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Exhibit 10.67
September 18, 1997
Xxxxxx-Field Health Products, Inc.
Xxxxxx-Field, Inc.
Xxxxxx-Field Express, Inc.
Xxxxxx-Field Temco, Inc.
Xxxxxx-Field Distribution, Inc.
Xxxxxx-Field Bandage, Inc.
Xxxxxx-Field Express (Puerto Rico), Inc.
Everest & Xxxxxxxx, Inc.
Gentlemen:
Reference is made to that certain Revolving Credit and Security
Agreement dated December 10, 1996, as amended by an Amendment No. 1 dated June
24, 1997, an Amendment No. 2 dated July 9, 1997 and an Amendment No. 3 dated
July 9, 1997 (as so amended, the "Loan Agreement") by and among Xxxxxx-Field
Health Products, Inc., Xxxxxx-Field, Inc., Xxxxxx-Field Express, Inc.,
Xxxxxx-Field Temco, Inc., Xxxxxx-Field Distribution, Inc., Xxxxxx-Field Bandage,
Inc., Xxxxxx-Field Express (Puerto Rico), Inc. and Everest & Xxxxxxxx, Inc.
(collectively, "Borrowers") IBJ Xxxxxxxx Business Credit Corporation ("IBJS"),
the financial institutions named in the Loan Agreement and which hereafter
become parties thereto (IBJS and each of the other financial institutions,
collectively, the "Lenders"), and IBJS as agent for the Lenders (IBJS in such
capacity, the "Agent"). All capitalized terms used herein which are not defined
shall have the meanings given to them in the Loan Agreement.
This letter will confirm our agreement to amend Section 7.5 of the
Loan Agreement by deleting both references to the amount "$2,000,000" and
replacing such amount with "$2,500,000."
Except as set forth herein all of the representations, warranties,
terms and conditions of the Loan Agreement and the Other Documents remain
unamended and unwaived and in full force and effect in accordance with their
terms. The agreements set forth herein shall be limited precisely as provided
herein and shall not be deemed a waiver of, amendment of, consent to or
modification of
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any other term or provision of the Loan Agreement or the Other Documents or any
transaction or future action on the part of Borrowers which would require
Agent's or any Lender's consent thereunder.
Very truly yours,
IBJ XXXXXXXX BUSINESS CREDIT
CORPORATION, as Lender and Agent
By:/s/ Xxxxx X. Xxxxxx
_______________________________________
Xxxxx X. Xxxxxx, Vice President
Xxx Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Commitment Percentage: 26.6667%
NATIONAL CITY COMMERCIAL FINANCE, INC.
By:_______________________________________
Name:_____________________________________
Title:____________________________________
0000 Xxxx Xxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxx, Xxxx 00000
Commitment Percentage: 26.6667%
BTM CAPITAL CORPORATION
By:_______________________________________
Name:_____________________________________
Title:____________________________________
000 Xxxxxx Xxxxxx, Xxxxxx Xxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Commitment Percentage: 20.0000%
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DEUTSCHE FINANCIAL SERVICES CORP.
By:_______________________________________
Name:_____________________________________
Title:____________________________________
Address:__________________________________
__________________________________________
Commitment Percentage: 26.6667%
AGREED AND ACKNOWLEDGED:
XXXXXX-FIELD HEALTH PRODUCTS, INC.
XXXXXX-FIELD, INC.
XXXXXX-FIELD EXPRESS, INC.
XXXXXX-FIELD TEMCO, INC.
XXXXXX-FIELD DISTRIBUTION, INC.
XXXXXX-FIELD BANDAGE, INC.
XXXXXX-FIELD EXPRESS (PUERTO RICO), INC.
EVEREST & XXXXXXXX, INC.
By:/s/ Xxxx Xxxxxx
_______________________________________
Xxxx Xxxxxx, Vice President of
Finance of each of the foregoing
corporations
EVEREST & XXXXXXXX CANADIAN LIMITED
By:_______________________________________
Name:_____________________________________
Title:____________________________________
