Prepared by and Return To:
Xxxxxxxx X. Xxxxx
Xxxx, Xxxxxxx & Xxxxxxxx, P.C.
0000 Xxxxxxxx Xxxxxxxx Xxxx Xxxxxxxx
Xxxxxxxxxxx, Xxxxxxxxx 00000
FIRST AMENDMENT TO TENNESSEE DEED OF TRUST AND
SECURITY AGREEMENT
STATE OF TENNESSEE
COUNTY OF XXXXXXXX
THIS FIRST AMENDMENT TO TENNESSEE DEED OF TRUST AND
SECURITY AGREEMENT (hereinafter referred to as this
"Amendment"), made this the 10th day of August, 1995,
between SIGNAL APPAREL COMPANY, INC., an Indiana
corporation, as Grantor, and XXXXX XXXXXXXXX & CO., as
Grantee, whose address is Xxx Xxxx Xxxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxxxxxx 00000.
WITNESSETH:
THIS IS AN AMENDMENT TO A TENNESSEE DEED OF TRUST
AND SECURITY AGREEMENT RECORDED AT DEED OF TRUST
BOOK 182 BEGINNING AT PAGE 434.
AS A RESULT OF THIS AMENDMENT, THE MAXIMUM
PRINCIPAL INDEBTEDNESS FOR TENNESSEE RECORDING TAX
PURPOSES IS $20,000,000.00.
WHEREAS, the parties entered a Credit Agreement,
dated as of March 31, 1995, pursuant to which Grantee
agreed to loan to Grantor a maximum principal amount of
$15,000,000 (the "Credit Agreement"), which borrowing was
evidenced by a Term Promissory Note in the face amount of
$15,000,000 (the "Note"); and
WHEREAS, all obligations of Grantor under the Credit
Agreement and the Note were secured by a Tennessee Deed of
Trust and Security Agreement recorded in Deed of Trust
Book 182 beginning at Page 434 in the Office of the
Register of Deeds of Claiborne County, Tennessee (the
"Deed of Trust"); and
WHEREAS, the parties have executed a First Amendment
to Credit Agreement, dated as of August 10, 1995 (the
"Amendment"), by which, among other things, the Credit
Agreement was amended to increase the maximum borrowing
amount to $20,000,000 and pursuant to which Grantor has
executed and delivered to Grantee a Replacement Promissory
Note in the face amount of $20,000,000 (the "Replacement
Note") which replaces the Note; and
WHEREAS, the parties desire to amend the Deed of
Trust to reflect the terms of the Amendment and the
additional borrowing under the Replacement Note.
NOW, THEREFORE, for and in consideration of the
foregoing, the parties agree as follows:
1. The Credit Agreement shall be amended in
accordance with the terms of the Amendment.
2. The Deed of Trust shall be amended to reflect
the terms of the Amendment, including the increase of the
maximum principal amount of authorized borrowing to
$20,000,000.
3. All references in the Deed of Trust to the
Credit Agreement shall mean the Credit Agreement as
amended by the Amendment.
4. All references in the Deed of Trust to
Indebtedness shall mean indebtedness under the Credit
Agreement as amended by the Amendment.
5. All references to a maximum principal amount of
borrowing of $15,000,000 shall be amended to reference a
maximum principal amount of borrowing of $20,000,000.
6. All other provisions of the Deed of Trust not
amended hereby shall remain in full force and effect.
IN WITNESS WHEREOF, Grantor has executed this Deed
of Trust under seal the day and year first above written.
SIGNAL APPAREL COMPANY, INC.,
By:/s/Xxxxxxx X. Xxxxx
--------------------
Title: CFO
-----------------
STATE OF TENNESSEE]
COUNTY OF XXXXXXXX]
Personally appeared before me, a Notary Public in and for
the County aforesaid, Xxxxxxx Xxxxx, with whom
I am personally acquainted (or proved to me on the basis
of satisfactory evidence), and who upon oath acknowledged
such person to be the Chief Financial Officer of Signal
Apparel Company, Inc., the within named Grantee, a
corporation, and that he executed the within instrument
for the purposes therein contained by personally signing
on behalf of such corporation as such officer.
