1
EXHIBIT 10.82
SIXTH AMENDMENT TO
FIRST AMENDED AND RESTATED CREDIT AGREEMENT
THIS SIXTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT
(the "Amendment"), dated as of November 23, 1998, is entered into between the
Lenders party hereto, BANKERS TRUST COMPANY, a New York banking corporation, as
agent for the Lenders (the "Agent"), DORAL FINANCIAL CORPORATION (formerly known
as First Financial Caribbean Corporation), a corporation organized under the
laws of the Commonwealth of Puerto Rico ("DFC"), and DORAL MORTGAGE CORPORATION,
a corporation organized under the laws of the Commonwealth of Puerto Rico and a
wholly-owned subsidiary of DFC ("DMC", and together with DFC, each a " Borrower"
and collectively, the "Borrowers"), with reference to the First Amended and
Restated Credit Agreement, dated as of September 25, 1996, between the
Borrowers, the Agent and the lenders party thereto (as amended by the First
Amendment to First Amended and Restated Credit Agreement and Certain Other Loan
Documents dated as of January 8, 1997, the Second Amendment to First Amended and
Restated Credit Agreement dated as of March 28, 1997, the Third Amendment to
First Amended and Restated Credit Agreement dated as of June 27, 1997, the
Fourth Amendment to First Amended and Restated Credit Agreement dated as of
November 5, 1997, and the Fifth Amendment to First Amended and Restated Credit
Agreement dated as of June 26, 1998, and as further amended, supplemented or
otherwise modified from time to time, the "Credit Agreement"). All capitalized
terms used but not otherwise defined herein shall have the meanings given such
terms in the Credit Agreement.
The Lenders, the Agent and the Borrowers wish to amend the Credit
Agreement as set forth herein.
ACCORDINGLY, the parties hereto agree as follows:
Section 1. Amendment to Credit Agreement. The Facility 1 Commitment of
each Lender shall be amended as set forth opposite such Lender's name on the
signature pages hereto, as each such Commitment may be reduced from time to time
pursuant to Section 8.6(c) of the Credit Agreement.
Section 2. Representations and Warranties. The Borrowers represent and
warrant that, on and as of the date hereof, all of the representations and
warranties made by them in the Credit Agreement and the other Loan Documents are
true and correct as if made on and as of the date hereof and no Potential
Default or Event of Default has occurred and is continuing.
Section 3. Effectiveness. This Amendment shall become effective as of
the date hereof upon delivery to the Agent of (i) counterparts of this
Amendment, duly executed and delivered by the parties hereto, and (ii) certified
copies of the resolutions of the Board of Directors of each
1
2
of the Borrowers evidencing authorization of such Borrower to enter into this
Amendment and consummate the transactions and matters contemplated hereby.
Section 4. Counterparts. This Amendment may be executed in any number
of counterparts, all of which taken together shall constitute one agreement, and
any party hereto may execute this Amendment by signing any such counterpart.
Section 5. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
Section 6. Miscellaneous. Except as expressly amended hereby, the
Credit Agreement and the other Loan Documents shall remain in full force and
effect. Nothing contained herein shall operate as a waiver of any right, power
or remedy of the Agent or the Lenders under the Credit Agreement or any other
Loan Document, nor constitute a waiver of any provision of the Credit Agreement
or any other Loan Document.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of the day and year first above written.
DORAL FINANCIAL CORPORATION,
as a Borrower
By: /s/ Xxxxx X. Xxxxx
--------------------------------------------
Name: Xxxxx X. Xxxxx
Title: Executive Vice President and Treasurer
DORAL MORTGAGE CORPORATION,
as a Borrower
By: /s/ Xxxxx X. Xxxxx
--------------------------------------------
Name: Xxxxx X. Xxxxx
Title: Executive Vice President and Treasurer
Facility 1 Commitment: BANKERS TRUST COMPANY,
$39,000,000 as Agent and as a Lender
By: /s/ Xxxxx X. XxXxxx
--------------------------------------------
Name: Xxxxx X. XxXxxx
Title: Principal
2
3
Facility 1 Commitment:
FIRST UNION NATIONAL BANK,
$39,000,000 as a Lender
By: /s/ R. Xxxxxx Xxxx
--------------------------------------------
Name: R. Xxxxxx Xxxx
Title: Vice President
Facility 1 Commitment: BANKBOSTON, N.A. (formerly known as
$29,000,000 The Bank of Boston),
as a Lender
By: /s/ Xxxx X. Chemielinski
--------------------------------------------
Name: Xxxx X. Chemielinski
Title: Vice President
Facility 1 Commitment: THE BANK OF NEW YORK,
$25,000,000 as a Lender
By: /s/ Xxxxxx X. Xxxxx
--------------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
Facility 1 Commitment: NATIONAL CITY BANK OF KENTUCKY,
$25,000,000 as a Lender
By: /s/ Xxxxxx X. Xxxxxx
--------------------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President
3
