Exhibit 10.22
EIGHTH AMENDMENT TO SECURED CREDIT AGREEMENT
AND SECURED REVOLVING CREDIT NOTES
Xxxxxx Trust and Savings bank
Chicago, Illinois
Mercantile Bank of St. Louis
National Association
St. Louis, Missouri
Gentlemen:
The undersigned, Maverick Tube Corporation, a Delaware corporation (the
"Borrower") refers to the Secured Credit Agreement dated as of May 15, 1992, as
amended (the "Agreement") and currently in effect between the Company and you
(the "Banks") and Xxxxxx Trust and Savings Bank, as agent for the Banks (the
"Agent"). All capitalized terms used herein without definition shall have the
same meanings as they have in the Agreement.
The Borrower hereby applies to the Agent and the banks for certain
modifications to the Agreement and the Borrower's borrowing arrangements with
the Agent and the Banks.
1. AMENDMENT
Upon your acceptance hereof in the space provided for that purpose
below, the Agreement shall be and hereby is amended as follows:
(a) The first paragraph of Section 1.1(1) of the Agreement is hereby
amended by deleting the date "May 31, 1998" appearing in the last line thereof
and substituting therefore the date "May 31, 1999".
(b) The Secured Revolving Credit Note of the Borrower to Xxxxxx Trust
and Savings Bank, dated May 15, 1992, is hereby amended by deleting the date
"May 31, 1998" appearing in the first paragraph thereof and substituting
therefore the date "May 31, 1999".
(c) The Secured Revolving Credit Note of the Borrower to Mercantile
Bank of St. Louis, National Association, dated May 15, 1992, is hereby amended
by replacing the date "May 31, 1998" appearing in the first paragraph thereof
with the date "May 31, 1999."
(d) Exhibit A to the Agreement is hereby amended by deleting the date
"May 31, 1998" appearing in the first paragraph thereof and substituting
therefore the date "May 31, 1999".
(e) Each bank shall place the following legend on its Secured Revolving
Credit Note:
"This Secured Revolving Credit Note has been amended as provided for in that
certain Eighth Amendment to Secured Credit Agreement and Secured Revolving
Credit Notes dates as of August 12, 1997, including a change to the maturity
date hereof, to which Amendment reference is hereby made for a statement of the
terms thereof."
2. CONDITIONS PRECEDENT
The effectiveness of this Eighth Amendment is subject to the
satisfaction of all of the following conditions precedent:
(a) The Borrower and the Banks shall have executed this Eighth Amend-
ment.
(b) The Banks shall have received copies executed or certified (as may
be appropriate) of all legal documents or proceedings taken in connection with
the execution and delivery hereof and the other instruments and documents
contemplated hereby.
(c) All legal matters incident to the execution and delivery hereof and
of the instruments and documents contemplated hereby shall be satisfactory to
the Banks and their counsel.
3. REPRESENTATIONS
In order to induce the Banks to execute and deliver this Eighth
Amendment, the Borrower hereby represents to the Banks that as of the date
hereof and as of the time that this Eighth Amendment becomes effective, each of
the representations and warranties set forth in Section 5 of this Agreement are
and shall be and remain true and correct (except that the representations
contained in Section Sixth shall be deemed to refer to the most recent financial
statements of the Borrower delivered to the Banks) and the Borrower is in full
compliance with all of the terms and conditions of the Agreement and no Default
as defined in the Agreement as amended hereby nor any Event of Default as so
defined, shall have occurred and be continuing or shall arise after giving
effect to this Eighth Amendment.
4. MISCELLANEOUS
(a) Collateral Security Unimpaired. The Borrower hereby agrees that
notwithstanding the execution and delivery hereof, the Security Documents shall
be and remain in full force and effect and that any rights and remedies of the
Banks thereunder, obligations of the Borrower thereunder and any liens or
security interests created or provided for thereunder shall be and remain in
full force and effect and shall not be affected, impaired or discharged hereby.
Nothing herein contained shall in any manner affect or impair the priority of
the liens and security interest created and provided for by Security Documents
as to the indebtedness which would be secured thereby prior to giving effect
hereto.
(b) Effect of Amendment. Except as specifically amended and modified
hereby, the Agreement shall stand and remain unchanged and in full force and
effect in accordance with its original terms. Reference to this specific
Amendment need not be made in any note, instrument or other document making
reference to the Agreement, and reference to the Agreement in any of such to be
deemed to be a reference to the Agreement as amended hereby.
(c) Counterparts; Governing Law. This Eighth Amendment may be executed
in any number of counterparts and by different parties hereto an separate
counterparts, each of which when so executed shall be an original but all of
which to constitute one and the same agreement. This Amendment shall be governed
by the internal laws of the State of Illinois.
Dated August 12, 1997.
MAVERICK TUBE CORPORATION
By: /s/ Xxxxxxx Xxxxxxxxxx
Its: Chief Financial Officer
Accepted and agreed to at Chicago, Illinois, as of the date and year
last above written.
XXXXXX TRUST AND SAVINGS BANK
By: /s/ Xxxxxx X. Xxxxx
Its: Vice President
MERCANTILE BANK OF ST. LOUIS
NATIONAL ASSOCIATION
By: /s/ Xxxxx Xxxxxx
Its: Vice President
