EXHIBIT 10.46
BANK OF AMERICA, N.A.
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
As of: June 27, 2006
Dover Saddlery, Inc.
000 Xxxxx Xxxx
Xxxxxxxxx, XX 00000
Attention: Xxxxxx X. Day, President
Re; Dover Saddlery, Inc. Financing Arrangements
Dear Xxxxx:
We refer to the Amended and Restated Loan Agreement dated as of December
11, 2003 (as amended, the "Loan Agreement") between Dover Saddlery, Inc. and
Bank of America, N.A. (successor by merger to Fleet National Bank). Capitalized
terms used and not defined herein shall have the meanings ascribed to such terms
in the Loan Agreement.
You have requested that the Bank waive the provisions of Section 5.7(vii)
of the Loan Agreement for the limited purpose of allowing the Borrower to
acquire, through Dover Saddlery Retail, Inc., a newly-formed wholly-owned
subsidiary, for a purchase price not in excess of $1,650,000, all of the capital
stock of Dominion Saddlery, Inc., such transaction to be upon the terms and
conditions set forth in the letter (and accompanying attachments) from Xxxxxxx
Xxxxx to the Bank, dated June 9, 2006, and attached hereto a Annex A (the
"Purchase Notice").
The undersigned hereby waives the provisions of Section 5.7(vii) of the
Loan Agreement for the limited purpose of allowing the Borrower to consummate
the above-described transaction upon the terms and conditions contained in the
Purchase Notice, it being expressly agreed that no other waiver, modification or
consent is hereby granted. It is further acknowledged and agreed that these
waivers will remain effective so long as (i) there are no material variations
from the terms and conditions contained in the Purchase Notice, (ii) the
Subordinated Lender provides its consent to such transaction on terms
satisfactory to the Bank, (iii) such transaction is consummated on or before
July 31, 2006, (iv) the Borrower promptly requires each of Dover Saddlery
Retail, Inc. and Dominion Saddlery, Inc. to become a party to the Loan Documents
as contemplated by Section 5.15 of the Loan Agreement, and (v) such transaction
meets all of the criteria of a Permitted Acquisition, except that the total
consideration therefore may exceed $500,000 (but not be more than $1,650,000).
The Borrower hereby confirms, by its acceptance hereof, that the Loan
Agreement remains in full force and effect.
Very truly yours,
BANK OF AMERICA, N.A.
(successor by merger to
Fleet National Bank)
By: /s/ Xxxx X. Xxxxx
----------------------------
Title: S.V.P.
