FIRST AMENDMENT TO CREDIT AGREEMENT
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered
into as of January 5, 1998, by and between THE CHALONE WINE GROUP, LTD., a
California corporation ("Borrower"), and XXXXX FARGO BANK, NATIONAL ASSOCIATION
("Bank").
RECITALS
WHEREAS, Borrower is currently indebted to Bank pursuant to the terms
and conditions of that certain Credit Agreement between Borrower and Bank dated
as of July 30, 1997, as amended from time to time ("Credit Agreement").
WHEREAS, Bank and Borrower have agreed to certain changes in the terms
and conditions set forth in the Credit Agreement and have agreed to amend the
Credit Agreement to reflect said changes.
NOW, THEREFORE, for valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto agree that the Credit
Agreement shall be amended as follows:
1. The third full paragraph, page 3, is hereby deleted in its entirety
and the following substituted therefor:
"Line of Credit" means a revolving credit accommodation in the
maximum principal amount of $10,300,000.00 as more fully described in
Section 2.2."
2. Section 2.2(a) is hereby amended by deleting "Eight Million Three
Hundred Thousand Dollars ($8,300,000.00)" as the maximum principal amount
available under the Line of Credit, and by substituting for said amount "Ten
Million Three Hundred Thousand Dollars ($10,300,000.00)," with such change to be
effective upon the execution and delivery to Bank of a promissory note
substantially in the form of Exhibit A attached hereto (which promissory note
shall replace and be deemed the Line of Credit Note defined in and made pursuant
to the Credit Agreement) and all other contracts, instruments and documents
required by Bank to evidence such change.
3. Section 6.2 is hereby deleted in its entirety, and the following
substituted therefor:
"SECTION 5.2. CAPITAL EXPENDITURES. Make any additional
investment in fixed assets in any fiscal year in excess of an aggregate
of $4,600,000.00, excluding capital expenditures reasonably required to
replace fixed assets destroyed or damaged in the 1996 PG&E fire."
4. Borrower shall remit to Bank a non-refundable commitment fee in the
amount of $10,000.00, which fee shall be due and payable upon execution of this
Amendment.
5. Except as specifically provided herein, all terms and conditions of
the Credit Agreement remain in full force and effect, without waiver or
modification. All terms defined in the Credit Agreement shall have the same
meaning when used in this Amendment. This Amendment and the Credit Agreement
shall be read together, as one document.
6. Borrower hereby remakes all representations and warranties contained
in the Credit Agreement and reaffirms all covenants set forth therein. Borrower
further certifies that as of the date of this Amendment there exists no Event of
Default as defined in the Credit Agreement, nor any condition, act or event
which with the giving of notice or the passage of time or both would constitute
any such Event of Default.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of the day and year first written above.
XXXXX FARGO BANK,
THE CHALONE WINE GROUP, LTD. NATIONAL ASSOCIATION
By: /s/ Xxxxxxx X. Xxxxxxxx By: /s/ Xxxxx O'Melveny
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Xxxxx O'Melveny
Title: CFO Vice President
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