Exhibit 10.37
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THIRD AMENDMENT
TO
INDIVIDUAL LOAN AGREEMENT
THIS THIRD AMENDMENT TO INDIVIDUAL LOAN AGREEMENT (the "Third
Amendment") is entered into effective as of June 21, 2001 by and between XXXXX
X. XXXX, an individual ("Borrower") and BANK OF AMERICA, N.A., a national
banking association, successor to Bank of America National Trust and Savings
Association ("Bank").
WITNESSETH:
WHEREAS, Bank, and Borrower heretofore entered into that certain
Individual Loan Agreement, dated as of January 5, 1998 which was subsequently
modified by those certain Amendments to Individual Loan Agreement dated January
12, 1998 and August 12, 1998 (as amended, the "Individual Loan Agreement")
pursuant to which Bank agreed to make loans to Borrower from time to time
subject to and upon terms, covenants and conditions contained therein;
WHEREAS, Bank, and Borrower now desire to amend the Individual Loan
Agreement in certain particulars.
NOW THEREFORE, in consideration of these premises, the promises, mutual
covenants and agreements contained in this Third Amendment, and fully intending
to be legally bound by this Third Amendment, Bank, and Borrower hereby agree as
follows:
1. Definitions.
Unless otherwise specifically defined herein, all defined
terms used in this Third Amendment shall have their respective
meanings set forth in the Individual Loan Agreement.
2. Amendments.
(1) Section 1.1 Line of Credit Amount subsection (a) of
the Individual Loan Agreement is hereby amended by
deleting it in its entirety and substituting in lieu
thereof the following:
"(a) During the availability period described below,
the Bank will provide a line of credit to the
Borrower. The amount of the line of credit (the
"Commitment") is Three Million Dollars ($3,000,000)."
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(2) Section 1.2 Availability Period of the Individual
Loan Agreement is hereby amended by deleting it in
its entirety and substituting in lieu thereof the
following:
"1.2 Availability Period. The line of credit is
available between the date of this Agreement and
December 31, 2004 (the "Expiration Date") unless the
Borrower is in default."
(3) Article 8 Default of the Individual Loan Agreement is
hereby amended by adding the following Section 8.14:
"8.14 Default Under Guarantor Facility. A default
occurs under the terms of that certain Amended and
Restated Credit Agreement dated as of June 14, 2001
by and between Nexstar Finance LLC, Nexstar
Broadcasting Group, LLC, certain of its subsidiaries
from time to time parties thereto, Bank of America,
N.A., as administrative agent and lender, and certain
other agents and lenders.
(4) Section 5.1 Guaranties of the Individual Loan
Agreement is hereby amended by deleting it in its
entirety and substituting in lieu thereof the
following:
"5.1 Guaranties. Limited guaranties signed by Nexstar Finance
LLC; Nexstar Finance Inc.; Nexstar Broadcasting of
Northeastern Pennsylvania, LLC; Nexstar Broadcasting of
Joplin, LLC; Nexstar Broadcasting of Erie, LLC; Nexstar
Broadcasting of Beaumont/Port Xxxxxx, LLC; Nexstar
Broadcasting of Wichita Falls, LLC; Nexstar Broadcasting of
Rochester, LLC; Nexstar Broadcasting of Abilene, LLC; Nexstar
Broadcasting of the Midwest, Inc.; Nexstar Broadcasting of
Champaign, LLC; Nexstar Broadcasting of Midland-Odessa, LLC;
Nexstar Broadcasting of Louisiana, LLC; Nexstar Broadcasting
Group, Inc.; Entertainment Realty Corporation; Nexstar
Broadcasting of Peoria, LLC."
3. Representations and Warranties.
By the execution of this Third Amendment, Borrower hereby
represents and warrants that (i) the representations and
warranties stated in the Individual Loan Agreement are true
and correct as of the date hereof; and (ii) no event which
with the lapse of time or notice or both could become an event
of default, has occurred as of the date hereof.
4. Effectiveness; Security.
a. Except to the extent specifically amended and
supplemented hereby, all of the terms, conditions and
provisions of the Individual Loan
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Agreement shall remain unmodified, and the Individual
Loan Agreement, as amended and supplemented by this
Third Amendment, is confirmed as being in full force
and effect.
b. All references to the Individual Loan Agreement
herein or in any other document or instrument between
Borrower and Bank shall hereafter be construed to be
references to the Individual Loan Agreement as
modified by this Third Amendment.
c. All collateral securing the obligations of the
Borrower under the Individual Loan Agreement shall
continue to secure such obligations with no
impairment thereto.
5. Counterparts.
This Third Amendment may be executed in any number of
counterparts, each of which when executed and delivered shall
be deemed an original, but all of which constitute one
instrument. In making proof of this Third Amendment, it shall
not be necessary to produce or account for more than one
counterpart thereof signed by each of the parties hereto.
6. Governing Law.
This Third Amendment shall be governed by and construed in
accordance with the laws of the State of New York, except to
the extent that Bank has greater rights or remedies under
Federal law, whether as a national bank or otherwise, in which
case such choice of New York law shall not be deemed to
deprive Bank of such rights and remedies as may be available
under Federal law.
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7. Notice of Final Agreement.
THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN
THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
IN WITNESS WHEREOF, the parties hereto have executed this Third
Amendment as of the date and year first above written.
BORROWER:
/s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx
BANK:
Bank of America, N.A.
By: /s/ Xxxxx Xxxxxxxx
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Name: Xxxxx Xxxxxxxx
Title: Senior Vice President
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