Loan Agreement [Amendment No. 1] - Union Bank of California NA and Crocs Inc.
[UNION BANK OF CALIFORNIA LOGO]
AMENDMENT NO. 1 TO LOAN AGREEMENT
THIS AMENDMENT NO. 1 TO LOAN AGREEMENT (this "Amendment"), dated as of November 21, 2007, is entered into by and among Union Bank of California, N.A., ("Bank"), and Crocs, Inc., a Delaware corporation ("Borrower"), with reference to the following facts:
A. The Borrower and Bank are parties to that certain Loan Agreement, dated as of May 8, 2007, (the "Loan Agreement"), as amended from time to time, pursuant to which the Bank has provided the Borrower with certain credit facilities.
B. Borrower has requested that Bank increase the commitment amount of certain of the existing credit facilities, extend maturity dates, and make certain other modifications to the Loan Agreement.
C. Bank is willing to grant such accommodations to Borrower on the terms and conditions set forth below.
NOW, THEREFORE, the parties hereby agree as follows:
1. Defined Terms. Any and all initially capitalized terms used in this Amendment (including, without limitation, in the recitals hereto) without definition shall have the respective meanings specified in the Loan Agreement.
2. Increase to Revolving Loan Amount. Section 1.1.1 of the Loan Agreement is hereby amended by substituting the words "Twenty-Five Million Dollars ($25,000,000)" for the words "Fifteen Million Dollars ($15,000,000)".
3. Add Minimum Net Domestic Accounts Receivable covenant. Section 4.14 of the Loan Agreement is hereby added to read in full as follows:
"4.14 Minimum Domestic Accounts Receivable. Borrower will maintain Domestic Accounts Receivable of not less than $35,000,000 as of the fiscal quarter ended December 31, 2007 and not less than $40,000,000 as of the fiscal quarter ended March 31, 2008 and thereafter. "Domestic Accounts Receivable" means accounts receivable owing to Borrower, payable in United States dollars, arising out of the sale or lease of goods or the rendition of services by Borrower, with respect to which the account debtor is a resident of the United States."
4. Conditions Precedent. The effectiveness of this Amendment shall be subject to the prior satisfaction of each of the following conditions:
investigation by the Bank or any closing shall affect the representations and warranties or the right of the Bank to rely thereon.
IN WITNESS WHEREOF, the parties have entered into this Amendment by their respective duly authorized officers as of the date first above written.
/s/ Peter Case
|Title:||Chief Financial Officer|
6328 Monarch Park Place
Niwot, Colorado 80503
Attention: Keith Love, Treasury Manager
Telecopier: (303) 858-7048
Telephone: (303) 848-7084
UNION BANK OF CALIFORNIA, N.A.
/s/ Douglas S. Lambell
Douglas S. Lambell
530 B Street, 4th Floor
San Diego, California 92101
Attention: Douglas S. Lambell, VP
Telecopier: (619) 230-3766
Telephone: (619) 230-3029