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EXHIBIT 4.1.1
FIRST AMENDMENT TO CREDIT AGREEMENT
This First Amendment to Credit Agreement ("Amendment") dates as of the 31st
day of December, 1997, is entered into by and among XxXXXXX RENTCORP, a
California corporation, as "Borrower," the banks listed on the signature pages
hereof (individually a "Bank" and collectively "Banks"), and UNION BANK OF
CALIFORNIA, NATIONAL ASSOCIATION, as agent for Banks (in such capacity,
"Agent").
RECITALS
A. Pursuant to that Credit Agreement dated as of July 10, 1997, as
amended from time to time ("Agreement"), among Borrower, the Banks and
Agent, credit facilities have been made available to Borrower in a
maximum aggregate principal amount of $70,000,000, consisting of a
Basic Commitment Amount of $40,000,000 and a Reserve Commitment Amount
of $30,000,000.
B. Borrower has requested that the Agent and the Banks amend the
Agreement to increase the Basic Commitment Amount to $50,000,000, and
the Reserve Commitment Amount to $40,000,000, and to make such other
amendments as are set forth below. The Agent and the Bank's are
willing to effect such amendments upon the terms and subject to the
conditions set forth below.
NOW, THEREFORE, the parties hereto agree as follows:
1. Unless otherwise defined herein, capitalized terms used in this
Amendment shall have the respective meanings given to those terms in
the Agreement.
2. The definitions of "Basic Commitment Amount" and "Reserve Commitment
Amount", in Article One of the Agreement are hereby deleted and
replaced with the respective definitions thereof set forth below:
"Basic Commitment Amount" means the amount of Fifty Million Dollars
($50,000,000)."
"Reserve Commitment Amount" means the amount of Forty Million Dollars
($40,000,000)."
3. The definition of "Pro Rata Share", in Article One of the Agreement
is hereby deleted and replaced with the definition thereof set forth below:
"Pro Rata Share" means, with respect to each Bank, the percentage set
forth next to that Bank's name as follows:
Bank Pro Rata Share Commitment
---- -------------- ----------
Union Bank of 34% $30,600,000
California, N.A.
Bank of 33% $29,700,000
America, NT&SA
Fleet Bank, N.A. 33% $29,700,000"
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4. The Commitment amounts, the Pro Rata Share percentages, and the addresses
for notices and other communications, of each of the Banks, as set forth on the
signature pages of the Agreement are hereby deleted and replaced with the
respective Commitment amounts, Pro Rata Share percentages, and addresses for
notices and other communications, of each of the Banks set forth on the
signature pages hereof.
5. Borrower hereby represents and warrants to the Agent and the Banks as
follows:
a. Each of the representations and warranties set forth in Article 6 of the
Agreement is true and correct on the date hereof and, after giving
effect to the amendments effected hereby on the Effective Date, will be
true and correct on the Effective Date; and
b. No Default or Event of Default has occurred and is continuing or exists
under the Agreement on the date hereof and, after giving effect to the
amendments effected hereby on the Effective Date, No Default or Event of
Default will have occurred and be continuing or will exist under the
Agreement on the Effective Date.
6. The amendments set forth in Sections 2, 3 and 4 above shall become
effective on December 31, 1997 (the "Effective Date"), subject to receipt by
the Agent of each of the following on or prior to the Effective Date:
a. Counterparts of this Amendment, duly executed by Borrower, the Agent and
each of the Banks;
b. New Revolving Notes, appropriately completed and duly executed by
Borrower, to the extent require by amendments to the Basic Commitment
Amount; and
c. A certificate of the secretary of Borrower certifying: (i) the corporate
action taken by Borrower to authorize the execution, delivery and
performance of this Amendment, and (ii) the incumbency of the officer(s)
of Borrower authorized to execute this Amendment on behalf of Borrower.
7. On and after the Effective Date, all references in the Agreement or other
Loan Documents to the Agreement shall mean the Agreement as amended hereby, and
the term "Loan Documents" shall include this Amendment. On and after the
Effective Date, all references in the Agreement or other Loan Documents to the
Revolving Note(s) shall mean the Revolving Note(s) executed in connection with
this Amendment. Except as specifically provided herein, all terms and
conditions of the Agreement remain in full force and effect, without waiver or
modification, and this Amendment and the Agreement shall be read together as
one document.
8. This Amendment may be executed in any number of counterparts and by
different parties hereto in separate counterparts, each of which when so
executed shall be deemed to be an original and all of which when taken together
shall constitute on and the same agreement. This Agreement shall be governed
by, and construed in accordance with, the laws of the state of California.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by as
of the date and year first written above.
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BORROWER:
XxXXXXX RENTCORP
By: __________________________
Its: _________________________
Notice Address:
0000 Xxx Xxxxxxx
Xxxxxxxxx, Xxxxxxxxxx 00000
Attention: Ms. Delight Xxxxxx
BANKS:
UNION BANK OF CALIFORNIA,
NATIONAL ASSOCIATION,
individually and as Agent
By: __________________________
Its: _________________________
Notice Address:
000 Xxxxxxxxxx Xxxxxx
Xxx Xxxxxxxxx, XX 00000
Attention: Xx. Xxxxxx Xxxxxxxxxx
Vice President
Fax No: (000) 000 0000
Commitment: $30,000,000
Pro Rata Shre: 34%
FLEET BANK, N.A.
By: __________________________
Its: _________________________
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Notice Address:
1185 Avenue of the Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attention: Xx. Xxxxxxx X. Xxxxxx
Vice President
Fax No: (000) 000 0000
Commitment: $20,700,000
Pro Rata Share: 33%
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS ASSOCIATION
By: __________________________
Its: _________________________
Notice Address:
000 Xxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, XX 00000
Attention: Xx. Xxxxxxx X. Xxxx
Vice President
Fax No: (000) 000 0000
Commitment: $29,700,000
Pro Rata Share: 33%
