Second Amendment to Credit Agreement between Shoe Pavilion Corporation and Wells Fargo Bank

Summary

This amendment updates the existing credit agreement between Shoe Pavilion Corporation and Wells Fargo Bank, effective September 1, 2001. The main change is a revision to the minimum EBITDA requirements that Shoe Pavilion must meet at specified fiscal periods. All other terms of the original credit agreement remain unchanged. Both parties confirm that there are no current defaults under the agreement.

EX-10.19 4 dex1019.txt SECOND AGREEMENT TO CREDIT AGREEMENT Exhibit 10.19 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of September 1, 2001, by and between Shoe Pavilion Corporation, a Washington corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank"). RECITALS -------- WHEREAS, Borrower is currently indebted to Bank pursuant to the terms and conditions of that certain Credit Agreement between Borrower and Bank dated as of FEBRUARY 27, 2001, as amended from time to time ("Credit Agreement"). WHEREAS, Bank and Borrower have agreed to certain changes in the terms and conditions set forth in the Credit Agreement and have agreed to amend the Credit Agreement to reflect said changes. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree that the Credit Agreement shall be amended as follows: 1. Section 4.8 (c) is hereby deleted in its entirety, and the following substituted therefor: "(c) EBITDA, determined as of each fiscal quarter end on a rolling four quarter basis, not less than $3,000,000.00 as of the third fiscal quarter of fiscal year ending 2001, not less than $4,000,000.00 as of fiscal year ending December 2001, and not less than $4,500,000.00 as of each fiscal quarter thereafter, with "EBITDA" defined as net profit before tax plus interest expense (net of capitalized interest expense), depreciation expense and amortization expense." 2. Except as specifically provided herein, all terms and conditions of the Credit Agreement remain in full force and effect, without waiver or modification. All terms defined in the Credit Agreement shall have the same meaning when used in this Amendment. This Amendment and the Credit Agreement shall be read together, as one document. 3. Borrower hereby remakes all representations and warranties contained in the Credit Agreement and reaffirms all covenants set forth therein. Borrower further certifies that as of the date of this Amendment there exists no Event of Default as defined in the Credit Agreement, nor any condition, act or event which with the giving of notice or the passage of time or both would constitute any such Event of Default. -1- IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the day and year first written above. WELLS FARGO BANK, SHOE PAVILION CORPORATION NATIONAL ASSOCIATION By: /s/ Dmitry Beinus By: /s/ Alita Marshall --------------------------- --------------------------- Alita Marshall Title: CEO Vice President ------------------------ -2-