FEBRUARY 1999 AMENDMENT AND WAIVER AS
TO AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDMENT, dated as of the 19th day of February, 1999 among MOVADO GROUP, INC., a New
York corporation (the "Borrower"); each of the Lenders which is a signatory to the Credit Agreement referred to
below; THE CHASE MANHATTAN BANK, as Agent, as Swingline Bank and as Issuing Bank; and FLEET
BANK, N.A., as Co-Agent.
A. Reference is made to the Amended and Restated Credit Agreement dated as of July 23, 1997 (the "Original
Credit Agreement") among the Borrower, the Lenders signatory thereto, The Chase Manhattan Bank, as Agent,
as Swingline Bank and as Issuing Bank, and Fleet Bank, N.A., as Co-Agent. The Original Credit Agreement
was amended by an Amendment dated as of August 5, 1997 and by a June 1998 Amendment dated as of June
10, 1998 and by an Amendment and Waiver dated as of November 17, 1998. The Original Credit Agreement,
as so amended, will be called herein the "Credit Agreement". All capitalized terms used herein and not defined
shall have the respective meanings ascribed to them in the Credit Agreement.
B. The Borrower has requested that certain provisions of the Credit Agreement be amended or waived.
NOW, THEREFORE, for good and valuable consideration (the receipt and sufficiency of which are hereby
acknowledged), the parties hereto agree as follows:
ARTICLE 1. PARTICULAR AMENDMENTS
Section 1.1. Capital Expenditures. Section 9.05 of the Credit Agreement is hereby amended to read as follows:
"The Borrower shall not permit Consolidated Capital Expenditures to exceed $10,000,000 during any fiscal year
(on a noncumulative basis), except that with respect to the fiscal year ending January 31, 1999 Consolidated
Capital Expenditures shall not exceed $12,500,000; nor shall the Borrower permit Consolidated Capital
Expenditures to exceed $30,000,000 during the period from the Closing Date until the Maturity Date."
Section 1.2. Reporting as to Special Transaction. (a