Exhibit 10.1
[The CIT Group/ Business Credit, Inc. Letterhead]
August 2, 2002
UNITED RETAIL GROUP, INC.
UNITED RETAIL INCORPORATED
CLOUDWALKERS, INC.
000 Xxxx Xxxxxxx Xxxxxx
Xxxxxxxx Xxxx, XX 00000
Gentlemen:
We refer to the Financing Agreement between us dated August 15, 1997, as
amended (herein the "Financing Agreement"). Capitalized terms used and not
otherwise defined herein shall have the meanings specified therein unless
otherwise specifically defined herein.
This letter is to confirm that pursuant to mutual consent and
understanding, effective as of the date hereof, the definitions of
"Anniversary Date" and "Cumulative Excess Cash Flow" as defined to in
Section 1 of the Financing Agreement shall be, and each hereby is, deleted
in its entirelty and replaced by the following:
"Anniversary Date shall mean August 15, 2005 and the same date in
every year thereafter."
"Cumulative Excess Cash Flow shall mean EBITDA after August 2,
1997 minus Interest Expense minus income taxes paid in cash plus
income tax refunds received in cash minus principal payments on
Indebtedness minus non-financed Capital Expenditures."
Except as herein specifically provided, the Financing Agreement remains in
full force and effect in accordance with its terms and no other changes in
the terms or provisions of the Financing Agreement is intended or implied.
If you are in agreement with the foregoing, please so indicate by signing
and returning to us the enclosed copy of this letter.
Very truly yours,
THE CIT GROUP/BUSINESS
CREDIT, INC., as Agent and Lender
By: /s/ Xxxxxx Xxxxxx
------------------------------
Title: Xxxxxx Xxxxxx
Vice President
Team Leader
Read and Agreed to:
UNITED RETAIL GROUP, INC.
By: /s/ Xxxxxx Xxxxxx
--------------------------------
Title:
UNITED RETAIL INCORPORATED
By: /s/ Xxxxxxx X. Xxxxxxx
---------------------------------
Title: President
CLOUDWALKERS, INC.
By: /s/ Xxxxx X. Xxxx
---------------------------------
Title: Vice-President
