PRINCIPAL AMOUNT EQUAL TO THE
AMOUNT PREPAID.
(III)
IF THE RESULT OBTAINED IN (II) FOR ANY MONTH IS GREATER THAN
ZERO, DISCOUNT THAT DIFFERENCE UTILIZING THE LIBOR SET FORTH IN (II) ABOVE AS
THE DISCOUNT FACTOR.
The Borrower acknowledges that prepayment of the Revolving Note may result in
the Lender incurring additional costs, expenses or liabilities, and that it is
difficult to ascertain the full extent of such costs, expenses or liabilities.
The Borrower therefore agrees to pay the above-described contracted funds
breakage fee and agrees that said amount represents a reasonable estimate of the
contracted funds breakage costs, expenses and/or liabilities of the Lender.
6.
TIME FOR INTEREST PAYMENTS.
SECTION 2.7(A) OF THE CREDIT
AGREEMENT IS HEREBY DELETED IN ITS ENTIRETY AND REPLACED WITH THE FOLLOWING:
(A)
TIME FOR INTEREST PAYMENTS.
ACCRUED AND UNPAID INTEREST ACCRUING
ON FLOATING RATE ADVANCES SHALL BE DUE AND PAYABLE ON THE FIRST DAY OF EACH
MONTH AND ON THE TERMINATION DATE (EACH AN "INTEREST PAYMENT DATE"), OR IF ANY
SUCH DAY IS NOT A BUSINESS DAY, ON THE NEXT SUCCEEDING BUSINESS DAY. INTEREST
WILL ACCRUE FROM THE MOST RECENT DATE TO WHICH INTEREST HAS BEEN PAID OR, IF NO
INTEREST HAS BEEN PAID, FROM THE DATE OF ADVANCE TO THE INTEREST PAYMENT DATE.
IF AN INTEREST PAYMENT DATE IS NOT A BUSINESS DAY, PAYMENT SHALL BE MADE ON THE
NEXT SUCCEEDING BUSINESS DAY.
INTEREST ACCRUING ON EACH LIBOR ADVANCE SHALL BE
DUE AND PAYABLE ON THE LAST DAY OF THE APPLICABLE INTEREST PERIOD; PROVIDED,
HOWEVER, FOR INTEREST PERIODS THAT ARE LONGER THAN ONE MONTH, INTEREST SHALL
NEVERTHELESS BE DUE AND PAYABLE MONTHLY ON THE LAST DAY OF EACH MONTH, AND ON
THE LAST DAY OF THE INTEREST PERIOD.
7.
GRANT OF SECURITY INTEREST.
SECTION 3.1 OF THE CREDIT AGREEMENT
SHALL BE DELETED IN ITS ENTIRETY AND RESTATED AS FOLLOWS:
SECTION 3.1
GRANT OF SECURITY INTEREST. THE BORROWER HEREBY PLEDGES,
ASSIGNS AND GRANTS TO LENDER, A LIEN AND SECURITY INTEREST (COLLECTIVELY
REFERRED TO AS THE "SECURITY INTEREST") IN THE COLLATERAL, AS SECURITY FOR THE
PAYMENT AND PERFORMANCE OF: (A) ALL PRESENT AND FUTURE INDEBTEDNESS OF THE
BORROWER TO LENDER; (B) ALL OBLIGATIONS OF THE BORROWER AND RIGHTS OF LENDER
UNDER THIS AGREEMENT; AND (C) ALL PRESENT AND FUTURE OBLIGATIONS OF THE BORROWER
TO LENDER OF OTHER KINDS. UPON REQUEST BY LENDER, THE
6
BORROWER WILL GRANT LENDER A SECURITY INTEREST IN ALL COMMERCIAL TORT CLAIMS
THAT THE BORROWER MAY HAVE AGAINST ANY PERSON.
8.
INVENTORY AND EQUIPMENT LOCATIONS.
SECTION 5.1 OF THE CREDIT
AGREEMENT IS HEREBY AMENDED TO ADD THE FOLLOWING IMMEDIATELY PRIOR TO THE LAST
SENTENCE:
Notwithstanding the foregoing, with respect to Inventory and Equipment located
at the Borrower's store locations, such representation is made as of the date
set forth on the list of stores attached to Exhibit C and incorporated by
reference to Schedule 5.1.
9.
CAPITALIZATION.
SECTION 5.2 OF THE CREDIT AGREEMENT IS HEREBY
DELETED IN ITS ENTIRETY AND REPLACED WITH THE FOLLOWING:
Section 5.2
Capitalization.
Schedule 5.2 (a)