Exhibit 10.1
FIRST AMENDMENT TO REVOLVING
CREDIT
AND SECURITY
AGREEMENT
This First Amendment to Revolving
Credit and Security Agreement (the “ First Amendment
”), is made this 14 th day of October, 2009 among CROCS,
INC. , a corporation organized under the laws of the State of
Delaware (“ Crocs ”), CROCS RETAIL, INC.
, a corporation organized under the laws of the State of Colorado
(“ Retail ”), CROCS ONLINE, INC. , a
corporation organized under the laws of the State of Colorado
(“ Online ”), OCEAN MINDED, INC. , a
corporation organized under the laws of the State of Colorado
(“ Ocean ”), JIBBITZ, LLC, a limited
liability company organized under the laws of the State of Colorado
(“ Jibbitz ”), BITE, INC. , a corporation
organized under the laws of the State of Colorado (“
Bite ”, together with Crocs, Retail, Online, Ocean,
Jibbitz and each other Person joined as a borrower from time to
time to the Loan Agreement (as defined below), collectively “
Borrowers ” and each a “ Borrower
”), the financial institutions which are now or which
hereafter become a party hereto (collectively, the “
Lenders ” and each individually a “
Lender ”) and PNC BANK, NATIONAL ASSOCIATION
(“ PNC ”), as agent for Lenders (PNC, in such
capacity, the “ Agent ”).
BACKGROUND
A.
On September 25, 2009,
Borrowers, Lenders and Agent entered into, inter alia
, that certain Revolving Credit and Security Agreement (as same has
been or may hereafter be amended, modified, renewed, extended,
restated or supplemented from time to time, the “ Loan
Agreement ”) to reflect certain financing arrangements
among the parties thereto. The Loan Agreement and all other
documents executed in connection therewith to the date hereof are
collectively referred to as the “ Existing Financing
Agreements ”. All capitalized terms used and not
otherwise defined herein shall have the meaning ascribed thereto in
the Loan Agreement, as amended hereby.
B .
Borrowers have requested and Agent
and Lenders have agreed to modify certain terms and provisions of
the Loan Agreement on the terms and subject to the conditions
contained in this First Amendment.
NOW, THEREFORE
, in consideration of the mutual
promises contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as
follows:
Section 1.
Amendment to
Section 6.5(a) of the Loan Agreement
.
Upon the
Effective Date (as defined below), Section 6.5(a) of the
Loan Agreement shall be amended and restated in its entirety as
follows:
(a)
Net
Worth . Maintain at all times
a Tangible Net Worth in an amount not less than $205,000,000,
measured at the end of each fiscal quarter, commencing with the
fiscal quarter ending December 31, 2009.
Section 2.
Condition Precedent
. This First Amendment shall
be effective upon Agent’s receipt of this First Amendment
fully executed by the Borrowers (the “ Effective Date
”).
