FOURTH AMENDMENT TO FIRST RESTATED CREDIT AGREEMENT
FOURTH
AMENDMENT
TO FIRST
RESTATED
CREDIT
AGREEMENT
This
FOURTH AMENDMENT TO FIRST RESTATED CREDIT AGREEMENT (this “Fourth
Amendment”),
dated
as of August 23, 2007, is among HALLMARK FINANCIAL SERVICES, INC., a Nevada
corporation (“Borrower”),
AMERICAN
HALLMARK INSURANCE COMPANY OF TEXAS,
a Texas
insurance corporation (“AHIC”),
PHOENIX
INDEMNITY INSURANCE COMPANY,
an
Arizona insurance corporation (“PIIC”),
each
other Obligor, and THE FROST NATIONAL BANK, a national banking association
(“Lender”).
RECITALS:
Borrower,
AHIC, PIIC, and Lender have previously entered into the First Restated Credit
Agreement dated as of January 27, 2006 (such agreement, together with all
amendments and restatements, the “Credit
Agreement”).
Borrower
has requested amendments to the Credit Agreement to allow the organization
of
Hallmark Statutory Trust II, a Delaware statutory trust (“Hallmark
Trust II”),
the
acquisition by Borrower of all common securities of Hallmark Trust II, the
issuance by Borrower of certain debentures, the guarantee by Borrower of certain
obligations of Hallmark Trust II, and related transactions.
Lender
has agreed to amend the Credit Agreement, subject to the terms of this Fourth
Amendment.
AGREEMENT:
NOW,
THEREFORE, in consideration of the premises and mutual covenants herein
contained, the parties hereto agree as follows:
ARTICLE
I
Definitions
1.1 Definitions.
All
capitalized terms not otherwise defined herein have the same meanings as in
the
Credit Agreement.
ARTICLE
II
Amendments
to Credit Agreement
2.1 Amendments
to Credit Agreement Section 1.1.
(a) Credit
Agreement Section 1.1
is
amended by adding the following in alphabetical order:
“Hallmark
Trust II”
means
Hallmark Statutory Trust II, a special purpose statutory Delaware business
trust
established by Borrower, of which Borrower holds all the common securities,
which is the issuer of the 2007 Preferred Securities, and which purchased
from Borrower the 2007 Debentures with the net proceeds of the issuance and
sale of the 2007 Preferred Securities.
1
“Hallmark
Trust II Declaration of Trust”
means
the Amended and Restated Declaration of Trust of Hallmark Trust II, dated as
of
August 23, 2007, together with all amendments and
restatements.
“2007
Debentures”
means
the $25,774,000 aggregate principal amount of Junior Subordinated Debt
Securities due September 15, 2037 issued by Borrower to Hallmark
Trust II.
“2007
Documents”
means
any equity security of Hallmark Trust II, any 2007 Debenture, any 2007 Preferred
Security, the 2007 Indenture, the Hallmark Trust II Declaration of Trust, the
2007 Guaranty, any document evidencing or governing any equity or Debt of
Hallmark Trust II and all other documents and instruments executed and delivered
by Borrower or Hallmark Trust II in connection with any of the
foregoing.
“2007
Guaranty”
means
the Guarantee Agreement dated August 23, 2007, made by Borrower in favor of
The Bank of New York Trust Company, National Association, as Guarantee Trustee,
together with all amendments and restatements.
“2007
Indenture”
means
the Indenture dated August 23, 2007, between Borrower and The Bank of New
York Trust Company, National Association, as Trustee, together with all
amendments and restatements.
“2007
Preferred Securities”
means
the $25,000,000 Preferred Securities issued by Hallmark Trust II.
(b) The
definition of “Consolidated
Net Worth”
is
deleted in its entirety and the following is substituted in
lieu
thereof:
“Consolidated
Net Worth”
means,
as of any date of determination, the sum of (a) consolidated shareholders’
equity of Borrower and its Subsidiaries determined in accordance with GAAP,
plus
(b) the aggregate unpaid principal amount of all 2005 Debentures;
provided,
all
2005 Debentures, all 2005 Preferred Securities and the 2005 Guaranty are
subordinate to the Obligations as provided in the 2005 Documents (as the 2005
Documents existed on June 29, 2005), plus (c) the aggregate unpaid
principal amount of all 2007 Debentures; provided,
all
2007 Debentures, all 2007 Preferred Securities and the 2007 Guaranty are
subordinate to the Obligations as provided in the 2007 Documents (as the 2007
Documents existed on August 23, 2007).
