Exhibit 10.11
Xxxxxxxxx & Xxxxxxxxx, Inc.
0000 Xxxxxxxx
Xxx Xxxx, XX 00000
March 21,2006
Alliance Distributors Holding, Inc.
00-00 000xx Xxxxxx
Xxxxxxx Xxxxx XX 00000
Ladies and Gentlemen:
We refer to the Amended and Restated Financing Agreement entered into between us
dated November 11, 2004, as assumed by you on November 30, 2004, and as amended
(the "Financing Agreement").
It is agreed that effective December 31, 2005, Section 6.9 of the Financing
Agreement shall be amended to read in its entirety as follows:
"6.9 Borrower shall until payment in full of all Obligations to Lender
and termination of this Agreement, cause to be maintained at the end of
each fiscal quarter (ie, December, March, June, September), Tangible
Net Worth in an amount not less than $2,900,000, Working Capital of not
less than $2,000,000 and a ratio of total debt to Tangible Net Worth of
no greater than 3.25 to 1."
Except as hereinabove specifically set forth, the Financing Agreement shall
remain unmodified and in full force and effect.
This letter supercedes and replaces our letter to you dated March 7, 2006 which
shall be of no further force or effect.
XXXXXXXXX & XXXXXXXXX, INC.
BY: ___________________________________
Xxx Xxxxx
Vice President
AGREED:
ALLIANCE DISTRIBUTORS HOLDING, INC.
BY: ___________________________________
Xxx Xxxxxx
Chief Executive Officer
