Barclays Credit Facility Letter Agreement with Rowecom France (November 16, 2000)

Summary

Barclays is granting Rowecom France several credit facilities, including an overdraft, a seasonal credit line guaranteed by the transfer of accounts receivable, and a foreign exchange facility. The agreement specifies the credit amounts, interest rates, and the periods during which the seasonal credit is available. The terms allow Barclays to change interest rates based on market rates and to reduce or cancel the facilities with advance notice (30 or 60 days, depending on the credit type). This letter replaces a previous agreement dated December 7, 1999.

EX-10.49 21 a2043409zex-10_49.txt EXHIBIT 10.49 Exhibit 10.49 BARCLAYS 45, boulevard Haussmann - 75315 Paris Cedex 09 Telephone: 01 55 27 55 27 - Fax: 01 55 27 50 01 [date stamp] RECEIVED NOV. 20, 2000 ROWECOM FRANCE C.L.T. CORPORATE BANKING FRANCE B.P. 40 Villebon sur Yvette 91121 PALAISEAU Cedex ATTN: MR. LUC PRUDHON CERTIFIED MAIL Paris, November 16, 2000 [handwritten] 85 MF [arrow] 31/05 C.[?] Sirs, Please find below the credits with unlimited duration that we are making available to you, in your account at our Agency: 1/ . Type of credit............................ Overdraft . Rate...................................... Eonia (*) +1% . Amount.................................... FRF 5,000,000 (Five million francs) 2/ . Type of credit............................ SEASONAL CREDIT Dailly Law Guaranteed . Rate...................................... EURIBOR (**) + 0.50% . Amount.................................... FRF 100,000,000.00 (One hundred million francs) from November 1 to March 31 every year . Amount.................................... FRF 55,000,000.00 (Fifty five million francs) from April 1 to May 31 every year . Amount.................................... FRF 13,000,000.00 (Thirteen million francs) from June 1 through July 31, then suspended until November 1 of the following year. GUARANTEE: Transfer of accounts receivable in the context of the Dailly Law (invoices contained in our books). For the overdraft, this transfer of receivables will be carried out in the form of a monthly slip sent at the end of the month for the overall amount of the authorization. (This form of operating makes the administrative processing light and simple.) 3/ . Type of credit............................ SPOT OR FORWARD FOREIGN EXCHANGE . Maximum outstanding amount................ FRF 150,000,000.00 (One hundred fifty million francs) It is specified that the interest conditions mentioned above are likely to vary according to changes in the base rates. Any modification to this base rate will be applicable following its publication by the competent divisions at the Banque de France or the Association Francaise des Banques, or any other financial authority, especially foreign, depending on the circumstances. THIS LETTER SUPERSEDES THE LETTER DATED DECEMBER 7, 1999. With these facilities granted for an undetermined duration, we specify that paragraph 1 of Article 60 of Law No. 84-46 dated January 24, 1984 obligates us to inform you of notice deadlines with which we would comply in the event of their reduction or their cancellation: * 30 days for the discount and the transferred receivable credits, * 60 days for the other credits. These deadlines will be determined counting from the date that our certified letter with return receipt requested notifying you of our decision is sent. We hope that our cooperation will allow us to further develop our relationship, and we remind you that we are making available to you all of the services that our Agency is capable of offering to its clientele. We thank you for your trust. Sincerely, [signature] [signature] Louis Rovani Fabienne Maillot Relationship Manager Corporate Manager Assistant (*) Eonia: Euro Over Night Index Average (**) EURIBOR: Europe Interbank Offered Rate (rate for the period in question)