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FIFTH MODIFICATION OF CREDIT AGREEMENT
THIS FIFTH MODIFICATION OF CREDIT AGREEMENT (the "Modifica-
tion") is entered into as of the 30th day of November, 1995 by and
between DYCOM INDUSTRIES INC., a Florida corporation ("Borrower")
and FIRST UNION NATIONAL BANK OF FLORIDA, a National Banking
Association ("Lender").
W I T N E S S E T H:
WHEREAS, Borrower and Lender entered into a certain Credit
Agreement dated as of April 28, 1993, which was amended by First
Modification dated December 13, 1993 and by Second Modification
dated April 7, 1994 and by Third Modification dated November 30,
1994, and by Fourth Modification dated July 31, 1995 (as amended,
the "Credit Agreement"); and
WHEREAS, Borrower has requested that Lender amend the Credit
Agreement to (i) extend and modify the Standby Letter of Credit
Facility referenced in Section 4; and (ii) extend and modify the
Equipment Acquisition Facility referenced in Section 5; and (iii)
modify certain of the financial covenants contained in Section 9;
and
WHEREAS, Lender is willing to amend the Credit Agreement as
more particularly set forth herein.
NOW THEREFORE, for good and valuable considerations, the
receipt of which is hereby acknowledged, the parties do hereby
modify the Credit Agreement, as follows:
1. Standby Letter of Credit Facility. The expiration date
of the Standby Letter of Credit Facility referenced in Section 4 of
the Credit Agreement is hereby extended to November 30, 1996.
Accordingly, Section 4.01 of the Credit Agreement as previously
modified by the Third Modification is modified by inserting therein
the date "November 30, 1996." Sections 4.02 and 4.06 of the Credit
Agreement as previously modified by the Third Modification are
amended by inserting therein the date of "November 30, 1997."
2. Equipment Acquisition Facility.
(a) Amount. The maximum outstanding amount of the
Equipment Acquisition Advance is hereby increased to Five Million
Dollars ($5,000,000). Therefore, the figure of $3,000,000 which
appears in Section 5.03 is hereby deleted and in lieu thereof the
figure of $5,000,000 is hereby inserted.
(b) Capital Leases. The total outstanding Capital Lease
obligations of Borrower and Subsidiaries at any time, whether now
existing or hereafter acquired, shall be deducted from the amount
of available Equipment Acquisition Advance under Section 5.03 in
order to determine the maximum available amount under Section 5.03
at any time.
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(c) Expiration. The expiration date of the Equipment
Acquisition Facility referenced in Section 5 of the Credit
Agreement as previously modified by the Third Modification is
hereby extended to November 30, 1996. Accordingly, paragraph 5.01
of the Credit Agreement as previously modified by the Third
Modification is amended to insert the date "November 30, 1996."
(d) Term. The maximum term of any Equipment Acquisition
Advance is four years or November 30, 2000, whichever occurs first.
The principal of each Equipment Acquisition Advance shall be
payable in equal quarterly installments with the Borrower selecting
a term of either one, two, three or four years from the date of the
Advance, provided that in any event the final quarterly payment
cannot be due later than November 30, 2000. Accrued interest shall
be payable quarterly as specified in Section 5 of the Credit
Agreement.
(e) Interest Rate. The applicable interest rate prior
to maturity or default for all Equipment Acquisition Advances
funded after the date hereof shall be the Lender's Prime Rate plus
one-half of one percent (.50%), adjusted with each change in the
Prime Rate.
3. Section 9.06, Capital Expenditures, is modified to
provide that Borrower shall not permit the aggregate Capital
Expenditures made by it and the Subsidiaries to exceed during a period
set forth below the amount set forth opposite such period below:
Period Amount
From August 1, 1995
to July 31, 1996 $8,000,000
From August 1, 1996
to July 31, 1997 $9,000,000
From August 1, 1997
to July 31, 1998 $10,000,000
4. Section 12.01. Limitation of Debt is modified to
add the following additional sentence at the end of Section 12.02,
as follows:
Provided, however, that Borrower and Subsidiaries
shall be entitled to enter into Capital Leases from time to time,
for so long as the aggregate outstanding Capital Leases (both now
existing and hereafter created) of Borrower and Subsidiaries never
exceed One Million Dollars ($1,000,000) at any one time. For the
purpose of determining the amount of outstanding Capital Leases the
total obligation of each Capital Lease shall be computed in
accordance with GAAP.
