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Document Preview Acknowledgment, Release and Amendment to Credit Agreement |
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Title: |
Acknowledgment, Release and Amendment to Credit Agreement |
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Entities: |
General Electric Capital Corp.; Gottschalks Inc.; Kimco Capital Corp.; Gottschalks Credit Receivables Corporation; Household Bank (SB), N.A. |
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Date: |
2003 |
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Preview shows 3KB of 13KB total |
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Price: |
$31 |
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ID: |
#132259 |
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EX-10.7 10 exh10-7.htm EXHIBIT
ACKNOWLEDGMENT, RELEASE and AMENDMENT TO CREDIT AGREEMENT
ACKNOWLEDGMENT, RELEASE AND AMENDMENT TO CREDIT AGREEMENT, dated as of January 30, 2003 (this "Agreement"), to the Credit Agreement referred to below, is entered into by and among GOTTSCHALKS INC., a Delaware corporation ("Borrower"); KIMCO CAPITAL CORP., a Delaware corporation (in its individual capacity, "Kimco"), for itself, as a Lender, and as Agent for Lenders (the "Agent"); and the other Lenders party thereto from time to time.
W I T N E S S E T H
WHEREAS, Borrower, Agent and Lenders are parties to that certain Credit Agreement dated as of March 22, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement");
WHEREAS, Borrower and Gottschalks Credit Receivables Corporation, a Delaware corporation ("GCRC"), desire (i) to sell, free and clear of Agent's Liens, all of their interests in the Account Portfolio Assets (as defined in the Household Purchase Agreement defined below) to Household Bank (SB), N.A. ("Household") pursuant to the terms and conditions of that certain Purchase and Sale Agreement attached as Exhibit B hereto (the "Household Purchase Agreement"), (ii) to provide for certain temporary services by Borrower to Household pursuant to that certain Interim Servicing Agreement attached as Exhibit C hereto (the "Household Servicing Agreement") and (iii) to provide for the termination of the Securitization Facility and the prepayment and cancellation of the Certificates (as defined in that certain Escrow Agreement attached as Exhibit D hereto (the "Escrow Agreement")) including, without limitation, the Pledged Certificates (as defined in the GCRC Pledge Agreement), pursuant to the terms and conditions of the Prepayment Agreements (as defined in the Escrow Agreement);
WHEREAS, in connection with the transactions contemplated by the Household Purchase Agreement, Borrower desires to terminate the private label credit card program presently in place pursuant to the Securitization Facility and enter into a private label credit card program to be provided by Household pursuant to that certain Credit Card Program Agreement attached as Exhibit A hereto (the "Household Credit Card Agreement");
WHEREAS, Borrower has requested that Agent and each Lender release their Liens on the Released Assets (as hereinafter defined), and Agent and each Lender is willing to do so but only on the terms and conditions set forth herein;
NOW THEREFORE, in consideration of the agreement herein contained and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
RELATION TO THE CREDIT AGREEMENT; DEFINITIONS.
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