2
(c) The
definition of “Debt”
is
deleted in its entirety and the following is substituted in
lieu
thereof:
“Debt”
means,
at any time, for any Person, (a) Capital Leases, (b) Contingent Debt,
(c) debt created, issued, incurred or assumed for money borrowed or for the
deferred purchase price of property purchased, (d) all debt, obligations
and liabilities secured by any Lien upon any property owned by such Person,
even
though it has not assumed or become liable for the payment of same, and
(e) liabilities in respect of unfunded vested benefits under any
Plans; provided,
that,
for purposes of Section
7.5,
Debt
shall not include the unpaid principal amount of (i) the 2005 Debentures or
the obligations with respect to the 2005 Guaranty if at the time of
determination all amounts owed with respect to the 2005 Debentures and the
2005
Guaranty are subordinated to all Obligations on terms acceptable to Lender,
(ii) the Newcastle Note if at the time of determination all amounts owed
with respect to the Newcastle Note are subordinated to all Obligations on terms
acceptable to Lender, (iii) the Convertible Notes if at the time of
determination all amounts owed with respect to the Convertible Notes are
subordinated to all Obligations on terms acceptable to Lender, and (iv) the
2007 Debentures or the obligations with respect to the 2007 Guaranty if at
the
time of determination all amounts owed with respect to the 2007 Debentures
and
the 2007 Guaranty are subordinated to all Obligations on terms acceptable to
Lender.
(d) The
definition of “Permitted
Debt”
is
deleted in its entirety and the following is substituted in
lieu
thereof:
“Permitted
Debt”
means
(a) Existing Debt, (b) the Obligations, (c) trade accounts
payable and other similar obligations incurred in the ordinary course of
business, (d) intercompany balances in the ordinary course of business
among Borrower and its Domestic Subsidiaries;
provided,
that
all amounts owed by any Obligor to its Subsidiaries shall be subordinated to
all
Obligations on terms acceptable to Lender, (e) Capital Leases of Borrower
and each of its Subsidiaries in an aggregate principal amount not to exceed
$200,000 at any time, (f) the 2005 Debentures; provided,
that
all amounts owed with respect to the 2005 Debentures shall be subordinated
to
all Obligations on terms acceptable to Lender, and; provided further,
the
aggregate principal amount of all 2005 Debentures shall not exceed $30,928,000,
(g) the 2005 Guaranty; provided,
that
all amounts owed with respect to the 2005 Guaranty shall be subordinated to
all
Obligations on terms acceptable to Lender, (h) contingent purchase price
payable pursuant to the Aerospace Purchase Agreement; provided,
the
aggregate amount of such contingent purchase price shall not exceed $2,500,000,
(i) contingent purchase price payable pursuant to the TGA Purchase
Agreement; provided,
the
aggregate amount of such contingent purchase price shall not exceed $8,000,000,
(j) Debt evidenced by the TGA Notes; provided,
the
aggregate principal amount of all TGA Notes shall not exceed $23,750,000,
(k) Debt evidenced by the Convertible Notes; provided,
(i) the aggregate principal amount of the Convertible Notes shall not
exceed $25,000,000, and (ii) the Convertible Notes are in form, payable on
terms and subordinate to the Obligations on terms acceptable to Lender,
(l) obligations of Borrower pursuant to the TGA Purchase Agreement related
to non-competition payments in an aggregate amount not to exceed $2,000,000,
(m) the 2007 Debentures; provided,
that
all amounts owed with respect to the 2007 Debentures shall be subordinated
to
all Obligations on terms acceptable to Lender, and; provided further,
the
aggregate principal amount of all 2007 Debentures shall not exceed $25,774,000,
(n) the 2007 Guaranty; provided,
that
all amounts owed with respect to the 2007 Guaranty shall be subordinated to
all
Obligations on terms acceptable to Lender, and (o) other Debt of Borrower
and Subsidiaries in an aggregate amount not to exceed $400,000 at any time
and
that is subordinated to the Obligations on terms acceptable to Lender in its
discretion.
3
(e) The
definition of “Subsidiary”
is
amended by deleting “is” in the last sentence and substituting “and Hallmark
Trust II are” in
lieu
thereof.
