Exhibit 10.10
SECOND AMENDMENT TO
SUBORDINATED LOAN AGREEMENT -- CASH
OF XXXXXXXXX XXXXXX, LLC
This second amendment to the Subordinated Loan Agreement - Cash, dated
August 31, 1998, as amended by the First Amendment to the Subordinated Loan
Agreement - Cash, dated March 30, 1999 (the "NB Loan Agreement"), between NB
Associates, LLC (the "Lender") and Xxxxxxxxx Xxxxxx, LLC (formerly named
"Xxxxxxxxx & Xxxxxx, LLC"; the "Organization" or the "Company") is hereby made
on September 1, 1999. Capitalized terms not otherwise defined herein shall have
the meanings specified in the NB Loan Agreement.
WHEREAS, the Company desires to prepay, and the Lender desires to
accept, prepayment of $35,000,000 of the principal amount specified in
"Section 1. GENERAL" of the NB Loan Agreement;
WHEREAS, the Lender and the Company desire to amend the NB Loan
Agreement in order to change the principal amount specified in "Section 1.
GENERAL" from "FIFTY MILLION DOLLARS ($50,000,000)" to "FIFTEEN
MILLION DOLLARS ($15,000,000)";
WHEREAS, the Lender and the Company desire to cancel the promissory note
referred to in "Section 1. GENERAL" of the NB Loan Agreement (the "1999
Note") and to issue a new promissory note replacing the 1999 Note in the
amount of $15,000,000 (the "New 1999 Note");
WHEREAS, the Lender and the Company are required to seek the prior
written approval of the Exchange to such prepayment and such amendment to
the NB Loan Agreement;
NOW, THEREFORE, in consideration of the agreements and obligations set
forth herein and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree as
follows:
SECTION 1.AMENDMENT. The NB Loan Agreement is amended as follows
effective as of the date hereof:
(a) The principal sum specified in "Section 1. GENERAL" shall be
changed from "FIFTY MILLION DOLLARS ($50,000,000)" to "FIFTEEN MILLION
DOLLARS ($15,000,000)".
SECTION 2.This Second Amendment shall be deemed to have been made under,
and shall be governed by, the laws of the State of New York in all respects.
IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment
to be executed and the parties hereto have set their hands and seals as of this
1st day of September, 1999.
XXXXXXXXX XXXXXX, LLC NB ASSOCIATES, LLC
(Company) (Lender)
By: /s/ Xxxxxxx Xxxxxxx By: /s/ C. Xxxx Xxxxxxxx