Exhibit 10.29
CIT BUSINESS CREDIT T: 000 000-0000
000 Xxxxx Xxxxx Xxxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
WAIVER LETTER
February 28, 2005
Diamond Triumph Auto Glass, Inc.
000 Xxxxxxxx Xxxxxx
Xxxxxxxx, XX 00000
Gentlemen:
We refer to the Financing Agreement between us dated March 27, 2000, as amended
(the "Financing Agreement"). Capitalized terms used herein and defined in the
Financing Agreement shall have the same meanings as specified therein unless
otherwise specifically defined herein.
You have advised us that: you are, or may be, in violation of the financial
covenants set forth in Section (a), Paragraph 9 of the Financing Agreement, as
amended on November 15, 2004, for the fiscal periods ending January 31, 2005 and
February 28, 2005.
This letter is to confirm our agreement that, solely with respect to said fiscal
periods, the foregoing violations and/or breaches of the Financing Agreement
shall not be deemed to be Defaults and/or Events of Default under the Financing
Agreement.
In consideration of our execution of this Waiver Letter, you agree to pay us an
Accommodation Fee of $10,000.00. Such fee shall be due and payable in full on
the date hereof and may, at our option, be charged to your Revolving Loan
Account on the due date thereof.
Except to the extent set forth herein, no other waiver of, or change in any of
the terms, Provisions or conditions of the Financing Agreement is intended or
implied. This agreement shall not constitute a waiver of any other existing
Defaults or Events of Default under the Financing Agreement (whether or not we
have knowledge thereof), and shall not constitute a waiver of any future
Defaults or Events of Default whatsoever.
THIS LETTER, TOGETHER WITH THE FINANCING AGREEMENT, REPRESENTS THE FINAL
AGREEMENT BETWEEN YOU AND US WITH RESPECT TO THE RESPECTIVE SUBJECT MATTER
HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO
UNWRITTEN OR ORAL AGREEMENTS BETWEEN YOU AND US.
If the foregoing is in accordance with your understanding of our agreement,
kindly so indicate
Diamond Triumph Auto Glass, Inc.
February 28, 2005
Page 2
by signing and returning the enclosed copy of this letter.
The effectiveness of this letter is expressly conditioned on us receiving an
original counterpart to this letter duly executed by you no later than March 7,
2005.
Very truly yours,
THE CIT GROUP/BUSINESS
CREDIT, INC.
By: /s/ Xxxxxxx Xxxxxx
Title: Assistant Vice President
Read and Agreed to:
DIAMOND TRIUMPH AUTO GLASS, INC.
By: /s/ Xxxxxxx Xxxxx
Title: VP - Finance