2.2 Amendment
to Credit Agreement Section 7.17.
Credit
Agreement Section 7.17
is
deleted in its entirety and the following is substituted in
lieu
thereof:
7.17 Activities
of Hallmark Trust I and Hallmark Trust II.
(a) Neither
Borrower nor any of its Subsidiaries shall permit Hallmark Trust I to engage
in
any business activity other than as described in the Hallmark Trust I
Declaration of Trust (as such agreement existed on June 21, 2005).
(b) Neither
Borrower nor any of its Subsidiaries shall permit Hallmark Trust II to engage
in
any business activity other than as described in the Hallmark Trust II
Declaration of Trust (as such agreement existed on August 23,
2007).
2.3 Amendment
to Credit Agreement Section 7.18.
Credit
Agreement Section 7.18
is
deleted in its entirety and the following is substituted in
lieu
thereof:
7.18 2005
Documents and 2007 Documents.
(a) Borrower
shall not, and shall not permit any of its Subsidiaries to, change, amend or
restate (or take any action or fail to take any action the result or which
is an
effective amendment, change or restatement) or accept any waiver or consent
with
respect to, any 2005 Document, that would result in (i) an increase in the
principal, interest, overdue interest, fees or other amounts payable under
any
2005 Document, (ii) an acceleration of any date fixed for payment or prepayment
of principal, interest, fees or other amounts payable under any 2005 Document
(including, without limitation, as a result of any redemption), (iii) a change
in any of the subordination provisions of any 2005 Document, (iv) a change
in any of the interest deferral provisions of any 2005 Document, or (v) any
other change in any term or provision of any 2005 Document that could reasonably
be expected to have an adverse effect on the interests of Lender.
No
redemption, purchase, Dividend, payment, distribution or other transfer of
property shall be made to or for the benefit of any holder of or in respect
of
any equity security or Debt of Hallmark Trust I, the 2005 Debentures, the 2005
Indenture, the 2005 Preferred Securities, the Hallmark Trust I Declaration
of
Trust or the 2005 Guaranty other than, if a Default or Event of Default does
not
exist prior or after giving effect thereto, payments of regularly scheduled
cash
interest payments in respect of the 2005 Debentures by Borrower and payments
of
regularly scheduled cash interest payments in respect of 2005 Preferred
Securities by Hallmark Trust I.
4
(b) Borrower
shall not, and shall not permit any of its Subsidiaries to, change, amend or
restate (or take any action or fail to take any action the result or which
is an
effective amendment, change or restatement) or accept any waiver or consent
with
respect to, any 2007 Document, that would result in (i) an increase in the
principal, interest, overdue interest, fees or other amounts payable under
any
2007 Document, (ii) an acceleration of any date fixed for payment or prepayment
of principal, interest, fees or other amounts payable under any 2007 Document
(including, without limitation, as a result of any redemption), (iii) a change
in any of the subordination provisions of any 2007 Document, (iv) any
change in any of the interest deferral provisions of any 2007 Document, or
(v)
any other change in any term or provision of any 2007 Document that could
reasonably be expected to have an adverse effect on the interests of Lender.
No
redemption, purchase, Dividend, payment, distribution or other transfer of
property shall be made to or for the benefit of any holder of or in respect
of
any equity security or Debt of Hallmark Trust II, the 2007 Debentures, the
2007
Indenture, the 2007 Preferred Securities, the Hallmark Trust II Declaration
of
Trust or the 2007 Guaranty other than, if a Default or Event of Default does
not
exist prior or after giving effect thereto, payments of regularly scheduled
cash
interest payments in respect of the 2007 Debentures by Borrower and payments
of
regularly scheduled cash interest payments in respect of 2007 Preferred
Securities by Hallmark Trust II.
2.4 Amendment
to Credit Agreement Section 8.21.
Credit
Agreement Section 8.21
is
deleted in its entirety and the following is substituted in
lieu
thereof:
8.21 2005
Documents; 2007 Documents.
(a) Attached
as Exhibit N
to the
Existing Agreement are true and correct copies of the Hallmark Trust I
Declaration of Trust, the 2005 Indenture, the 2005 Guaranty, and all exhibits
and schedules to such agreements. There are no agreements between or among
any
of the parties to such agreements, any holder of any equity security or Debt
of
Hallmark Trust I, any trustee of Hallmark Trust I, any holder of any 2005
Debenture or any other Person, or their respective Affiliates, related to the
subject matter of such agreements not contained in the documents attached as
Exhibit N
to the
Existing Agreement.
