EX-10 3 exh101.txt EXHIBIT 10.1 AMENDMENT CREDIT AGREEMENT Exhibit 10.1 HSBC Bank USA, National Association 17 South Broadway Nyack, NY 10960 August 31, 2004 Mr. Michael Umana Chief Financial Officer Saucony, Inc. 13 Centennial Drive Peabody, MA 01960 Re: Amended and Restated Credit Agreement dated as of August 30, 2002, by and between Saucony, Inc. (the "Borrower"), as borrower and, as successor in interest to State Street Bank and Trust Company, HSBC Bank USA, National Association (the "Bank"), as agent for the lenders from time to time party thereto (as amended, the "Credit Agreement") Gentlemen: The Borrower and the Bank hereby agree as follows: The definition of "Credit Termination Date" contained in Section 1.1 of the Credit Agreement is hereby amended to state as follows: "Credit Termination Date" shall mean August 31, 2005. This Letter Agreement may be executed in any number of counterparts and by the parties hereto on separate counterparts, each of which counterpart when executed and delivered shall be an original, but all of which together shall constitute one and the same instrument. This Letter Agreement shall be governed by and construed in accordance with the laws of The Commonwealth of Massachusetts. Mr. Michael Umara August 31, 2004 Page Two The Borrower agrees that the Credit Agreement and all documents executed in connection therewith or pursuant thereto remain in full force and effect after giving effect to this Letter Agreement. Please confirm that the foregoing correctly sets forth our agreement by signing and returning the duplicate copy of this Letter Agreement enclosed herewith. Very truly yours, HSBC Bank USA, National Association By: /s/ John V. Raleigh Name: John V. Raleigh Title: Vice President ACCEPTED AND AGREED: SAUCONY, INC. By: /s/ Michael Umana Name: Michael Umana Title: Chief Financial Officer Cnw\agree\saucony2(baw)