Reaffirmation of Guaranty by Wilsons Leather Entities in Favor of General Electric Capital Corporation (October 31, 2000)

Summary

This agreement, dated October 31, 2000, involves Wilsons Leather Holdings Inc. and its related entities reaffirming their obligations under previous guaranty agreements in favor of General Electric Capital Corporation, acting as agent for a group of lenders. The parties confirm that their guaranties remain valid and enforceable following amendments to the underlying credit agreement, ensuring continued support for loans and credit obligations provided to Wilsons Leather Holdings Inc. by the lenders.

EX-10.3 4 0004.txt REAFFIRMATION OF GUARANTY Exhibit 10.3 REAFFIRMATION OF GUARANTY ------------------------- October 31, 2000 General Electric Capital Corporation, as Agent 10 South LaSalle Street Suite 2800 Chicago, Illinois 60603 Attn: Wilsons Leather Account Manager Please refer to (1) the Second Amended and Restated Credit Agreement dated the date hereof (the "Amended Credit Agreement"), amending and restating that certain Amended and Restated Credit Agreement dated as of May 24, 1999, amending and restating that certain Credit Agreement dated as of May 25, 1996 among Wilsons Leather Holdings Inc. ("Borrower"), and the Loan Parties, General Electric Capital Corporation, individually and as agent ("Agent") and the other lenders signatory thereto; (2) the Parent Guaranty dated as of May 25, 1996 (as amended, the "Parent Guaranty"), by certain of the undersigned in favor of Agent on behalf of the Lenders under the Credit Agreement (3) the Store Guarantors' Guaranty (as amended, the "Store Guarantors' Guaranty") dated as of May 25, 1996 by certain of the undersigned in favor of Agent on behalf of the Lenders under the Credit Agreement, (4) the Joinder Agreement dated July 31, 1997 between Wilsons International, Inc. and Agent, (5) the Joinder Agreement dated May 24, 1999 between certain of the undersigned and Agent, (6) the Joinder Agreement dated October 10, 2000 between certain of the undersigned and Agent and (7) the Joinder Agreement of even date herewith between certain of the undersigned and Agent. Pursuant to the Amended Credit Agreement, Lenders have agreed to make Loans and to incur Letter of Credit Obligations and Eligible Trade L/C Obligations on behalf of Borrower. All capitalized terms used but not otherwise defined herein have the meaning given to them in the Credit Agreement or in SCHEDULE A thereto. We hereby (i) acknowledge receipt of the Amended Credit Agreement, (ii) acknowledge and reaffirm all of our obligations and undertakings under the Parent Guaranty and the Store Guarantors' Guaranty (as applicable) (collectively, the "Guaranties"), and (iii) acknowledge and agree that subsequent to, and taking into account such Amended Credit Agreement, the Guaranties are and shall remain in full force and effect in accordance with the terms thereof. Parents: Wilsons The Leather Experts Inc. Wilsons Center, Inc. Rosedale Wilsons, Inc. River Hills Wilsons, Inc. By: /s/ DANIEL R. THORSON ------------------------------------- Title: TREASURER ---------------------------------- The authorized officer of each of the foregoing corporations Store Guarantors: Bermans The Leather Experts Inc. El Portal Group, Inc. Travelsupplies.com LLC Wilsons Leather Direct Inc. Wilsons International Inc. Wilsons Leather of Airports Inc. Wilsons Leather of Alabama Inc. Wilsons Leather of Arkansas Inc. Wilsons Leather of Canada Ltd. Wilsons Leather of Connecticut Inc. Wilsons Leather of Delaware Inc. Wilsons Leather of Florida Inc. Wilsons Leather of Georgia Inc. Wilsons Leather of Indiana Inc. Wilsons Leather of Iowa Inc. Wilsons Leather of Louisiana Inc. Wilsons Leather of Maryland Inc. Wilsons Leather of Massachusetts Inc. Wilsons Leather of Michigan Inc. Wilsons Leather of Mississippi Inc. Wilsons Leather of Missouri Inc. Wilsons Leather of New Jersey Inc. Wilsons Leather of New York Inc. Wilsons Leather of North Carolina Inc. S-1 Wilsons Leather of Ohio Inc. Wilsons Leather of Pennsylvania Inc. Wilsons Leather of Rhode Island Inc. Wilsons Leather of South Carolina Inc. Wilsons Leather of Tennessee Inc. Wilsons Leather of Texas Inc. Wilsons Leather of Vermont Inc. Wilsons Leather of Virginia Inc. Wilsons Leather of West Virginia Inc. Wilsons Leather of Wisconsin Inc. WWT, Inc. By: /s/ DANIEL R. THORSON ------------------------------------- Name: DANIEL R. THORSON ----------------------------------- The authorized officer of each of the foregoing corporations S-2