Letter Agreement Extending Due Diligence Period under Asset Purchase Agreement between Rent-A-Center, Inc. and Rent-Way Entities (12/31/2002)

Summary

This letter agreement, dated December 31, 2002, is between Rent-A-Center, Inc. and Rent-Way, Inc., along with its subsidiaries Rent-Way of Michigan, Inc. and Rent-Way of TTIG, L.P. It extends the due diligence period under their Asset Purchase Agreement to January 20, 2003, allowing Rent-A-Center more time to complete its review. The extension may continue beyond that date if Rent-Way or its subsidiaries do not comply with certain covenants. All other terms of the original agreement remain unchanged.

EX-2.3 4 d04070exv2w3.txt LETTER AGREEMENT - 12/31/02 EXHIBIT 2.3 [RAC Letterhead] December 31, 2002 VIA FACSIMILE ###-###-#### Rent-Way, Inc. Rent-Way of Michigan, Inc. Rent-Way of TTIG, L.P. Attn: Chief Executive Officer One Rent Way Place Erie, Pennsylvania 16505 Dear Sir: This letter is provided pursuant to Section 4.11 of that certain Asset Purchase Agreement, dated as of December 17, 2002 (the "ASSET PURCHASE AGREEMENT"), by and among Rent-A-Center, Inc. (the "ACQUIROR"), and Rent-Way, Inc. (the "COMPANY"), Rent-Way of Michigan, Inc. ("RENT-WAY MICHIGAN") and Rent-Way of TTIG, L.P. ("TTIG" and, together with Rent-Way Michigan, the "OPERATING SUBSIDIARIES"). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Asset Purchase Agreement. Following an evaluation of the status of Acquiror's due diligence investigation up to and including the date hereof, the Acquiror, the Company and the Operating Subsidiaries hereby mutually agree, in accordance with Section 4.11 of the Asset Purchase Agreement, that the Extended Investigation Period shall be a period of twenty (20) days as fully set forth below. The Company and the Operating Subsidiaries hereby acknowledge that the Extended Investigation Period is necessary for Acquiror to adequately complete its due diligence review of the Company and the Operating Subsidiaries. Accordingly, the Extended Investigation Period shall extend until and include January 20, 2003, provided, however, that the Extended Investigation Period shall continue after January 20, 2003 in the event that Company or any of the Operating Subsidiaries shall not have reasonably complied with the covenants set forth in Section 4.5(c) and (e) of the Asset Purchase Agreement. Other than as specifically provided for herein, all other terms and conditions of the Asset Purchase Agreement shall remain in full force and effect. [Signature Page to Follow] RENT-A-CENTER, INC. By: /s/ Mark E. Speese ---------------------------------------- Name: Mark E. Speese --------------------------------- Title: Chief Executive Officer --------------------------------- AGREED AND ACCEPTED: RENT-WAY, INC. By: /s/ William A. McDonnell ----------------------------------------- Name: William A. McDonnell ---------------------------------- Title: Vice President ---------------------------------- RENT-WAY OF MICHIGAN, INC. By: /s/ William A. McDonnell ----------------------------------------- Name: William A. McDonnell ---------------------------------- Title: Vice President ---------------------------------- RENT-WAY OF TTIG, L.P. By: Rent-Way Development, Inc., its general partner By: /s/ William A. McDonnell ------------------------------------ Name: William A. McDonnell ----------------------------- Title: Vice President ----------------------------- cc: Hodgson Russ, LLP One M&T Plaza, Suite 2000 Buffalo, New York ###-###-#### Attention: John J. Zak, Esq. Telecopy: 716 ###-###-####