Second Amendment to Loan Documents
This Amendment is effective as of the 31st day of January, 1999 and is
entered into by and among Blue Valley Ban Corp ("Borrower"), Bank of Blue Valley
(the "Subsidiary Bank"), and NationsBank, N.A., successor to Boatmen's First
National Bank of Kansas City ("Bank").
Whereas, Borrower is indebted to Bank as evidenced by a Promissory Note
dated December 31, 1996 in the face principal amount of $2,887,500 and
Promissory Note being amended by an Amendment of Loan Documents dated December
26, 1997 which Amendment, among other matters, increased the face principal
amount of said Promissory Note to $4,387,500 (as amended, the "Note"), the Note
having an anticipated outstanding principal balance of $3,450,000 if and when
Borrower shall pay a scheduled principal payment due on January 31, 1999;
Whereas, the loan evidenced by the Note is governed by the terms of an
Agreement dated January 2, 1997 by and among Borrower, the Subsidiary Bank, and
Bank said Loan Agreement being amended by the above described Amendment of Loan
Documents dated December 26, 1997 (as amended, the "Loan Agreement"), and the
loan is secured by a Security Agreement dated June 7, 1994 and executed by
Borrower in favor of Bank (the "Security Agreement") whereby Borrower pledged a
security interest in, among other items of collateral, 258,000 shares of
Borrower's stock in Subsidiary Bank; and
Whereas, Borrower has requested that the Final Maturity (as defined in the
Note) date of the Note be extended to January 31, 2000, and Bank has agreed to
do so upon the terms and conditions hereinafter set forth.
Now, therefore, in consideration of the foregoing premises and for other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged by the parties hereto, Borrower, the Subsidiary Bank, and Bank
agree as follows:
1. Replacement of Note. The Note shall be amended and replaced by a new
note to be dated as of the effective date hereof (the "New Note") which shall be
in the form of Exhibit A attached hereto, which New Note shall extend the Final
Maturity as described above and provide for such other changes as may be
provided for therein. All sums outstanding under the Note shall from the
effective date of this Amendment be evidenced by the New Note referenced herein,
and all terms in the Loan Agreement and the Security Agreement referencing the
Note or the Promissory Note shall mean the Note as replaced by the New Note.
2. Amendment of Loan Agreement. The Loan Agreement shall be amended as
follows:
a. Notwithstanding anything to the contrary in the Loan Agreement,
the terms thereof shall be changed and hereby are changed to
reflect the amended Maturity Date or Final Maturity, as more
specifically set forth in the New Note.
b. Section 1.3 of the Loan Agreement shall be supplemented by adding
the following paragraph thereto:
"It is the Bank's expectation that, if the Borrower reduces
the outstanding principal amount of the Note, as amended, to
not more than $2,950,000 on or before January 31, 2000, the
Bank will consider the renewal and extension of the Final
Maturity date as set forth in the Note, as amended, along
principally the same terms and conditions. Notwithstanding
the foregoing, the Borrower understands and agrees with the
Bank that should the Bank determine, in its sole discretion,
that the Borrower's credit standing is no longer acceptable
to the Bank, the Note, as amended, will not be renewed and
extended by the Bank."
3. Security Agreement. The collateral provided for in the Security
Agreement shall continue to secure the "Obligations" as defined therein, which
shall include indebtedness evidenced by the Note, as replaced by the New Note.
4. Except as amended hereby, all other terms and conditions in the Note,
the Loan Agreement and the Security Agreement shall remain unchanged and in full
force and effect.
5. Borrower represents and warrants to Bank that it is not, as of the
effective date hereof, in default under the Note, the Loan Agreement, or the
Security Agreement. Borrower further warrants and represents to Bank that as of
the effective date hereof Borrower has no claim, counterclaim, defense or
set-off with respect to the amounts due to Bank under the Note as amended.
This Second Amendment of Loan Documents shall become effective as of the date
set forth above upon Borrower's delivery to Bank of the original executed copies
of this Second Amendment and the New Note.
ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT, OR TO FORBEAR FROM
ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT
ARE NOT ENFORCEABLE. TO PROTECT YOU (BORROWER) AND US (CREDITOR) FROM
MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING SUCH
MATTERS ARE CONTAINED IN THIS WRITING, WHICH WITH THE OTHER LOAN DOCUMENTS
REFERRED TO IN THIS SECOND AMENDMENT OF LOAN DOCUMENTS IS THE COMPLETE AND
EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN
WRITING TO MODIFY IT.
Blue Valley Ban Corp
By: /s/ Xxxxxx X. Xxxxxxx
Title: President
Bank of Blue Valley
By: /s/ Xxxxxx X. Xxxxxxx
Title: President
NationsBank, N.A., successor to
Boatmen's First National Bank of
Kansas City
By: /s/
Title: Sr. V. P.