5
(b) Attached
as Exhibit Q
are true
and correct copies of the Hallmark Trust II Declaration of Trust, the 2007
Indenture, the 2007 Guaranty, and all exhibits and schedules to such agreements.
There are no agreements between or among any of the parties to such agreements,
any holder of any equity security or Debt of Hallmark Trust II, any trustee
of
Hallmark Trust II, any holder of any 2007 Debenture or any other Person, or
their respective Affiliates, related to the subject matter of such agreements
not contained in the documents attached as Exhibit Q.
2.5 Amendment
to Credit Agreement Section 8.22.
Credit
Agreement Section 8.22
is
deleted in its entirety and the following is substituted in
lieu
thereof:
8.22 Subordination;
2005 Documents; 2007 Documents.
(a) The
principal of and interest on the 2005 Debentures and all obligations of Borrower
and each of its Subsidiaries in respect of and under the 2005 Debentures, the
2005 Indenture, the 2005 Preferred Securities, the Hallmark Trust I Declaration
of Trust and the 2005 Guaranty are subordinate in all respects to all of the
Obligations. No obligation under any 2005 Document benefits from any collateral
(including any sinking fund or similar deposit arrangement) or guaranty (except,
with respect to the 2005 Preferred Securities, only, the 2005
Guaranty).
(b) The
principal of and interest on the 2007 Debentures and all obligations of Borrower
and each of its Subsidiaries in respect of and under the 2007 Debentures, the
2007 Indenture, the 2007 Preferred Securities, the Hallmark Trust II Declaration
of Trust and the 2007 Guaranty are subordinate in all respects to all of the
Obligations. No obligation under any 2007 Document benefits from any collateral
(including any sinking fund or similar deposit arrangement) or guaranty (except,
with respect to the 2007 Preferred Securities, only, the 2007
Guaranty).
2.6 Amendment
to Credit Agreement Section 9.1.
Credit
Agreement Section 9.1
is
amended by (a) deleting the period at the end of Section 9.1(q)
and
substituting “; or” in
lieu
thereof,
and (b) adding the following:
(r) 2007
Documents.
Any
Person who is a holder of, or claims to act for the benefit of any holder of,
any equity security or Debt of Hallmark Trust II, any 2007 Debenture, any 2007
Preferred Security, the 2007 Guaranty, or any other 2007 Document shall assert
that any obligation under any 2007 Document is not subordinate in any respect
to
the Obligations; any payment or transfer of property shall be made under any
2007 Document (other than payment of regularly scheduled cash interest payments
in accordance with the 2007 Debentures and 2007 Preferred Securities (as such
agreements existed on August 23, 2007) if no Default or Event of Default
exists prior to or after giving effect to such payment); a default shall occur
under any 2007 Document; or the 2007 Indenture, 2007 Debentures or 2007
Preferred Securities shall benefit from any collateral (including any sinking
fund or similar deposit arrangement) or guarantee (except, with respect to
the
2007 Preferred Securities, only, the 2007 Guaranty);
6
2.7 2007
Documents.
A new
Exhibit Q
(2007
Documents), in the form of attached Exhibit Q,
is
added to the Credit Agreement.
ARTICLE
III
Waivers
3.1 Credit
Agreement Section 7.10.
Credit
Agreement Section 7.10
prohibits the acquisition by Borrower or a Subsidiary of assets, subject to
certain exceptions. The acquisition by Borrower of the common capital stock
of
Hallmark Trust II is not permitted by Credit Agreement Section 7.10.
The
acquisition by Hallmark Trust II of the 2007 Debentures is not permitted by
Credit Agreement Section
7.10.
3.2 Credit
Agreement Section 7.12.
Credit
Agreement Section 7.12
prohibits investments by Borrower or a Subsidiary, subject to certain
exceptions. The acquisition by Borrower of the common capital stock of Hallmark
Trust II is not permitted by Credit Agreement Section
7.12.
The
acquisition by Hallmark Trust II of the 2007 Debentures is not permitted by
Credit Agreement Section
7.12.
