Exhibit 4.6

	Bankof America, N.A.
	1 Bryant Park, 32nd Floor
	NewYork, NewYork10036
As of January 11, 2021
MovadoGroup,Inc.
650FromRoad, Suite 375
Paramus,NJ07652-3556
Attention:SallieA.DeMarsilis

Re:Consent to Dividends by Movado Group, Inc. (the “Parent”)

Ladiesand Gentlemen:

Reference is made to that certain Amended and Restated Credit Agreement, dated as of October12, 2018, by and among Parent, Movado Group Delaware Holdings Corporation, Movado LLC, MovadoRetailGroup,Inc.,MGILuxuryGroupS.A.,andMovadoWatchCompanySA(collectively,the“Borrowers”), the other Loan Parties identified therein, the financial institutions from time to time partythereto, as Lenders, and Bank of America, N.A., as Administrative Agent (as amended, restated, orsupplemented from time to time, the “Credit Agreement”).All capitalized terms not otherwise definedhereinshallhavethe samemeaningas providedforinthe CreditAgreement.

As requested by the Borrowers, each of the undersigned Lenders, constituting Required Lendersunder the Credit Agreement, hereby consent to two dividends by Parent payable to certain of the Parent’sequity holders, which when aggregated do not exceed $5,000,000 (the “Dividend Cap”) provided that (i)the initial dividend shall be paid on or prior to February 15, 2021, in an amount of up to $2,500,000 (the“Initial Dividend”) and (ii) the second dividend shall be paid during the period from February 15, 2021through May 31, 2021, in an amount that, when added together with the Initial Dividend, does not exceedthe Dividend Cap.The undersigned agree that the dividends permitted to be paid pursuant to this letteragreement are in addition to, and without limitation of, any dividends otherwise permitted to be paidpursuanttothe CreditAgreement,includingpursuantto Section7.06(f)thereof.

By their countersignature hereto the Borrowers hereby acknowledge and agree that such consentby the Required Lenders shall not be deemed to be a waiver by the Required Lenders of any of their rightscontained in the CreditAgreementor a consent to any modification or waiver of any provision of theLoan Documents except as expressly set forth above in the immediately preceding paragraph, and nothingin this letter agreement shall be construed to imply any willingness of the Required Lenders to grant anyfuture waiver, consent or amendment of any of the terms of the Credit Agreement or the other LoanDocuments.Exceptasexpresslyconsentedtoabove,theCreditAgreementandallotherLoanDocuments are hereby ratified and confirmed in all respects and shall continue in full force and effect.Upon the Borrowers’ execution and delivery of a countersigned original of this letter, this letter shall takeeffectasasealedinstrument underthelawsof theStateofNewYorkasof thedatefirstabovewritten.

[SIGNATUREPAGESFOLLOW]

Verytrulyyours,
BANKOFAMERICA,N.A.,
asAdministrative Agent
By:	/s/ Ronaldo Naval
Name:	RonaldoNaval
Title:	VicePresident
BANKOFAMERICA,N.A.,
asa Lender,L/CIssuerandSwinglineLender
By:
Name:	Jana Baker
Title:	SeniorVicePresident

[ConsenttoDividendbyMovadoGroup,Inc.]

Verytrulyyours,
BANKOFAMERICA,N.A.,
asAdministrative Agent
By:
Name:
Title:
BANKOFAMERICA,N.A.,
asa Lender,L/CIssuerandSwinglineLender
By:	/s/ Jana Baker
Name:	Jana Baker
Title:	SeniorVicePresident

[ConsenttoDividendbyMovadoGroup,Inc.]

BANKLEUMIUSA,
as aLender
By:	/s/ Russell Turley
Name:	RussellTurley
Title:	VicePresident
By:	/s/ David Wiederman
Name:	DavidWiederman
Title:	VicePresident

[ConsenttoDividendbyMovadoGroup,Inc.]

PNCBANK,NATIONALASSOCIATION,
asaLender
By:	/s/ MelindaDiBenedetto
Name:	MelindaDiBenedetto
Title:	VicePresident

[ConsenttoDividendbyMovadoGroup,Inc.]

Acknowledged and Agreed as of this 11th day of January, 2021.
MOVADO GROUP, INC.,
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Secretary
MOVADO GROUP DELAWARE HOLDINGS CORPORATION
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Secretary
MOVADO, LLC
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Secretary
MOVADO RETAIL GROUP, INC.
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Secretary
MGI Luxury Group S.A.
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Attorney-in-Fact
Movado Watch Company SA
as a Borrower
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Attorney-in-Fact

MGI Luxury Group, B.V.
as a Guarantor
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Attorney-in-Fact
movado group nederland, B.V.
as a Guarantor
By:	/s/ Mitchell Sussis
Name:	Mitchell Sussis
Title:	Attorney-in-Fact

[ConsenttoDividendbyMovadoGroup,Inc.]