioned above) and obtaining the
                  security shall be paid by the Borrower, regardless of whether
                  or not the credits are used, as well as all reasonable
                  expenses and fees (to generally exclude in-house council) for
                  amendments and renewals thereof.

         10.3.    In the event of default by the Borrower or a material adverse
                  change in the Borrower's financial situation or business, the
                  reasonable fees and expenses incurred by the
<PAGE>   8
                  Bank in auditing the Borrower's financial situation and the
                  assets encumbered in favour of the Bank, as the case may be,
                  and in realizing the security shall be at the Borrower's cost.

If you are in agreement with this offer, kindly confirm your acceptance by
signing and returning the enclosed copy on or before 5:00 P.M. on the 8th day of
November, 1999, failing which this offer will become null, void and without
effect.

Cette lettre d'offre est redigee en anglais a la demande expresse de
l'emprunteur et la Banque, a cause de cette demande, exprime la meme volonte.
This commitment letter is drawn up in English at the express request of the
Borrower and, in view of such request, the Bank expresses the same intention.

Yours very truly,


BANQUE NATIONALE DE PARIS (CANADA)



/s/ Richard Kelso                                    /s/ Nathalie Bockler
-----------------                                    --------------------
Richard Kelso                                        Nathalie Bockler
Vice-President                                       Account Manager
Commercial Banking                                   Commercial and Export
Import/Export                                        Banking


ACCEPTED THIS 3rd DAY OF NOVEMBER 1999

WATER PIK CANADA LTD.


By:      /s/  Victor C. Streufert                    And:
   ------------------------------                        ----------------------
Name:          Victor C. Streufert                   Name:

ACKNOWLEDGED THIS 3rd  DAY OF NOVEMBER, 1999

WATER PIK TECHNOLOGIES, INC.

The undersigned, duly authorised representative of Water Pik Technologies Inc.,
acknowledges having read this commitment letter and in particular its sections
9.11 and 9.12, and undertakes that Water Pik Technologies Inc. will make the
necessary advances to the Borrower as describe in section 9.11, and will
subordinate and postpone the necessary repayments of said advances as described
in section 9.12 unless the Bank advises Water Pik Technologies Inc. and the
Borrower otherwise. Nothing herein shall be construed has granting any rights
(in particular any "third party beneficiary rights") to the holder of the
Promissory Notes.



By:      /s/  Victor C. Streufert
   -------------------------------
Name:    Victor C. Streufert
<PAGE>   9
                 [BANQUE NATIONALE DE PARIS (CANADA) LETTERHEAD]

MONTREAL, THIS ___ DAY OF NOVEMBER, 1999

Water Pik Canada Ltd.
35, Grand Marshall Drive
Scarborough, Ontario
M1B 5N9

hereafter referred to as the "Borrower"

Attention:        VICTOR C. STREUFERT

Subject:          Commitment letter dated October 28, 1999; Revolving Line of
                  Credit facility in the amount of CAD 11,000,000 and Bulge
                  facility in the amount of CAD, 1,000,000 and Forward exchange
                  contract facility in the amount of CAD 2,000,000

Dear Sir:

Further to our recent discussions, and your acceptance of our letter mentioned
above, we are pleased to inform you that we are prepared to amend our financing
offer as per the terms and conditions set forth below, which do not change the
credits nor create any novation. Note that the security documents, revised
pursuant to our recent discussions, will shortly follow.

It is agreed that all other terms and conditions not amended herein shall remain
in effect.

Section 2 is amended to read now as follows:

         2.       PURPOSE OF THE CREDIT:

                  To finance the Borrower's import and export business and its
                  current operation needs as well as hedge currency risk. The
                  above credits shall in no case be used to repay any sum due in
                  connection with the purchase of Les Agences Claude Marchand
                  Inc.'s assets and in particular the promissory notes due by
                  the Borrower in relation with same.

A NEW SECTION 8.7 IS ADDED AS FOLLOWS:

         8.7      Should there be any conflict between the security documents
                  above and this offer, the text of this offer shall prevail.

SECTION 9.11 IS AMENDED TO READ NOW AS FOLLOWS:

         9.11     assure that Water Pik Technologies Inc. makes the necessary
                  advances, when available, to the Borrower for the repayment of
                  each of the Promissory Notes. If required, the Borrower shall
                  advise the Bank should the repayment be financed by another
                  source;

SECTION 9.12 IS AMENDED TO READ NOW AS FOLLOWS:
<PAGE>   10
         9.12     postpone, unless the Bank advises the Borrower and Water Pik
                  Technologies Inc. otherwise, any necessary repayment of the
                  advances made to the Borrower by Water Pik Technologies Inc.
                  pursuant to section 9.11 above in order to assure the Borrower
                  meets the financial covenants mentioned herein at all times;
                  Water Pik Technologies Inc. shall accept to subordinate and
                  postpone the repayment of said advances accordingly by signing
                  this letter as provided for below; the Borrower shall
                  furthermore postpone in a similar way the repayment of any
                  advances made to the Borrower by another source pursuant to
                  section 9.11 above;

This amendment is based on the representations, information and documents that
you previously sent us.

If this amendment meets with your approval, please sign the attached copy and
return it to us no later than 5 p.m. on November 24, 1999, failing which we
reserve the right to consider this amendment null and void.

Sincerely,

/s/  Phillippe Bourand                             /s/ Nathalie Bockler
----------------------                             -----------------------

Phillippe Bourand                                  Nathalie Bockler
Senior Vice-President                              Account Manager
Corporate and Structured Finance                   Commercial and Export Banking

ACCEPTED THIS 19th DAY OF NOVEMBER 1999

Water Pik Canada Ltd.


By:      /s/  Victor C. Streufert                 And:
   ------------------------------                    ------------------------
Name:          Victor C. Streufert                Name:

ACKNOWLEDGED THIS 19th DAY OF NOVEMBER, 1999

WATER PIK TECHNOLOGIES, INC.

The undersigned, duly authorised representative of Water Pik Technologies Inc.,
Acknowledges having read this amendment, and the commitment letter it amends,
and in particular its sections 9.11 and 9.12, and undertakes that Water Pik
Technologies Inc. will make the necessary advances to the Borrower, when
available, as describe in Section 9.11, and will subordinate and postpone the
necessary repayments of said advances as described in section 9.12 unless the
Bank advises Water Pik Technologies Inc. and the Borrower otherwise. Nothing
herein shall be construed has granting any rights (in particular any "third
party beneficiary rights") to the holder of the Promissory Notes.

By:      /s/  Victor C. Streufert
---------------------------------
Name:    Victor C. Streufert