FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT/TERM LOAN AGREEMENT
Exhibit 10.8
FOURTH
AMENDMENT TO
AMENDED
AND RESTATED REVOLVING CREDIT/TERM LOAN AGREEMENT
THIS
FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT/TERM LOAN AGREEMENT
("Amendment") is made and dated as of June __, 2004, by and between SUNTRUST
BANK, a Georgia banking corporation (“Lender”), and COMMUNITY BANKSHARES, INC.,
a Georgia corporation (“Borrower”). Capitalized terms not otherwise defined
herein are defined in ARTICLE I of the Prior Loan Agreement referred to
below.
R E C
I T A L S
A. Borrower
and Lender are parties to that certain Amended and Restated Revolving
Credit/Term Loan Agreement dated as of July 31, 2000 (the “Prior Loan
Agreement”), pursuant to which Borrower has obtained a Loan from
Lender.
B. Borrower
and Lender agreed to certain modifications to the Prior Loan Agreement upon the
terms and conditions set forth in that certain Amendment to Amended and Restated
Revolving Credit/Term Loan Agreement dated as of June 8, 2001 (“First
Amendment”) and that certain Second Amendment to Amended and Restated Revolving
Credit/Term Loan Agreement dated as of May 1, 2002 (“Second Amendment”), and
that certain Third Amendment to Amended and Restated Revolving Credit/Term Loan
Agreement dated as of May 31, 2003 ("Third Amendment") (the First Amendment,
Second Amendment, and Third Amendment referred to herein as the
“Amendments”).
C. Borrower
desires to make certain further modifications to the Prior Loan Agreement.
D. In order
to accommodate Borrower’s request, Lender has agreed to such modifications to
the Prior Loan Agreement, as amended by the Amendments, upon the terms and
conditions set forth herein.
ACCORDINGLY,
for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, and intending to be legally bound, the parties hereto agree
as follows:
1. The
definition of “Revolving Maturity Date” in Section 1.01 “Defined Terms” of
ARTICLE I DEFINITIONS
AND ACCOUNTING TERMS of the
Prior Loan Agreement is hereby deleted in its entirety and the following
definition is inserted in its place:
“Revolving
Maturity Date” means June 30, 2005.
2 Section
7.07 of ARTICLE VII FINANCIAL
COVENANTS of the
Prior Loan Agreement is hereby deleted in its entirety and the following new
Section inserted in its place:
Section
7.07 Reserves
to Total Loans. The
Borrower and its Subsidiaries shall maintain on a consolidated basis at all
times reserves equal to or greater than the greater of (i) one and twenty-five
one hundredths percent (1.25%) of total loans (net of unearned income), or (ii)
the minimum amount required by its primary regulator.
3. Section
7.10 “Consolidated Tangible Equity” of ARTICLE VII FINANCIAL
COVENANTS of the
Prior Loan Agreement is hereby deleted in its entirety and the following section
is inserted in its place:
Section
7.10 Consolidated Tier I Capital.
Consolidated Tier I Capital for Borrower and its Subsidiaries shall be equal to
or greater than $65,000,000.00.
4. Acknowledgment
of Outstanding Loans.
Borrower hereby acknowledges, certifies and agrees that pursuant to the Prior
Loan Agreement, Borrower’s obligation to pay the outstanding Loan is not subject
to any defense, claim, counterclaim, setoff, right of recoupment, abatement or
other determination; and the Loan is and shall continue to be governed and
secured by the terms and provisions of the Prior Loan Agreement as amended by
the First Amendment, the Second Amendment, the Third Amendment and this
Amendment.
5. Ratification
of Loan Documents.
Borrower hereby ratifies and affirms each of the Loan Documents in their
entirety, and acknowledges and agrees that (i) the Loan Documents are in full
force and effect, (ii) all representations and warranties contained therein are
true and correct on and as of the date hereof, (iii) Borrower is in full
compliance with all covenants and agreements established thereunder, (iv) no
Event of Default exists thereunder and (v) the Loan Documents are legal, valid
and binding obligations of Borrower and are enforceable by Lender, against
Borrower in accordance with their respective terms.
6. Counterparts. This
Amendment may be signed in one or more counterpart copies, each of which
constitutes an original, but all of which, when taken together, shall constitute
one agreement binding upon all of the parties hereto.
7 Governing
Law, Etc. This
Amendment shall be governed by and construed in accordance with the applicable
terms and provisions of ARTICLE IX MISCELLANEOUS of the
Prior Loan Agreement, which terms and provisions are incorporated herein by
reference.
8. No
Other Modifications. Except
as hereby amended, no other term, condition or provision of the Prior Loan
Agreement shall be deemed modified or amended, and this Amendment shall not be
considered a novation.
[Signature
Page Follows]
2
IN
WITNESS WHEREOF, the parties have executed and delivered this Amendment under
seal as of the date first above written.
|
BORROWER: | |
|
COMMUNITY
BANKSHARES, INC. | |
|
By:
/s/ J. Xxxxx Xxxxxxx | |
|
Title:
President and CEO | |
|
And:
/s/ Xxxxx X. Xxxxxxxx | |
|
Title:
EVP and CFO |
|
LENDER: | |
|
SUNTRUST
BANK, a Georgia banking corporation | |
|
By:
/s/ Xxx Xxxxxxxx | |
|
Title:
Director | |
|
And:
/s/ Xxxxxx Xxxxx | |
|
Title:
Managing Director |
Signature
Page
To
Fourth
Amendment