3.3 Waiver.
Lender
waives the provisions of Credit Agreement Sections 7.10
and
7.12
with
respect to the acquisition by Borrower of the common stock of Hallmark
Trust II and the acquisition by Hallmark Trust II of the 2007
Debentures pursuant to the 2007 Documents (as the 2007 Documents existed on
August 23, 2007).
3.4 Limited
Waiver.
The
waiver provided in Section 3.3
does not
constitute a waiver of any requirement of any Loan Document, except as
specifically waived hereby, or of any Default or Event of Default, now or
hereafter existing.
7
ARTICLE
IV
Conditions
Precedent
4.1 Conditions.
The
effectiveness of this Fourth Amendment is subject to the satisfaction of the
following conditions precedent:
(a) Documents.
Lender
shall have received the following in number of counterparts and copies as Lender
may request:
(i) Fourth
Amendment.
This
Fourth Amendment executed by Borrower, each other Obligor and
Lender.
(ii) 2007
Documents.
Lender
shall have received true and correct copies of the executed 2007 Documents
and
each other agreement described on Schedule 1.
(iii) Obligor
Proceedings.
Evidence that all corporate, limited liability company and partnership
proceedings of each Obligor and each other Person (other than Lender) taken
in
connection with the transactions contemplated by this Fourth Amendment and
the
other Loan Documents shall be reasonably satisfactory in form and substance
to
Lender and Special Counsel; and Lender shall have received copies of all
documents or other evidence which Lender or Special Counsel may reasonably
request in connection with such transactions.
(iv) Expenses.
Reimbursement for reasonable Attorney Costs incurred through the date
hereof.
(v) Other
Documents.
In form
and substance satisfactory to Lender and Special Counsel, such other documents,
instruments and certificates as Lender may reasonably require in connection
with
the transactions contemplated hereby.
(b) No
Default.
No
Default or Event of Default shall exist.
(c) Representations
and Warranties.
(i) All
of
the representations and warranties contained in Article VIII
of the
Credit Agreement, as amended hereby, and in the other Loan Documents shall
be
true and correct on and as of the date of this Fourth Amendment with the same
force and effect as if such representations and warranties had been made on
and
as of such date, except to the extent such representations and warranties speak
to a specific date.
(ii) All
of
the representations and warranties contained in Article VI
shall be
true and correct on and as of the date hereof and subject to any waiver
previously delivered by Lender to Borrower.
8
ARTICLE
V
Ratification
5.1 Ratification.
The
terms and provisions set forth in this Fourth Amendment shall modify and
supersede all inconsistent terms and provisions set forth in the Credit
Agreement and except as expressly modified and superseded by this Fourth
Amendment, the terms and provisions of the Credit Agreement and the other Loan
Documents are ratified and confirmed and shall continue in full force and
effect. Each Obligor agrees that the Credit Agreement, as amended hereby, and
the other Loan Documents to which it is a party or subject shall continue to
be
legal, valid, binding and enforceable in accordance with their respective
terms.
ARTICLE
VI
Representations
and Warranties
6.1 Representations
and Warranties of all Obligors.
Each
Obligor hereby represents and warrants to Lender that (a) the execution,
delivery and performance of this Fourth Amendment and any and all other Loan
Documents executed and/or delivered in connection herewith have been authorized
by all requisite action on the part of such Obligor and will not violate any
organizational document of such Obligor, (b) the representations and
warranties contained in the Credit Agreement, as amended hereby, and each other
Loan Document are true and correct on and as of the date hereof as though made
on and as of the date hereof, except to the extent such representations and
warranties speak to a specific date, (c) no Default or Event of Default
exists, and (d) such Obligor is in full compliance with all covenants and
agreements contained in the Credit Agreement, as amended hereby, and the other
Loan Documents to which it is a party or it or its property is
subject.
ARTICLE
VII
Miscellaneous
7.1 Reference
to Credit Agreement.
Each of
the Loan Documents, including the Credit Agreement and any and all other
agreements, documents, or instruments now or hereafter executed and delivered
pursuant to the terms hereof or pursuant to the terms of the Credit Agreement
as
amended hereby, are hereby amended so that any reference in such Loan Documents
to the Credit Agreement shall mean a reference to the Credit Agreement as
amended hereby.