5. All requirements contained in Section 9 regarding
testing of compliance and the furnishing of Compliance Certificates
shall remain in effect and are hereby reaffirmed.
6. Except as expressly modified herein, the Credit
Agreement as previously amended is hereby reaffirmed in its entirety.
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DYCOM INDUSTRIES INC.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Chairman and Chief Executive Officer
Agreed:
FIRST UNION NATIONAL BANK
OF FLORIDA
By: /s/ Xxxx Xxxxxxxx
Its: Vice President
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CONSENT BY GUARANTORS
THIS CONSENT BY GUARANTORS is executed as of the 30th day of
November, 1995 by the following corporations:
a. Advance Leasing of Guilford, Inc., a Florida
corporation
b. Ansco & Associates, Inc., a Florida corporation
c. Coastal Plains, Inc., a Georgia corporation
d. Fiber Cable, Inc., a Delaware corporation
e. Globe Communications, Inc., a North Carolina
corporation
x. Xxx X. Xxxxx Company, a Florida corporation
x. Xxxxxx Construction Company, Inc., a Florida
corporation
h. Prime Utility Contractors, Inc., an Alabama
corporation
i. Signal Construction Company, Inc., a Florida
corporation
j. Southeastern Electric Construction, Inc., a Florida
corporation
k. Star Construction, Inc., a Tennessee corporation
l. S.T.S., Inc., a Florida corporation
m. TESINC, Inc., an Arizona corporation
(collectively the "Guarantors"), in favor of FIRST UNION NATIONAL
BANK OF FLORIDA (the "Lender").
W I T N E S S E T H:
WHEREAS, as of April 28, 1993, the Guarantors executed
Guaranty Agreements in favor of Lender pertaining to the Credit
Agreement and the Loan Documents referenced therein executed by
Dycom Industries Inc., a Florida corporation ("Borrower") and
Lender; and
WHEREAS, the Credit Agreement was modified by First Amendment
dated December 13, 1993, Second Amendment dated April 7, 1994,
Third Amendment dated November 30, l994 and Fourth Modification
dated July 31, 1995; and
WHEREAS, Borrower has requested that Lender execute and
deliver a Fifth Modification of Credit Agreement; and
WHEREAS, as a pre-condition to executing the Fifth
Modification of Credit Agreement, Lender has required that the
Guarantors consent to the Fifth Modification of Credit Agreement;
and
WHEREAS, it is to the benefit of Guarantors that Lender
consent and execute the Fifth Modification of Credit Agreement.
NOW THEREFORE, for good and valuable considerations, the
receipt of which is hereby acknowledged, the Guarantors hereby
agree as follows:
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1. The Guarantors do hereby consent and agree to the terms
and conditions of the Fifth Modification of Credit Agreement, a
copy of which is attached hereto as Exhibit "A" and incorporated by
reference herein. Guarantors agree that the Guaranty Agreements
previously executed by Guarantors shall remain in full force and
effect and shall apply to all advances under the Fifth Modification
of Credit Agreement.
2. Guarantors do hereby reaffirm in full their respective
Guaranties.
IN WITNESS WHEREOF, this document has been duly executed as of
the day and year first set forth above.
Advance Leasing of Guilford, Inc.
By: /s/ Xxxxxx X. Pldeger
Its: Vice President
Ansco & Associates, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Coastal Plains, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Fiber Cable, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Globe Communications, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Xxx X. Xxxxx Company
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Kohler Construction Company, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
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Prime Utility Contractors, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Signal Construction Company, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Southeastern Electric Construction, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
Star Construction, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
S.T.S., Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
TESINC, Inc.
By: /s/ Xxxxxx X. Xxxxxxx
Its: Vice President
