FIRST AMENDMENT TO 1997 REVOLVING CREDIT AGREEMENT
THIS FIRST AMENDMENT to 1997 REVOLVING CREDIT AGREEMENT (the "First
Amendment") is intended to amend the terms of the 1997 Revolving Credit
Agreement (the "Agreement") dated as of February 26, 1997, among DATA
TRANSMISSION NETWORK CORPORATION; FIRST NATIONAL BANK OF OMAHA; FIRST NATIONAL
BANK, WAHOO, NEBRASKA; NBD BANK, N.A.; NORWEST BANK NEBRASKA, N.A.; THE SUMITOMO
BANK, LIMITED; MERCANTILE BANK OF ST. LOUIS, N.A.; FIRST BANK, NATIONAL
ASSOCIATION; BANK OF MONTREAL; LASALLE NATIONAL BANK; and THE BOATMEN'S NATIONAL
BANK OF ST. LOUIS. All terms and conditions of the Agreement shall remain in
full force and effect except as expressly amended herein. All capitalized terms
herein shall have the meanings prescribed in the Agreement. The Agreement shall
be amended as follows:
The parties hereby acknowledge that, effective as of the date hereof,
$38,000,000 of the outstanding balance of the Borrower's loan shall be converted
to a term loan in accordance with Section 2.4 of the Agreement. Such loan shall
bear interest at the rate of 7.865% per annum. In Section 2.1 of the Agreement,
the reference to the maximum amount of revolving credit available to be advanced
shall be reduced from $59,500,000 to $33,000,000, and the references to each
Bank's maximum advance limit shall be reduced accordingly on a pro rata basis,
as shown on Exhibit A. No further increases in the Base Revolving Credit
Facility are available to be implemented under Section 2.1 of the Agreement.
In connection with this First Amendment the Borrower is
contemporaneously executing and delivering to the Banks Converted Notes dated as
of the date hereof in the respective principal amounts shown on Exhibit A
hereto. This First Amendment shall not affect and there remain outstanding from
the Borrower to the Banks, the Existing Term Notes and the Related Bank Debt.
This First Amendment may be executed in several counterparts and such
counterparts together shall constitute one and the same instrument.
Except as expressly agreed herein, all terms of the Agreement shall
remain in full force and effect.
IN WITNESS WHEREOF, the undersigned have executed this FIRST AMENDMENT
TO 1997 REVOLVING CREDIT AGREEMENT dated as of March 31, 1997.
1
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DATA TRANSMISSION NETWORK
CORPORATION
By
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Title:
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FIRST NATIONAL BANK OF OMAHA
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
2
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THE SUMITOMO BANK, LIMITED
By
-----------------------------------
Title:
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
3
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FIRST NATIONAL BANK, WAHOO,
NEBRASKA
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Xxxxxxxx
0
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XXX XXXX
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Xxxxxxxx
0
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XXXXXXX XXXX NEBRASKA, N.A.
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
6
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LASALLE NATIONAL BANK, a national
banking association
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
7
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MERCANTILE BANK OF
ST. LOUIS, N.A.
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
8
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FIRST BANK, NATIONAL
ASSOCIATION
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
9
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THE BOATMEN'S NATIONAL BANK
OF ST. LOUIS
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
10
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BANK OF MONTREAL, a Canadian bank
By
-----------------------------------
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
--------
Borrower
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Exhibit A
to
FIRST AMENDMENT TO
1997 REVOLVING CREDIT AGREEMENT
Maximum Amount
Converted Available Under
Bank Pro Rata % Note Amount Revolving Facility*
---------- ---------- ----------- -------------------
FNB-O 20.7% $ 7,866,000 $ 6,831,000
FNB-W .5% 190,000 165,000
NBD 11.9% 4,522,000 3,927,000
Norwest 4.8 % 1,824,000 1,584,000
LaSalle 19.9% 7,562,000 6,567,000
Sumitomo 10.0% 3,800,000 3,300,000
Mercantile 10.3% 3,914,000 3,399,000
Montreal 11.6% 4,408,000 3,828,000
First Bank 10.3% 3,914,000 3,399,000
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$38,000,000 $33,000,000
*Includes current amounts outstanding after Conversion
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