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EXHIBIT 10.8
[LOGO]
ARBITRATION AND NOTICE OF FINAL AGREEMENT
To: Craftmade International, Inc., a
Delaware corporation
650 S. Royal Lane
Coppell, Texas
75019
(collectively, whether
one or more, "Borrower")
As of the effective date of this Notice,
Borrower and THE FROST NATIONAL BANK, a
national banking association ("Lender")
have consummated a transaction pursuant
to which Lender has agreed to amend an
existing loan or loans to Borrower and/or
to otherwise extend credit or make
financial accommodations to or for the
benefit of Borrower, in an aggregate amount
up to $23,000,000.00 minus the
outstanding principal balance of a
$2,000,000.00 Revolving Promissory Note,
dated June 14, 2004, executed by Design
Trends, LLC, a Delaware limited
liability company (collectively, whether
one or more, the "Loan").
ARBITRATION
Upon written request of either Lender or
Borrower, any controversy or claim
between or among the parties hereto
including but not limited to those arising
out of or relating to the Loan, any of the
loan documents or any related
agreements or instruments executed in
connection with the Loan (the "Loan
Documents"), including any claim based on
or arising from an alleged tort, shall
be determined by binding arbitration in
accordance with the Federal Arbitration
Act (or if not applicable, the applicable
state law), the Commercial Arbitration
Rules of the American Arbitration
Association, and the "Special Rules" set forth
below unless both Lender and Borrower, in
their respective sole discretion,
agree in writing to mediate the dispute
prior to submitting to binding
arbitration. In the event of any
inconsistency, the Special Rules shall control.
Judgment upon any arbitration award may be
entered in any court having
jurisdiction. Any party to this Agreement
may bring an action, including a
summary or expedited proceeding, to compel
arbitration of any controversy or
claim to which this agreement applies in
any court having jurisdiction over such
action. The party that requests arbitration
has the burden to initiate the
arbitration proceedings pursuant to and by
complying with the Commercial
Arbitration Rules of the American
Arbitration Association and shall pay all
associated administrative and filing
fees.
The arbitration shall be conducted in the
City of Fort Worth, Tarrant County,
Texas and administered by the American
Arbitration Association. All arbitration
hearings will be commenced within sixty
(60) days of the written request for
arbitration, and if the arbitration hearing
is not commenced within the sixty
(60) days, the party that requested
arbitration shall have waived its election
to arbitrate. Nothing in this Agreement
shall be deemed to (i) limit the
applicability of any otherwise applicable
statutes of limitation or repose and
any waivers contained in this Agreement; or
(ii) be a waiver by Lender of the
protection afforded to it by 12 U.S.C. Sec.
91 or any substantially equivalent
state law; or (iii) limit the right of
Lender hereto (A) to exercise self help
remedies s
