Exhibit 10.1
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this
"Amendment") is made and entered into this 28th day of February, 2008, by and
among SALTON, INC., a Delaware corporation ("Parent"), each subsidiary of Parent
listed on the signature pages hereto as a "Borrower" (Parent and each such
subsidiary shall be referred to herein, collectively, as the "Borrowers" and
each individually as a "Borrower"), each subsidiary of Parent listed on the
signature page hereto as a "Guarantor" (such subsidiaries shall be referred to
herein, collectively, as the "Guarantors" and each individually as a
"Guarantor"), the financial institutions party to the Credit Agreement (as
defined below) from time to time as lenders (such financial institutions,
together with their respective successors and assigns, shall be referred to
herein, collectively, as "Lenders" and each individually as a "Lender"), and
BANK OF AMERICA, N.A., a national banking association, in its capacity as agent
for Lenders (together with its successors and assigns in such capacity,
"Agent").
Recitals:
Borrowers, Lenders and Agent are parties to that certain Third Amended and
Restated Credit Agreement dated as of December 28, 2007 (as at any time amended,
restated, modified or supplemented, the "Credit Agreement"), pursuant to which
Agent and Lenders have made certain revolving credit loans and other financial
accommodations to Borrowers.
The parties desire to amend the Credit Agreement as hereinafter set forth.
NOW, THEREFORE, for TEN DOLLARS ($10.00) in hand paid and other good and
valuable consideration, the receipt and sufficiency of which are hereby
severally acknowledged, the parties hereto, intending to be legally bound
hereby, agree as follows:
1. Definitions. All capitalized terms used in this Amendment, unless
otherwise defined herein, shall have the meanings ascribed to such terms in the
Credit Agreement.
2. Amendments to Credit Agreement . The Credit Agreement is hereby amended
as follows:
(a)
By deleting sub-clause (b)(i) of Section 1.2(i) of the Credit Agreement
in its entirety and by substituting in lieu thereof the following new sub-clause
(b)(i):
(i) is not increased by more than $10,000,000 at any time and
(b)
By deleting the phrase "clauses (ii) and (iii) of this Section 11.1(a)"
in Section 11.1(a) of the Credit Agreement and by substituting in lieu thereof
the phrase "clause (ii) of this Section 11.1(a)."
(c)
By deleting existing sub-clause (ii) of Section 11.1(a) of the Credit
Agreement in its entirety, by renumbering existing sub-clause (iii) of
Section 11.1(a) of the Credit Agreement as new sub-clause (ii), by deleting the
word "or" at the end of sub-part (G) of existing sub-clause (iii) of
Section 11.1(a) of the Credit Agreement, and by adding the following new
sub-parts (I) and (J) to new sub-clause (ii) of Section 11.1(a) of the Credit
Agreement immediately following sub-part (H):
(I) increase any of the percentages set forth in the definition of "Borrowing
Base" or in Section 1.2(i); or
(J) amend the definition of (1) "Borrowing Base" (other than to reduce the
advance rates set