EXHIBIT 10.29
AMENDMENT TO TERM LOAN-- AGREEMENT
AND TERM NOTE
This amendment (the "Amendment'), dated as of the date specified below, is
by and between the borrower (the "Borrower") and the bank (the "Bank")
identified below.
RECITALS
A. The Borrower and the Bank have executed a Term Loan -Agreement (the
"Agreement") and the Borrower has executed Note "the "Note"), both dated
FEBRUAR 19, 1996-and as amended from time to time, and the Borrower (and if
applicable, certain third parties) have executed the collateral documents
identified in Article III of the Agreement and certain other related documents
(collectively the "Loan Documents"), setting forth the terms and conditions upon
which the Borrower may obtain loans from the Bank from time to time in the
original amount not to exceed $ 3,000,000.00 as may be amended from time to
time.
B. The Borrower has requested that the Bank permit certain modifications
to the Agreement and Note as described below.
C. The Bank has agreed to such modifications, but only upon the terms and
conditions outlined in this Amendment,
TERMS OF AGREEMENT
In consideration of the mutual covenants contained herein, and for Other good
and valuable consideration, the Borrower and the Bank agree as follows:
[x] Extension of Maturity Date. If checked here, the references to
"_FEBRUARY_1 9, 1999" in the Note as the maturity date of the Loan are hereby
deleted and replaced with * AUGUST 31, 1999
0 Change in Payment Schedule. If checked here, effective upon the date of
this Amendment, the information under the heading 'Payment Schedule" IS deleted
and replaced with the following:
Interest is payable beginning JUNE 1, 1999, and on the same date of each THIRD
month thereafter (except that if a given month does not have such a date, the
last day of such month), plus a final interest payment with the final payment of
principal.
Principal is payable- on AUGUST 31, 1999.
Financial Covenants (continued):
(viii)The RDA covenants are replaced and deleted with the following; The
combination of Net Income plus Loan Loss Provision for BNC- ND and BNC-MN
combined must be at least $564,000 at 3/31/99 and $1,348,000 at 6/30/99
(ix) All Financial Covenants will be measured on a combined basis for BNC - ND
and BNC - MN.
Change in Interest Rate. If checked here, effective upon the date of this
Amendment, the information under the heading 'Interest', on the Note, is deleted
and replaced with the following:
The unpaid principal balance will. bear interest at an annual. rate described
in the Interest Rate Rider attached to this Amendment -
Effectiveness of Prior Documents. Except as specifically amended hereby,
the Agreement, the Note and the other Loan Documents shall remain in full force
and off act in accordance with their respective terms. All warranties and
representations contained in the Agreement and the other Loan Documents are
hereby reconfirmed as of the date hereof. All collateral previously provided to
secure toe Agreement and/or Note continues AS Security, and all guaranties
guaranteeing obligations under the Loan Documents remain in full force and
effect. This is an amendment, not a novation.
Preconditions to Effectiveness. This Amendment shall only become
effective upon execution by the Borrower and the Bank, and approval by any
other third party required by the Bank,
No Waiver of Defaults; Warranties. This Amendment shall not be construed
as or be doomed to be a waiver by the Bank of existing defaults by the Borrower,
whether known or undiscovered. All agreements, representations and Warranties
made heroin shall survive the execution of this Amendment.
Counterparts. This Amendment may be signed in any number of
counterparts, each of which shall be considered an original, but when taken
together shall constitute one document.
Authorization. The Borrower represents and warrants that the execution.
delivery and performance of this Amendment and the documents. referenced
herein are within the authority of the Borrower and have been duly authorized
by all necessary action.
Attachments. All documents attached hereto, including any appendices,
schedules, riders, and exhibits to this Amendment, are hereby expressly
incorporated by reference.
Dated as of: FEBRUARY 19, 1999
BNCCORP INC
(Individual Borrower) Borrower Name (Organization)
(SEAL) a DELAWARE Corporation
Borrower Name N/A BY: /s/ Xxxxxxx X. Xxxxxxxxx
Name and Title XXXXXXX X XXXXXXXXX, PRESIDENT
By:
(SEAL)
Borrower Name N/A Name and Title:
Agreed to:
FIRSTAR BANK MILWAUKEE, N.A.
(Firstar Bank)
By:
XXXX X XXXXX
Name and Title: VICE PRESIDENT
INTEREST RATE RIDER
This Rider is made part of the Amendment to Term Loan Agreement and Term Note
(the "Amendment") dated FEBRUARY 19, 1999 by the undersigned borrower (the
"Borrower") in favor of F1RSTAR BANK MILWLAUKEE, N.A. the "Bank" as of the
date identified below. The following interest rate description is hereby
added to the Amendment:
Interest will be now be reset on June 1st and every third month thereafter. If
that date is a weekend, the reset date will be the following Monday.
Dated as of: FEBRUARY 19, 1999
BNCCORP INC
(Individual Borrower) Borrower Name (Organization)
(SEAL) a DELAWARE Corporation
Borrower Name N/A BY: /s/ Xxxxxxx X. Xxxxxxxxx
Name and Title XXXXXXX X XXXXXXXXX, PRESIDENT
By:
(SEAL)
Borrower Name N/A Name and Title:
