Exhibit 4.9(f)
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AMENDMENT NUMBER 6 TO
SECURITY AGREEMENT
AMENDMENT NUMBER 6 TO SECURITY AGREEMENT (this Amendment), dated as of
December 24, 2001 by and among UNION ACCEPTANCE FUNDING CORPORATION, an Indiana
corporation, as seller (in such capacity, as Seller), UAFC-1 CORPORATION, a
Delaware corporation, as debtor (in such capacity, the Debtor), UNION ACCEPTANCE
CORPORATION, an Indiana corporation (UAC), individually and in its capacity as
collection agent (in such capacity, the Collection Agent), ENTERPRISE FUNDING
CORPORATION, a Delaware corporation (the Company), and BANK OF AMERICA, N.A., a
national banking association (Bank of America), individually and as collateral
agent and agent for the Company and the Bank Investors, and as administrative
agent (in such capacities, the Collateral Agent, the Agent and the
Administrative Agent, respectively) amending that certain Security Agreement
dated as of May 25, 2000 (the Security Agreement).
WHEREAS, the parties hereto mutually desire to make certain amendments to
the Security Agreement as hereinafter set forth.
NOW, THEREFORE, the parties hereby agree as follows:
SECTION 1. Defined Terms. As used in this Amendment, and except as
otherwise provided in this Section 1, capitalized terms shall have the same
meanings assigned thereto in the Security Agreement.
Exhibit C of the Security Agreement is hereby amended by deleting
subsection (a) and replacing it with the following (solely for convenience
changed language is italicized):
(c) permit its Minimum Fixed Charge Coverage Ratio for the December 31,
2001 period to be .50 to 1.0.
SECTION 2. Representations and Warranties. Each of the Debtor and the
Collection Agent, represent and warrant that all of its respective
representations and warranties described in Sections 3.1 and 3.2 of the Security
Agreement are true and correct as of the date hereof as if such representations
and warranties were recited herein in their entirety.
SECTION 3. Payment of Expenses. The Debtor agrees to pay any reasonable
attorney's fees and expenses of the Agent, the Collateral Agent, the
Administrative Agent and the Company in connection with the preparation,
execution and delivery of this Amendment.
SECTION 4. Limited Scope. This amendment is specific to the circumstances
described above and does not imply any future amendment or waiver of rights
allocated to the Debtor, the Collection Agent, the Agent, the Administrative
Agent or the Collateral Agent under the Security Agreement.
SECTION 5. Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
SECTION 6. Severability; Counterparts. This Amendment may be executed ion
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 one and the same
instrument. Any provisions of this Amendment which are prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability without invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such provision in any
other jurisdiction.
SECTION 7. Ratification. Except as expressly affected by the provisions
hereof, the Security Agreement as amended shall remain in full force and effect
in accordance with its terms and ratified and confirmed by the parties hereto.
On and after the date hereof, each reference in the Security Agreement to this
Agreement, hereunder, herein or words of like import shall mean and be a
reference to the Security Agreement as amended by this Amendment.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment Number 6 as of the date first written above.
ENTERPRISE FUNDING CORPORATION,
as Company
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
Title: Vice President
UAFC-1 CORPORATION, as Debtor
By: /s/ Xxxxxxx Xxxxxxxx
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Name: Xxxxxxx Xxxxxxxx
Title: President
UNION ACCEPTANCE FUNDING
CORPORATION, as Seller
By: /s/ Xxxx X. Xxxxx
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Name: Xxxx X. Xxxxx
Title:
UNION ACCEPTANCE CORPORATION,
individually and as Collection Agent
By: /s/ Xxxxxxx X. Xxxx
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Name: Xxxxxxx X. Xxxx
Title:
BANK OF AMERICA, N.A., individually and
as Collateral Agent, Administrative Agent,
Agent and Bank Investor
By: /s/ Xxxxxxxxxxx X. Xxxxx
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Name: Xxxxxxxxxxx X. Xxxxx
Title: Vice President
