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EXHIBIT 10(c)
NEW/MODIFIED COMMITMENT SUPPLEMENT
This New/Modified Commitment Supplement ("Supplement") is made as of
March 25, 1998 ( the "Effective Date") by and among Source One Mortgage Services
Corporation (the "Company"), The Mortgage Authority, Inc., Central Pacific
Mortgage Company, The First National Bank of Chicago, in its capacity as agent
("Agent"), and Guaranty Federal Bank, F.S.B. (the "Increasing Lender").
The Company, the Borrowing Subsidiaries, the Increasing Lender and
Agent are parties to a certain Third Amended and Restated Revolving Credit
Agreement dated as of July 25, 1997, as amended (the "Credit Agreement")
pursuant to which Agent and certain other Lenders agreed to provide a revolving
credit facility to the Company and the Borrowing Subsidiaries on the terms and
conditions set forth in the Credit Agreement. Any capitalized term not expressly
defined herein shall have the meaning ascribed to such term in the Credit
Agreement.
The Increasing Lender has agreed to increase its Commitment from
$43,000,000 to $50,000,000.
The parties hereto desire to amend the Credit Agreement pursuant to
Section 2.1(b) thereof to reflect the Increasing Lender's increased Commitment.
NOW, THEREFORE, the parties hereto agree as follows:
1. From and after the Increasing Lender's Commitment under the Credit
Agreement shall be Fifty Million Dollars ($50,000,000) or such other amount as
may be stated in any subsequent modification to the Credit Agreement. The
Company and the Borrowing Subsidiaries hereby confirm that the existing Notes
held by the Increasing Lender shall evidence all amounts advanced by them it the
increased Commitment described herein. The Aggregate Commitment of the Lenders
under the Credit Agreement, after giving effect to such increased Commitment by
the Increasing Lender shall be $701,000,000.
2. The Company, each Borrowing Subsidiary, the Increasing Lender and
the Agent shall cooperate on the Effective Date to cause the outstanding pro
rata Advances to reflect the revised Percentages shown on Exhibit C hereto by
the close of business on the Effective Date, through either the partial
repayment of outstanding pro rata Advances held by other Lenders or the funding
of new pro rata Advances solely or disproportionately by the Increasing Lender.
3. The Borrower shall pay to the Agent on the Effective Date, as a
condition to the effectiveness of this Supplement, a fee for the account of the
Increasing Lender equal to $3,500.
4. All references in the Credit Agreement and the other Credit
Documents shall be deemed to refer to the Credit Agreement as modified by this
Supplement. Pursuant to
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Section 2.1(b) of the Credit Agreement, Exhibit C to the Credit Agreement is
hereby replaced by Exhibit C to this Supplement.
5. In all other respects, the Credit Agreement is and remains
unmodified and in full force and effect and is hereby ratified and confirmed.
6. This Supplement may be executed in any number of counterparts, all
of which taken together shall constitute one agreement, and any of the parties
hereto may execute this Supplement by signing any such counterpart.
IN WITNESS WHEREOF, the Company, the Borrowing Subsidiaries, the
Increasing Lender and the Agent have executed this Supplement as of the date
first above written.
COMPANY: SOURCE ONE MORTGAGE SERVICES
CORPORATION
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
-------------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Executive Vice President and
Chief Financial Officer
TMA: THE MORTGAGE AUTHORITY, INC.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President
CPM: CENTRAL PACIFIC MORTGAGE COMPANY
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-------------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Executive Vice President
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AGENT: THE FIRST NATIONAL BANK OF CHICAGO,
as Agent
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: First Vice President
INCREASING LENDER:
GUARANTY FEDERAL BANK, F.S.B.
Commitment:
$50,000,000 By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
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EXHIBIT C
EXISTING INCREMENTAL NEW
INSTITUTION COMMITMENT PERCENTAGE NEW DOLLARS COMMITMENT PERCENTAGE
----------- ---------- ---------- ----------- ---------- ----------
THE FIRST NATIONAL BANK OF
CHICAGO 65,000,000.00 9.3569942363% 65,000,000.00 9.2724679030%
BANK OF AMERICA 50,000,000.00 7.▇▇▇▇▇▇▇▇▇▇% 50,000,000.00 7.1326676177%
COMERICA BANK 50,000,000.00 7.▇▇▇▇▇▇▇▇▇▇% 50,000,000.00 7.1326676177%
GUARANTY FEDERAL BANK 43,000,000.00 6.1959654179% 7,000,000.00 50,000,000.00 7.1326676177%
PNC BANK, NATIONAL ASSOCIATION 50,000,000.00 7.▇▇▇▇▇▇▇▇▇▇% 50,000,000.00 7.1326676177%
THE BANK OF NEW YORK 50,000,000.00 7.▇▇▇▇▇▇▇▇▇▇% 50,000,000.00 7.1326676177%
CREDIT LYONNAIS 45,000,000.00 6.▇▇▇▇▇▇▇▇▇▇% 45,000,000.00 6.4194008559%
NATIONAL CITY BANK OF KENTUCKY 40,000,000.00 5.7636887608% 40,000,000.00 5.7061340942%
NATIONSBANK OF TEXAS, N.A. 40,000,000.00 5.7636887608% 40,000,000.00 5.7061340942%
WESTDEUTSCHE LANDESBANK
GIROZENTRALE 40,000,000.00 5.7636887608% 40,000,000.00 5.7061340942%
CORESTATES BANK, N.A. 34,000,000.00 4.8991354467% 34,000,000.00 4.▇▇▇▇▇▇▇▇▇▇%
FLEET BANK 32,000,000.00 4.6109510086% 32,000,000.00 4.▇▇▇▇▇▇▇▇▇▇%
▇▇▇▇▇▇ TRUST & SAVINGS BANK 30,000,000.00 4.3227665706% 30,000,000.00 4.2796005706%
BANQUE PARIBAS 27,000,000.00 3.8904899135% 27,000,000.00 3.8516405136%
CANADIAN IMPERIAL BANK OF
COMMERCE 27,000,000.00 3.8904899135% 27,000,000.00 3.8516405136%
MARINE MIDLAND BANK, N.A. 25,000,000.00 3.8023054755% 25,000,000.00 3.5663338088%
BANKERS TRUST COMPANY 24,000,000.00 3.4582132565% 24,000,000.00 3.▇▇▇▇▇▇▇▇▇▇%
MITSUBISHI TRUST AND BANKING
CORPORATION 22,000,000.00 3.1700288184% 22,000,000.00 3.1383737518%
TOTALS: 694,000,000.00 100.00% 7,000,000.00 701,000,000.00 100.00%
