Fourth 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. It extends the dates for advances and letters of credit, adjusts the expiration date for letters of credit, and revises the minimum EBITDA financial covenant. All other terms of the original agreement remain unchanged. Both parties reaffirm their commitments and confirm that no default exists as of the amendment date.

EX-10.24 4 dex1024.txt FOURTH AMENDMENT TO CREDIT AGREEMENT EXHIBIT 10.24 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of June 25, 2002, 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 1.1 (a) is hereby amended by deleting "June 1, 2003" as the last day on which Bank will make advances under the Line of Credit, and by substituting for said date "October 1, 2003," with such change to be effective upon the execution and delivery to Bank of a promissory note substantially in the form of Exhibit A attached hereto (which promissory note shall replace and be deemed the Line of Credit Note defined in and made pursuant to the Credit Agreement) and all other contracts, instruments and documents required by Bank to evidence such change. 2. Section 1.1 (c) is hereby amended (a) by deleting "June 1, 2003" as the last day on which Bank will issue Letters of Credit under the subfeature therefor under the Line of Credit, and by substituting for said date "October 1, 2003," and (b) by deleting "December 1, 2003" as the last date any such Letter of Credit may expire, and by substituting for said date "December 1, 2004" 3. 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 beginning with the fiscal quarter ending June 2002, with "EBITDA defined as net profit before tax plus interest expense (net of capitalized interest expense), depreciation expense and amortization expense." 4. 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. -1- 5. 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. 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/ John D. Hellmann By: /s/ Alita Marshall -------------------- ------------------ Alita Marshall Title: Vice President Vice President -2-