1
Exhibit 10.87
AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT
This Amendment No. 3 (the "Amendment") dated as of March 30,
1999 to Loan and Security Agreement by and between THE CIT GROUP/EQUIPMENT
FINANCING, INC. ("Lender"), and Lexington Precision Corporation ("LPC").
WHEREAS, Lender and LPC are parties to a Loan and Security
Agreement dated as of March 19, 1997 (the "Loan and Security Agreement"),
including Rider A thereto, as amended (collectively, the "Agreement").
WHEREAS, LPC and Lender desire to amend the Agreement as
provided herein.
NOW, THEREFORE, in consideration of the premises and the
mutual promises contained herein and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged by the parties
hereto, the parties hereto hereby agree as follows:
1. Capitalized terms used herein, unless otherwise defined
herein, shall have the meaning ascribed thereto in the Agreement.
2. The Loan and Security Agreement is hereby amended as
follows:
(a) The last sentence of Section 2 is amended by deleting
therein the words "first priority."
(b) Section 3(e) is amended by deleting therein the words
"first priority."
(c) Section 4(h) is amended to read in its entirety as
follows: "(h) on each Closing Date, Debtor shall have
good and marketable title to the Equipment being
financed on such date and CIT shall have a perfected
first Lien on the Priority Equipment being financed
and a perfected Lien on the Equipment being
financed."
(d) Section 5(a)(viii) is amended by deleting therein the
word "Collateral" and replacing it with "the Priority
Equipment and Priority Proceeds and a perfected
security interest in the Collateral."
(e) Section 5(b)(ii) is amended by deleting therein the
word "subordinate."
(f) Section 5(b)(vi) is amended by deleting therein the
words "first priority."
3. (a) Section 1 of Rider A to the Agreement is hereby amended
to add the following: definitions:
"PRIORITY EQUIPMENT": (i) any and all items of equipment which
are listed on Supplements, all accessions, attachments and replacement
parts thereto (other than any items removed from equipment not listed
on a Supplement comprising part of the Congress Collateral (as defined
in the Congress Subordination Agreement), and
2
(iii) all replacements for the equipment, accessions and attachments
described in clauses (i) and (ii) above that are purchased with
Priority Proceeds.
"PRIORITY PROCEEDS": all proceeds of the Priority Equipment,
including all amounts payable under any casualty insurance policy for
damage to or destruction of any Priority Equipment, but excluding any
such proceeds or amounts deposited in or transferred to any of the
blocked accounts or other collateral proceeds accounts maintained under
the Credit Agreement (as such term is defined in the Congress
Subordination Agreement) that have not been claimed by CIT within a
period of 60 days following the date of such deposit or transfer.
"CONGRESS SUBORDINATION AGREEMENT": the Subordination
Agreement dated as of March 19, 1997 between CIT and Congress, as
amended, modified or supplemented.
4. Section 2 of Rider A to the Agreement is hereby amended in
its entirety to read as follows:
2. LOAN AND COMMITMENT. The aggregate principal amount of all
Loans shall not exceed the lesser of (a) $7,200,000 and (b)
100% of the Cost of new items of Equipment and 90% of the Cost
of used items of Equipment. Each Loan shall be in a principal
amount of not less than $300,000, and CIT shall not make more
than six (6) Loans. Each Loan shall be amortized in sixty (60)
level payments of principal. Interest on the unpaid principal
balance shall be payable at the rate specified in the Notes.
Interest shall be payable monthly on the first day of each
calendar month commencing with the second calendar month after
the day the Loan is made. CIT's Commitment shall terminate on
December 31, 1999. The proceeds of each Loan shall be to
finance the purchase of, or reimburse Debtor for the cost of,
the Equipment.
5. Except as specifically amended herein, the Agreement
remains in effect in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed and delivered by their respective duly authorized
officers as of the day and year first written above.
THE CIT GROUP/EQUIPMENT FINANCING, INC.
By: Xxxx Xxxxxxx
----------------------------------
Title: Senior Credit Analyst
-------------------------------
LEXINGTON PRECISION CORPORATION
By: Xxxxxx Xxxxxx
----------------------------------
Title: President
-------------------------------
