EXHIBIT 10.2
October 23, 1998
Xx. Xxxxxxx X. Xxxxxx
Chief Financial Officer
Image Entertainment, Inc.
0000 Xxx Xxxxxx
Xxxxxxxxxx, XX 00000-0000
AMENDMENT AND WAIVER TO LOAN AGREEMENT DATED AS OF DECEMBER
17, 1996
(as amended, the "Agreement")
Re: Loan Agreement (Note, etc.)
Dated December 17, 1996
Dear Xxxx:
In reference to the Agreement defined above between Union Bank of
California, N.A. ("Bank") and Image Entertainment, Inc. ("Borrower"), Bank and
Borrower desire to amend the Agreement and waive a breach of the Agreement.
Capitalized terms used herein which are not otherwise defined shall have the
meanings given them in the Agreement.
Bank hereby waives Borrower's breach of SECTION 4.7 CONSOLIDATED TANGIBLE
NET WORTH, and SECTION 4.9 PROFITABILITY of the Agreement occurring on September
30, 1998. Any further breach of Section 4.7 and Section 4.9 is not waived.
Borrower shall pay a fee for the waivers granted pursuant to this letter in the
sum of Five Thousand Dollars ($5,000).
In addition, Bank and Borrower agree that the first sentence of Section 1.3
shall be amended, effective January 4, 1999, to read as follows:
"1.3 BORROWING BASE. Notwithstanding any other provision of this
Agreement, Bank shall not be obligated to advance funds under the Revolving
Loan, if at any time the aggregate of Borrower's obligations to Bank thereunder
shall exceed seventy-five percent (75%) of Borrower's Eligible Accounts."
Except as specifically amended hereby, the Agreement shall remain in full
force and effect and is hereby ratified and confirmed. This Amendment and
Waiver shall not be a waiver of any existing or future default or breach of a
condition or covenant unless specified herein.
This amendment of Section 1.3 provided for above shall become effective
January 4, 1999. The waiver of Section 4.7 and Section 4.9 provided for above
shall become effective when Bank shall have received the acknowledgment copy of
this Amendment and Waiver executed by Borrower and the waiver fees of Five
Thousand Dollars ($5,000), both of which must be received by October 31, 1998.
UNION BANK OF CALIFORNIA
By: /s/ XXXX XXXX
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Title: Xxxx Xxxx, Vice President
By: /s/ XXXX XXXXXXX
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Title: Xxxx Xxxxxxx, Regional Vice President
