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Subscribers | 2003 |
Letter Agreement Re: Commitment for Facility
Letter Agreement Re: Commitment for Facility (21K)
Doc #164310: Click preview link for longer preview.
September 23, 2003
Phoenix Footwear Group, Inc.
12626 High Bluff Drive, Suite 440
San Diego, California 92130
Attention: James Riedman, Chief Executive Officer
RE: COMMITMENT FOR $24,750,000 FACILITY
Dear Jim:
You have advised Manufacturers and Traders Trust Company (the "BANK," "US"
or "OUR") that Phoenix Footwear Group, Inc. (the "BORROWER") seeks financing for
the acquisition of Royal Robbins, Inc. ("Royal") in a stock purchase (the
"MERGER"). Attached hereto is a Summary of Terms and Conditions (the "TERM
SHEET") describing the general terms and conditions for up to an aggregate of $
24,750,000 in Facility (the "FACILITY").
Based upon and subject to the terms and conditions set forth in this
Commitment Letter (the "COMMITMENT LETTER") and the Term Sheet, we are pleased
to advise you of our commitment to provide the Facility. The commitment of the
Bank hereunder is based upon the financial and other information regarding the
Borrower and its subsidiaries and Royal Robbins previously provided to the Bank.
Accordingly, the commitments hereunder are subject to the condition, among
others, that (i) there shall not have occurred after the date of such financial
and other information any adverse change in the business, assets, liabilities
(actual or contingent), operations or condition (financial or otherwise) of the
Borrower and its subsidiaries taken as a whole or in Royal Robbins and its
subsidiaries, taken as a whole, and (ii) the execution and delivery of the
Bank's legal documents, together with any other documents requested by us to
effect the Facility, by the Borrower and, as applicable, each Guarantor,
incorporating the terms and conditions outlined or referred to in the Term
Sheet.
By executing this Commitment Letter, you agree to reimburse the Bank from
time to time on demand for all reasonable out-of-pocket fees and other expenses
(including, but not limited to, the reasonable fees, disbursements and other
charges of counsel to the Bank) incurred in connection with the Facility,
including the preparation of definitive documentation for the Facility and the
other transactions contemplated hereby.
164310
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Phoenix
As referenced in this Letter Agreement Re: Commitment for Facility:
Phoenix Footwear Group, –
{DOCUMENT}
{TYPE}EX-10.2
{SEQUENCE}5
{FILENAME}a93902exv10w2.txt
{DESCRIPTION}EXHIBIT 10.2
{TEXT}
{PAGE}
EXHIBIT 10.2
September 23, 2003
Phoenix Footwear Group, Inc.
12626 High Bluff Drive, Suite 440
San Diego, California 92130
Attention: James Riedman, Chief Executive Officer
RE: COMMITMENT FOR $24,750,
_____________
Phoenix Footwear Group, – RE: COMMITMENT FOR $24,750,000 FACILITY
Dear Jim:
You have advised Manufacturers and Traders Trust Company (the "BANK," "US"
or "OUR") that Phoenix Footwear Group, Inc. (the "BORROWER") seeks financing for
the acquisition of Royal Robbins, Inc. ("Royal") in a stock purchase (the
"MERGER"). Attached hereto is
_____________
Phoenix Footwear Group, – in addition to any right that an Indemnified Person
shall have at common law or otherwise. This Commitment Letter is addressed
solely to Phoenix Footwear Group, Inc. and is not intended to confer any
obligations to or on or benefits on any third party. No Indemnified Person shall
_____________
PHOENIX FOOTWEAR GROUP, – Company
By: /s/ Kevin Wilmot
--------------------------------
Name: Kevin Wilmot
Title: Assistant Vice President
COMMITMENT ACCEPTED AND AGREED TO
THIS 23RD DAY OF SEPTEMBER, 2003
PHOENIX FOOTWEAR GROUP, INC.
By: /s/ James Riedman
-----------------------------------
Name: James Riedman
Title: Chairman and Chief Executive Officer
{PAGE}
SUMMARY OF TERMS AND CONDITIONS
REVOLVING CREDIT
_____________
Phoenix Footwear Group, – REVOLVING CREDIT AGREEMENT
AMOUNT: $18,000,000 (during the months of February through May), and
$15,000,000 (during June thorough January).
BORROWER: Phoenix Footwear Group, Inc.
PURPOSE: Working capital and to fund the acquisition of Royal
Robbins, Inc.
BORROWING The lesser of $18,000,000 (February, March,
_____________
dt 95928
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Manufacturers and Traders Trust Company;
| Royal Robbins, Inc.
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