AMENDMENT XX. 0
XXXXXXXXX XX. 0 (this "Amendment"), dated as of June 15, 1999, to the Bank
Credit Agreement (as amended and in effect from time to time, the "Credit
Agreement"), by and between Xxxxxxx Leasing Corp., a Delaware corporation
(the "Borrower"), First Union National Bank, a national banking association
("First Union") and BankBoston, N.A., a national banking association
("BankBoston") (each of First Union and BankBoston being referred to
hereinafter as a "Lender" and collectively as the "Lenders").
WHEREAS, the Borrower has requested that the Lenders agree to
amend certain of the terms and conditions of the Credit Agreement; and
WHEREAS, the Lenders have agreed, subject to the satisfaction of the
conditions set forth herein, to amend certain of the provisions of the Credit
Agreement; and
WHEREAS, capitalized terms used and not defined herein shall have the
meanings ascribed thereto in the Credit Agreement.
NOW, THEREFORE, the parties hereto hereby agree as follows:
Section 1. AMENDMENT TO THE CREDIT AGREEMENT.
Section 1.1 The Credit Agreement is hereby amended by deleting the
words "at all times" and substituting the words "at the end of each quarter"
in Section 7.15.
Section 1.2 The Credit Agreement is hereby amended by deleting the
words "at all times" and substituting the words "at the end of each quarter"
in Section 7.16.
Section 1.3 Current Ratio. The Credit Agreement is hereby amended by
deleting Section 7.17 thereof in its entirety.
Section 2. CONDITIONS TO EFFECTIVENESS. This Amendment shall become
effective upon receipt by each of the Lenders of a duly executed signature
page hereto from the Borrower and each of the Lenders.
Section 3. REPRESENTATIONS AND WARRANTIES. The Borrower hereby
represents and warrants to the Lenders as follows:
Section 3.1. Representations and Warranties in Credit Agreement.
The representations and warranties of the Borrower contained in the
Credit Agreement, as amended hereby, were true and correct in all material
respects when made and continue to be true and correct in all material
respects on the date hereof, except as such representations and warranties
are affected by the transactions contemplated or permitted by the Credit
Agreement, as amended hereby, or are expressly made as of a prior date.
Section 3.2. Authority, No Conflicts, etc. The execution, delivery
and performance by the Borrower of this Amendment and the consummation of the
transactions contemplated hereby, (i) are within the corporate powers of the
Borrower and have been duly authorized by all necessary corporate action on
the part of the Borrower, (ii) do not require any approval or consent of, or
notice to or filing with, any governmental agency or authority, any court or
other tribunal, or any other Person which has not been given or obtained,
(iii) do not violate any provisions of any law, rule, or regulation or any
provision of any order, judgment, injunction, or decree presently in effect,
or any provision of the charter documents or by-laws of the Borrower, (iv) do
not result in any breach of or constitute a default under any other agreement
or instrument to which the Borrower is a party or by which it or any of its
properties are bound, and (v) do not result in or require the creation or
imposition of any mortgage, deed of trust, pledge, lien, security interest
or other charge or encumbrance of any nature upon any of the assets or
properties of the Borrower.
Section 4. NO OTHER AMENDMENTS OR WAIVERS. Except as expressly
provided in this Amendment, all of the terms and conditions of the Credit
Agreement shall remain in full force and effect. This Amendment does not,
and shall not, constitute a waiver of any present or future Default or Event
of Default. Nothing in this Amendment shall be construed to imply any
willingness on the part of the Lenders to grant any similar or other future
amendment of any of the terms and conditions of the Credit Agreement.
Section 5. EXECUTION IN COUNTERPARTS. This Amendment may be executed
in any number of counterparts and by each party on a separate counterpart,
each of which when so executed and delivered shall be an original, but all
of which together shall constitute one instrument. In proving this
Amendment, it shall not be necessary to produce or account for more than one
such counterpart signed by the party against whom enforcement is sought.
Section 6. EFFECTIVE DATE. Subject to the satisfaction of the
conditions precedent set forth in Section 2 hereof, this Amendment shall
be deemed to be effective as of the date first above written.
Section 7. GOVERNING LAW. This Amendment shall be deemed to be a
contract under the laws of the Commonwealth of Pennsylvania and shall for all
purposes be construed in accordance with and governed by the internal laws
of said Commonwealth, without reference to principles of conflicts of law.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
date first above written.
XXXXXXX LEASING CORP.
Attest: _______________ By: __________________________
Title: __________________________
Name: ____________________________
FIRST UNION NATIONAL BANK
By: __________________________
Title: __________________________
Name: ____________________________
BANKBOSTON, N.A.
By: __________________________
Title: __________________________
Name: ____________________________
