XXXXXXXXX COMPANY. By ------------------------------- Name: Xxxxxxx X. Xxxxxxx Title: Vice President and CFO AGENT: ----- BANKERS TRUST COMPANY, as Agent By ---------------------------------- Name: Title: LENDERS: ------- BANKERS TRUST COMPANY, as Lender By ------------------------------- Name: Title: THE CIT GROUP/BUSINESS CREDIT, INC., as Lender By ------------------------------- Name: Title: CONGRESS FINANCIAL CORPORATION, as Lender By ------------------------------- Name: Title: FLEET CAPITAL CORPORATION, as Lender By ------------------------------- Name: Title: FLEET CAPITAL CORPORATION, as Lender By ------------------------------- Name: Title: FOOTHILL CAPITAL CORPORATION, as Lender By ------------------------------- Name: Title: GMAC COMMERCIAL CREDIT, LLC, as Lender By ------------------------------- Name: Title: LA SALLE NATIONAL BANK, as Lender By ------------------------------- Name: Title: MANUFACTURERS BANK as Lender By ------------------------------- Name: Title: THE PROVIDENT BANK, as Lender By ------------------------------- Name: Title: SCHEDULE I ---------- LIST OF LENDERS --------------- Lenders Commitment Domestic Lending Office Eurodollar Lending Office ------- ---------- ----------------------- ------------------------- Bankers Trust Company The CIT Group/ Business Credit, Inc. Congress Financial Corporation Fleet Capital Corporation Foothill capital Corporation GMAC Commercial Credit, LLC La Salle National Bank [Manufacturers Bank] The Provident Bank
XXXXXXXXX COMPANY. By: /s/ Xxxxxxx X. Xxxxxxx ---------------------- Name: Xxxxxxx X. Xxxxxxx Title: Vice President and Chief Financial Officer DLJ CAPITAL FUNDING, INC., as the Syndication Agent and as a Lender By: ---------------------- Name: Title: BANKERS TRUST COMPANY, as the Documentation Agent and as a Lender By: ---------------------- Name: Title: FLEET NATIONAL BANK, as the Administrative Agent By: /s/ Xxxxx X. Xxxxxxxx --------------------- Name: Xxxxx X. Xxxxxxxx Title: Managing Director
XXXXXXXXX COMPANY. The in'urance policy covering tho Property and lhe in'ural'K:e company inuing the policy ale as follow,.
XXXXXXXXX COMPANY. By /s/ Xxxxxxx X. Xxxxxxx ------------------------------- Name: Xxxxxxx X. Xxxxxxx Title: Vice President and Chief Financial Officer FLEET NATIONAL BANK, as the Administrative Agent By /s/ Xxxxx X. Xxxxxxxx ------------------------------- Name: Xxxxx X. Xxxxxxxx Title: Managing Director SCHEDULE I to Security Agreement Xxxxx X. Xxxxxxxxx Company Item A. Location of Equipment --------------------- All of the equipment is located at the locations set forth on the attached Schedule I.C Item B. Location of Collateral Accounts ------------------------------- There are no collateral accounts.
XXXXXXXXX COMPANY. By /s/ Xxxxxxx X. Xxxxxx, Xx. -------------------------- Title: President, Chief Executive Officer and Chief Operating Officer Attest: /s/ Xxxxxxx X. Xxxxxxx ---------------------- Title: Vice President and Chief Financial Officer UNITED STATES TRUST COMPANY OF NEW YORK By /s/ Xxxxxx X. Xxxxx ------------------- Title: Senior Vice President Attest: /s/ Xxxxxxxxx X. Xxxxxxx -------------------------- Title: Assistant Vice President
XXXXXXXXX COMPANY. By /s/ Xxxxxxx X. Xxxxxxx ---------------------- Name: Xxxxxxx X. Xxxxxxx Title: Vice President and Chief Financial Officer
XXXXXXXXX COMPANY. This TRUST AGREEMENT (“Agreement”) is made by and between XXXXX X. XXXXXXXXX COMPANY, a Delaware corporation (“Employer”), and X. XXXX PRICE TRUST COMPANY, a Maryland limited purpose trust company (“Trustee”).
XXXXXXXXX COMPANY. BY: /s/ Xxxxxxx X. Xxxxxxxxx NAME: Xxxxxxx X. Xxxxxxxxx TITLE: Chief Executive Officer SELLERS /s/ Xxxxxx X. Xxxxx XXXXXX X. XXXXX /s/ Xxxxxxxx Xxxxxx-Xxxxxx XXXXXXXX XXXXXX-XXXXXX /s/ Xxxxx X. Xxxxx XXXXX X. XXXXX COMPANY WESTSTAR MORTGAGE, INC. BY: /s/ Xxxxxx Xxxxx NAME: Xxxxxx Xxxxx TITLE: Chief Executive Officer
XXXXXXXXX COMPANY. Dated:----------------------------- By: ---------------------------- Name: Title: -3- 71 EXHIBIT D PARENT OFFICER'S CERTIFICATE --------------------- The undersigned officer of Baxxx Xuxxxx Xncorporated, a Delaware corporation ("Parent") hereby certifies as of (i) the date hereof, (ii) the Baxxxxxxx Xffective Time and (iii) the Company Effective Time that:
XXXXXXXXX COMPANY. By /s/ Xxxxxxx X. Xxxxxxx ---------------------- Name: Xxxxxxx X. Xxxxxxx Title: Vice President and Chief Financial Officer Accepted and Agreed to: BT COMMERCIAL CORPORATION as Agent for the Lenders By /s/ Xxxxx Xxxxxxx ----------------- Name: Xxxxx Xxxxxxx Title: Vice President
