Exhibit 10.99
[GMAC COMMERCIAL CREDIT LLC LOGO]
September 10, 2002
Xxxxxxx Xxxxx, Inc.
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxxxxxxx Xxxxx, Chairwoman of the Board
Xxxxxxx Xxxxx, Inc.
000 Xxxxxxxx Xxxx
Xxxxxxxx, Xxx Xxxxxx 00000
Attn: Xxxx Xxxxxxxxx, Chief Financial Officer
Re: The Second Restated and Amended Financing Agreement between us dated as of
October 10, 1997, as supplemented and amended (the "Financing Agreement")
Ladies/Gentlemen:
You have advised us that you have made arrangements with The CIT Group/
Commercial Services, Inc. ("CIT") to promptly provide financing for your company
(the "CIT Financing"), in replacement of our Financing Agreement. You have also
indicated that concurrently with such CIT Financing being put into place, which
you contemplate will occur by no later than the end of this month, you shall
terminate our Financing Agreement and that all Obligations thereunder together
with all related Obligations, including without limitation all Revolving
Advances and our Term Loan, will be paid to us and satisfied in full.
This letter serves to confirm that so long as the CIT Financing is completed by
October 25, 2002, pursuant to mutually acceptable documentation to be entered
into for this purpose, and all of the above described Obligations are paid to us
in full by CIT by said date, then the $2,200,000 early termination fee referred
to in Section 7.3 (b) of the Financing Agreement shall be waived by us and need
not be paid to us in accordance with that subsection.
Except to the extent set forth above, no changes to the Financing Agreement
are intended or implied. We trust that this clarifies the matters set forth
above in relation to the contemplated CIT financing.
Very truly yours,
GMAC COMMERCIAL CREDIT LLC
By: /s/ Xxxx Xxxxxxxxxxx
----------------------------
Name: Xxxx Xxxxxxxxxxx
Title: SUP
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1290 Avenue of the Americas
New York, New York 10104
000-000-0000