7.2 Severability.
The
provisions of this Fourth Amendment are intended to be severable. If for any
reason any provision of this Fourth Amendment shall be held invalid
or unenforceable
in whole or in part in any jurisdiction, such provision shall, as to such
jurisdiction, be ineffective to the extent of such invalidity or
unenforceability without in any manner affecting the
validity or enforceability thereof in any other jurisdiction or the remaining
provisions hereof in any jurisdiction.
9
7.3 Counterparts.
This
Fourth Amendment may be executed in any number of counterparts, all of which
taken together shall constitute one and the same instrument, and any party
hereto may execute this Fourth Amendment by signing any such
counterpart.
7.4 GOVERNING
LAW.
THIS FOURTH AMENDMENT AND THE OTHER LOAN DOCUMENTS SHALL BE CONSTRUED IN
ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF TEXAS. THE LOAN
DOCUMENTS ARE PERFORMABLE IN SAN ANTONIO, BEXAR COUNTY, TEXAS, AND BORROWER,
EACH L/C RIC AND LENDER WAIVE THE RIGHT TO BE SUED ELSEWHERE. BORROWER, EACH
L/C
RIC AND LENDER AGREE THAT THE STATE AND FEDERAL COURTS OF TEXAS LOCATED IN
SAN
ANTONIO, TEXAS SHALL HAVE JURISDICTION OVER PROCEEDINGS IN CONNECTION WITH
THIS
FOURTH AMENDMENT AND THE OTHER LOAN DOCUMENTS.
7.5 ENTIRE
AGREEMENT.
THIS WRITTEN AGREEMENT, TOGETHER WITH THE OTHER LOAN DOCUMENTS, REPRESENTS
THE
FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE
OF
PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES HERETO.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE
PARTIES.
THE
REMAINDER
OF THIS
PAGE
IS
INTENTIONALLY
LEFT
BLANK.
10
Executed
as of the date first written above.
|
BORROWER:
|
HALLMARK
FINANCIAL SERVICES, INC.
|
|
| |
|
|
| By: | ||
|
Xxxxxxx
X. Xxxxxxxx
|
||
|
Chief
Accounting Officer
|
||
|
L/C
RICs:
|
AMERICAN
HALLMARK INSURANCE COMPANY OF TEXAS
|
|
|
PHOENIX
INDEMNITY INSURANCE COMPANY
|
||
| |
|
|
| By: | ||
|
Xxxxxxx
X. Xxxxxxxx
|
||
|
Chief
Financial Officer and
Treasurer
|
||
|
OTHER
OBLIGORS:
ACO
HOLDINGS, INC.
ALLRISK
INSURANCE AGENCY, INC.
AMERICAN
HALLMARK AGENCIES, INC.
AMERICAN
HALLMARK GENERAL AGENCY, INC.
EFFECTIVE
CLAIMS MANAGEMENT, INC.
HALLMARK
CLAIMS SERVICE, INC.
HALLMARK
FINANCE CORPORATION
HALLMARK
GENERAL AGENCY, INC.
HALLMARK
UNDERWRITERS, INC.
|
||
| By: | ||
|
Xxxxxxx
X. Xxxxxxxx
|
||
|
Chief
Financial Officer and Treasurer
|
|
AEROSPACE
CLAIMS MANAGEMENT GROUP, INC.
AEROSPACE
HOLDINGS, LLC
AEROSPACE
SPECIAL RISK, INC.
TEXAS
GENERAL AGENCY, INC.
TGA
SPECIAL RISK, INC.
|
||
| By: | ||
|
Xxxxxxx
X. Xxxxxxxx
|
||
|
Vice
President
|
|
AEROSPACE
FLIGHT, INC.
|
||
| By: | ||
|
Xxxxx
X. Xxxx
|
||
|
Secretary
|
|
AEROSPACE
INSURANCE MANAGERS, INC.
|
||
| By: | ||
|
Xxxxxxx
X. Xxxxxxxx
|
||
|
Senior
Vice
President
|
|
PAN
AMERICAN ACCEPTANCE CORPORATION
|
||
| By: | ||
|
Xxx
Xxxxx
|
||
|
Secretary
&
Treasurer
|
|
LENDER:
|
THE
FROST NATIONAL BANK
|
|
| |
|
|
| By: | ||
|
Print Name:
|
||
|
Print Title:
|
||
|
|
||
EXHIBIT
Q
SCHEDULE
1
Document
Index for 2007 Documents
