EXHIBIT 4.7
THIRD AMENDMENT TO LONG TERM CREDIT AGREEMENT AND
FOURTH AMENDMENT TO SHORT TERM CREDIT AGREEMENT
THIS THIRD AMENDMENT TO LONG TERM CREDIT AGREEMENT and
FOURTH AMENDMENT TO SHORT TERM CREDIT AGREEMENT (the "Amendment") is
entered into this the 17 day of December, 1997, by and among TBC
CORPORATION ("Borrower"), FIRST TENNESSEE BANK NATIONAL ASSOCIATION as
administrative agent ("Administrative Agent") for itself as Lender and the
other undersigned Lenders, FIRST NATIONAL BANK OF CHICAGO and SUNTRUST
BANK, NASHVILLE, N.A. (each a "Lender").
W I T N E S S E T H:
WHEREAS, the Borrower, the Administrative Agent and the
Lenders are each a party to the Short Term Credit Agreement and the Long
Term Credit Agreement each dated September 25, 1996 and each as previously
amended (each a "Credit Agreement" and collectively the "Credit
Agreements"); and
WHEREAS, the parties hereto have agreed to amend the
Credit Agreements on the terms and conditions hereinafter set out.
NOW, THEREFORE, for valuable consideration the receipt of
which is hereby acknowledged, the parties agree as follows:
1. Capitalized terms used herein but not otherwise
defined shall have the meaning set forth in the Credit Agreements.
2. Section 6.17 of each Credit Agreement is amended as
follows:
(a) Subsection (iv) is hereby amended by deleting
"10%" and inserting in lieu thereof "20%".
(b) Subsection (vii) is hereby amended by deleting
"$3,000,000" and inserting in lieu thereof "$8,000,000."
3. Section 6.21 of each Credit Agreement is amended by
deleting "$10,000,000" and inserting in lieu thereof "$15,000,000."
4. Section 6.23 of each Credit Agreement is deleted in
its entirety and the following new Section 6.23 inserted in lieu thereof:
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"Section 6.23 Minimum Working Capital. Borrower will
maintain working capital (calculated as current assets
less current liabilities, each determined in accordance
with GAAP) of at least $40,000,000, such amount to be
determined quarterly.
5. In all other respects each Credit Agreement is
ratified and remains in full force and effect.
6. This Amendment may be executed in any number of
counterparts by the parties hereto, each of which shall then be deemed to
be an original and all of which taken together shall constitute one and
the same agreement.
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IN WITNESS WHEREOF, the undersigned duly authorized
officers have executed this Amendment on behalf of the parties on this the
17 day of December, 1997.
FIRST TENNESSEE BANK NATIONAL
ASSOCIATION, as Administrative
Agent and Lender
By: /s/ X. X. Xxxxxx
Title: National Account Officer
SUNTRUST BANK, NASHVILLE, N.A.
By: /s/ Xxxxxxxxx X. Xxxxx
Title: Vice President
THE FIRST NATIONAL BANK OF CHICAGO
By: /s/ Xxxxxx Xxxxx
Title: As Agent
TBC CORPORATION
By: /s/ Xxxxxx X. XxXxxxxxxx
Title: Senior Vice President
Operations & Treasurer
BORROWER
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