Looking for an agreement? Search from over 1 million agreements now.

Second Amendment To Receivables Financing Agreement

This is an actual contract by ANN.
Browse the agreement preview below and buy the entire agreement for $35

Sectors: Retail
Governing Law: New York, View New York State Laws
Effective Date: March 31, 1995
Search This Document
SECOND AMENDMENT TO RECEIVABLES FINANCING AGREEMENT


THIS SECOND AMENDMENT TO RECEIVABLES FINANCING AGREEMENT, dated as of March 31, 1995 (this "Amendment"), is among AnnTaylor Funding, Inc. a Delaware corporation (the "Company"), AnnTaylor, Inc., a Delaware corporation ("AnnTaylor"), Clipper Receivables Corporation, a Delaware corporation ("Lender"), State Street Boston Capital Corporation, a Massachusetts corporation, as administrator for Lender (the "Administrator") and PNC Bank, National Association, a national banking association (the "Relationship Bank").


BACKGROUND


1. The Company, AnnTaylor, Lender, the Administrator and the Relationship Bank entered into a Receivables Financing Agreement, dated as of January 27, 1994, as amended by the First Amendment to Receivables Financing Agreement, dated as of May 31, 1994 (the "Agreement").


2. The Company, AnnTaylor, Lender, the Administrator and the Relationship Bank desire to amend the Agreement in certain respects as set forth herein.


NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:


SECTION 1. Definitions. The capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings assigned thereto in the Agreement.


SECTION 2. Mergers. Section 7.05(b) of the Agreement is hereby amended by deleting such Section in its entirety, and substituting therefor the following:


"Be a party to any merger, consolidation, or purchase
or otherwise acquire all or substantially all of the assets
or any stock of any class of, or any partnership or joint
venture interest in, any other person, or, except in the
ordinary course of its business, sell, transfer, convey or
lease all or any substantial part of its assets, or sell or
assign with or without recourse any Receivables or any
interest therein other than:


(i) pursuant to the Purchase Agreement;


(ii) licenses of trademarks to the extent
necessary to maintain or protect such trademarks in
jurisdictions outside the United States of America;


(iii) any sale or disposition of AnnTaylor's
interest in the CAT Joint Venture pursuant to the CAT Joint
Venture Agreement;


(iv) any purchase or acquisition of any assets
among AnnTaylor and its Restricted Subsidiaries; it being
understood that AnnTaylor shall be permitted to incorporate
new Restricted Subsidiaries;


(v) any purchase or acquisition of any interest
in joint ventures (in the form of corporations, partnerships
or otherwise) in a maximum amount not exceeding $10,000,000
at any one time outstanding;


(vi) any purchase or acquisition of any assets or
capital stock in Unrestricted Subsidiaries in an amount not
to exceed $1,000,000 at any one time outstanding;


(vii) any purchase or acquisition of any assets or
capital stock in the CAT Joint Venture pursuant to the CAT
Joint Venture Agreement in an amount not to exceed 15% of
Net Worth; and


(viii) any merger or consolidation of any Subsidiary
into or with AnnTaylor, so long as AnnTaylor is the
surviving corporation.


SECTION 3. Net Worth. Section 7.05(d) of the Agreement is hereby amended by deleting such Section in its entirety, and substituting therefor the following:


"Permit Net Worth as determined at the end of any fiscal
quarter (beginning with the fiscal quarter ending on or
about January 28, 1995) to be less than the Net Worth on or
about October 30, 1994 plus (a) 50% of Net Income after
October 30, 1994 (without deducting from such cumulative
amount the amount of any net lo
-- End of Preview --
Home| About Us| FAQ| Subscription | Contact Us |