EXHIBIT 10.6.2
(NORTH CAROLINA)
SECOND AMENDMENT TO DEED OF TRUST, ASSIGNMENT OF
RENT & SECURITY AGREEMENT
THIS SECOND AMENDMENT TO DEED OF TRUST, ASSIGNMENT OF RENT & SECURITY
AGREEMENT, dated as of June 29, 2001, is made by DAY INTERNATIONAL, INC., a
Delaware corporation ("Grantor"), whose address is c/o Day International Group,
Inc., 000 Xxxx Xxxxxx Xxxxxx, Xxxxxx, XX 00000, XXXXXX X. XXXXXX, an individual
("Trustee"), whose address is c/o First American Title Insurance Company, 000
Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000, and BANK ONE, NA, a
national banking association ("Bank One"), whose address is 00 Xxxxx Xxxx
Xxxxxx, Xxxxxx, XX 00000, assignee of SOCIETE GENERALE, resigning Administrative
Agent, and successor Administrative Agent (in such capacity, "Beneficiary") for
several banks and other financial institutions (the "Lenders") from time to time
parties to the Amended and Restated Senior Secured Credit Agreement dated as of
October 19, 1999, (as the same may be amended, supplemented, waived or otherwise
modified from time to time, the "Credit Agreement") among XX Xxxxx Securities
Corporation, as Arranger, Beneficiary, the Lenders, and Day International Group,
Inc. (the "Borrower"). References to this Deed of Trust shall mean this
instrument and any and all renewals, modifications, amendments, supplements,
extensions, consolidations, substitutions, spreaders and replacements of this
instrument. References to this "Amendment" shall mean this instrument.
Capitalized terms used and not otherwise defined herein shall have the meanings
assigned thereto in the Credit Agreement.
RECITALS
A. Grantor has executed that certain Deed of Trust, Assignment of Rent
and Security Agreement to Trustee dated as of January 16, 1998, recorded in the
Buncombe County Recorder's Office in Deed Book 1899, Page 762 on January 20,
1998 (the "Deed of Trust), as subsequently amended.
B. Grantor, Trustee and Beneficiary have agreed to further modify the
Deed of Trust as provided herein in accordance with the terms of that Agency
Assignment Agreement dated June 29, 2001 entered into by and among Day
International Group, Inc., Societe Generale as resigning Administrative Agent
and Bank One in its capacity as successor Administrative Agent.
NOW, THEREFORE, in consideration of the premises and the mutual
agreements herein, the parties, intending to be legally bound, hereby agree as
follows:
1. Amendment to Deed of Trust. The Deed of Trust is hereby amended to
reflect the resignation of Societe Generale as Administrative Agent and its
replacement in such capacity by Bank One, NA as successor Administrative Agent
under the Credit Agreement, as amended, and pursuant to the terms of the Agency
Assignment Agreement dated as of June 29, 2001 as follows:
a. The introductory paragraph to the Deed of Trust is hereby amended
by deleting "Societe Generale, whose address is 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx
Xxxx, Xxx Xxxx 00000", and substituting "BANK ONE, NA, whose address is [611
Xxxxxxxx Xxxxxx, Xxxxxxx, XX 00000]" in place thereof.
b. All references in the Deed of Trust to Beneficiary are henceforth
deemed to be references to Bank One, NA, as Beneficiary
2. Ratification. Except as set forth herein, the Deed of Trust remains
unmodified and in full force and effect.
3. Counterparts. This Amendment may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
[Space intended]
This Amendment has been duly executed by the undersigned on the date
first above written.
DAY INTERNATIONAL, INC.
By:
-----------------------------
Name:
Title:
ATTEST:
------------------------
Print Name:
Title:
XXXXXX X. XXXXXX, solely in his
capacity as Trustee
----------------------------
ATTEST:
--------------------------
Print name:
Title:
BANK ONE, NA
By:
-----------------------
Name:
Title:
ATTEST:
------------------------
Print Name:
Title:
STATE OF OHIO )
: SS
COUNTY OF XXXXXXXXXX )
I, _____________________, a Notary Public of the County and State
aforesaid, certify that ____________________________ personally came before me
this day and acknowledged that he (or she) is _____________________of DAY
INTERNATIONAL, INC., a Delaware Corporation, and that by authority duly given
and as the act of the corporation, the foregoing instrument was signed in its
name by _____________________, its ___________________, sealed with its
corporate seal and attested by himself (or herself) as its ____________________.
Witness my hand and official stamp or seal, this ____________ day of
_______________, 2001.
____________________________________
Notary Public for __________________
My commission expires ______________
STATE OF ___________________)
):SS
COUNTY OF __________________)
I, ______________________, a Notary Public of the County and State
aforesaid, certify that XXXXXX X. XXXXXX personally came before me this day and
acknowledged that he is a Trustee under the Deed of Trust, Assignment of Rent
and Security Agreement, and that the foregoing instrument was signed by him in
that capacity and in no other capacity.
Witness my hand and official stamp or seal, this ________day of ______________,
2001.
___________________________________
Notary Public
My commission expires______________
STATE OF ________________)
): SS
COUNTY OF _______________)
THE FOREGOING INSTRUMENT was acknowledged before me this ____ day of
_____________________, 2001 by _____________________, the _______________ of
BANK ONE, NA, a national banking association, as Agent, on behalf of said
association.
____________________________________
Notary Public for _____________ County
My Commission expires ______________