Witness my hand, at office, this the 10th day of August,
1995.
/s/Xxxxxx X. Xxxxxxx
----------------------
Notary Public
My Commission Expires: 5/18/99
-------------
AFFIDAVIT OF VALUE
STATE OF TENNESSEE}
COUNTY OF XXXXXXXX}
DEBTOR: SIGNAL APPAREL COMPANY, INC.
SECURED PARTY: XXXXX GREENWOOD & CO.
Personally appeared before me, a Notary Public in and
for the County aforesaid, Xxxxxxx Xxxxx, with whom I am
personally acquainted (or proved to me on the basis of
satisfactory evidence), and who upon oath acknowledged himself
to be the Chief Financial Officer of Signal Apparel Company,
Inc., and who did depose and state as follows:
1. Debtor owns real property located in Claiborne
County, Tennessee subject to the encumbrances, security
interest or lien evidenced by a Deed of Trust recorded at
Book 182, Page 434, Register's Office of Claiborne County
and by the instrument being filed herewith. This instrument
amends the previous Deed of Trust, for which the transfer
tax has been paid.
2. THE MAXIMUM PRINCIPAL INDEBTEDNESS FOR
TENNESSEE RECORDING TAX PURPOSES is $20,000,000. The
value of the collateral everywhere is $37,341,000.
3. If further advances are made or if contingent
liabilities mature which result in the maximum principal
indebtedness secured by said property exceeding the amount set
forth in Paragraph 2 above, then an amended filing shall be
made and the additional tax shall be paid. The priority of
the encumbrance, security interest or lien covering all advances
and contingent liabilities shall, in any event, be no later
than the time of filing of the instruments referred to in
Paragraph 1 above.
4. The amount of indebtedness stated above is made in
good faith and for the sole purpose of determining
privilege tax liability under TCA 67-4-409. it is to be
understood clearly by any persons to discover this Affidavit
among the public records of the State of Tennessee or of any
County thereof, or otherwise discover this Affidavit, that
this statement is solely for the determination of any such
tax. Third parties are instructed that they are not to
rely upon this Affidavit for any purpose whatsoever.
5. The security agreement or other document or
documents evidencing the security interest granted Secured
Party by Debtor secures future advances and other and
contingent liabilities of every kind and character. The
amount of indebtedness stated herein shall in no way be
construed to limit the amount of indebtedness secured by
such agreements and should not be considered by any
third party to be a representation of the actual
indebtedness currently or from time to time owed by Debtor to
Secured Party.
6. The transfer tax on the previous Deed of Trust in
the maximum principal amount of $15,000,000.00 has been paid
(amount already paid: $6,897.70). New advances under this
amendment increase the maximum principal indebtedness to
$20,000,000.00, leaving a difference of $5,000,000.00.
7. The total amount of Tennessee recording tax
is calculated as follows:
$14,937,500 (value of collateral in Tennessee) = 40%
-----------------------------------------------
$37,341,000 (value of total collateral)
$5,000,000 (new principal indebtedness) x 40% = $2,000,000
Portion of indebtedness on which tax is payable =$2,000,000
Computation of tax:
$2,000,000 X $.115 per $100 = $2,300.00
Balance due: $2,300.00
This the 10th day of August, 1995
/s/Xxxxxxx X. Xxxxx
-------------------------
Xxxxxxx Xxxxx
Witness my hand, at office, this the 10th day of
August, 1995.
/s/Xxxxxx X. Xxxxxxx
------------------
Notary Public
My Commission Expires: 5/18/99
--------
STATE OF TENNESSEE, CLAIBORNE COUNTY
THE FOREGOING INSTRUMENT AND CERTIFICATE WERE NOTED.
NOTE BOOK 16 PAGE 28 AT 11:30 O'CLOCK AM
MONDAY 11 MONTH SEPT 1995 AND RECORDED IN
TD BOOK 185 SERIES PAGE 626 - 629
TAX PAID 2,300 FEE 5.25 RECORDING 17.00
TOTAL $2322.25 WITNESS MY HAND RECEIPT NO 54022
REGISTER 25 /S/XXX XXXXX
