Exhibit 10.34
EXHIBIT A-2
-----------
AMENDED AND RESTATED SWING NOTE
-------------------------------
$15,000,000 January 31, 1997
FOR VALUE RECEIVED, MATRIX FINANCIAL SERVICES CORPORATION, an Arizona
corporation ("BORROWER"), promises to pay to the order of BANK ONE, TEXAS, N.A.
("LENDER") that portion of the principal amount of $15,000,000 that may from
time to time be disbursed and outstanding under this note together with
interest.
This note is the "Swing Note" under the Amended and Restated Loan Agreement
(as renewed, extended, amended, or restated, the "LOAN AGREEMENT") dated as of
January 31, 1997, between Xxxxxxxx, Lender, certain other Lenders, and Bank One,
Texas, N.A., as Agent for Lenders. All of the defined terms in the Loan
Agreement have the same meanings when used -- unless otherwise defined -- in
this note.
This note incorporates by reference the principal and interest payment
terms in the Loan Agreement for this note, including, without limitation, the
final maturity, which is the Warehouse-Actual-Termination Date. Principal and
interest are payable to the holder of this note through Agent at either (a) its
offices at 0000 Xxxx Xxxxxx, Xxxxxx, Xxxxx 00000, or (b) at any other address so
designated by Agent in written notice to Borrower.
This note incorporates by reference all other provisions in the Loan
Agreement applicable to this note -- such as provisions for disbursements of
principal, applicable-interest rates before and after Default, voluntary and
mandatory prepayments, acceleration of maturity, exercise of Rights, payment of
attorneys' fees, court costs, and other costs of collection, certain waivers by
Xxxxxxxx and other obligors, assurances and security, choice of Texas and United
States federal Law, usury savings, and other matters applicable to Loan
Documents under the Loan Agreement.
This note is an amendment, restatement, renewal, extension, modification
of, and substitution for the existing Swing Note (as the same may have been
amended and replaced to the date hereof, the "FORMER NOTE"), which Former Note
was executed and delivered pursuant to the Existing Loan Agreement.
MATRIX FINANCIAL SERVICES CORPORATION,
as Borrower
By ____________________________________________
Xxxxxx X. Xxxxxxxx, Executive Vice President
EXHIBIT A-2
-----------
