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This excerpt taken from the FL 8-K filed Sep 30, 2008. 2008 CCS Acquisition” means an acquisition by the Company from SkateDirect LLC (or its parent) of all the assets related to SkateDirect LLC’s business of
marketing and selling apparel, footwear, skateboard and snowboard products via catalogs and the internet consummated on or prior to December 31, 2008 for aggregate consideration, subject to customary post closing adjustments relating to inventory,
of not greater than $102,000,000
(which will be funded from cash on hand and not from the proceeds of a new incurrence of Debt). Section 3. Amendments. (a) Section 5.14 of the Credit Agreement is hereby amended by: (a) deleting “and” where it appears at the end of Paragraph (d) thereof; (b) re-lettering Paragraph (e) thereof as Paragraph (f); and (c) adding the following new Paragraph (e): (e) the 2008 CCS Acquisition; provided that immediately after giving effect to the 2008 CCS Acquisition, (1) the Company would be in pro forma compliance with the covenants set forth in Section 5.07, 5.08, 5.09, 5.10 and 5.13 (assuming, for the purpose of Section 5.10 and the calculation, if applicable, of Excess Cash Flow for the purpose of Section 5.08, that the 2008 CCS Acquisition was consummated on the first date of the most recent fiscal period with respect to which each such covenant is calculated) and (2) the Company shall have delivered to the Administrative Agent a certificate of a Responsible Officer certifying such pro forma compliance and showing in reasonable detail the calculation thereof. Section 4. Representation and Warranties. The Company and each other Obligor represents and warrants that, on and as of the Amendment Effective Date (as defined below) and immediately after giving effect to this Amendment, (a) the representations and warranties of the Obligors contained in the Loan Documents are true and (b) no Default has occurred and is continuing. Section 5. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York. Section 6. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Section 7. Effectiveness. This Amendment shall become effective as of the date (the “ |
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