RATIFICATION AND AMENDMENT AGREEMENTRatification and Amendment Agreement • January 30th, 2009 • Hartmarx Corp/De • Apparel & other finishd prods of fabrics & similar matl • Illinois
This RATIFICATION AND AMENDMENT AGREEMENT (the “Ratification Agreement”) dated as of January 23, 2009, is by and among Wachovia Capital Finance Corporation (Central), in its capacity as agent acting for and on behalf of the parties to the Loan Agreement (as hereinafter defined) as lenders (in such capacity, “Agent”), the parties to the Loan Agreement as lenders (each individually a “Lender” and collectively, “Lenders”), Hartmarx Corporation, a Delaware corporation, as Debtor and Debtor-in-Possession (“US Borrower”), Coppley Apparel Group Limited, an Ontario corporation (“Canadian Borrower”), and together with US Borrower, each individually, a “Borrower” and collectively, “Borrowers”), each of the companies listed on Exhibit A hereto, each as Debtor and Debtor-in-Possession (each, individually, a “Guarantor” and collectively, “Guarantors”).
PRIVATE & CONFIDENTIAL, January 21, 2009 Hartmarx Corporation 101 North Wacker Drive, 23rd Floor Chicago, Illinois 60606 Attn: Mr. Glenn R. Morgan Michael Buenzow Senior Managing Director FTI Consulting, Inc. 333 W. Wacker, Suite 600 Chicago, IL 60606...Hartmarx Corp/De • January 30th, 2009 • Apparel & other finishd prods of fabrics & similar matl • New York
This letter confirms that we, FTI Consulting, Inc. (“FTI”), have been retained by you, Hartmarx Corporation (“you”, the “Company”, or “Hartmarx”), to provide certain financial advisory and consulting services (the “Services”) as set out below. This letter of engagement (the “Engagement”) and the related Standard Terms and Conditions constitute the engagement contract (the “Engagement Contract”) pursuant to which the Services will be provided.
