Exhibit 10.1(A)
Page 1 of 12
TENTH AMENDMENT TO LOAN DOCUMENTS
THIS TENTH AMENDMENT TO LOAN DOCUMENTS (this
"Amendment"), dated as
of June 3, 1997, is among CAL-MAINE FOODS, INC. (the
"Borrower"), CAL-MAINE EGG
PRODUCTS, INC. ("Egg Products"), CAL-MAINE FARMS, INC.
("Cal-Maine Farms"), CAL-
MAINE PARTNERSHIP, LTD. ("CM Partnership" and collectively
with Cal-Maine Farms and Egg
Products herein referred to as the "Guarantors"), SUNTRUST
BANK, ATLANTA, formerly known
as Trust Company Bank ("SunTrust"), COOPERATIEVE CENTRALE
RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK NEDERLAND", NEW YORK BRANCH
("Rabobank"), XXXXXX TRUST AND SAVINGS BANK ("Xxxxxx" and
collectively with Rabobank
and SunTrust, herein the "Banks") and Rabobank, as agent for
itself and the Banks (in such capacity
as agent, the "Agent").
RECITALS:
A. Borrower, Rabobank and Barclays Bank PLC
(New York) ("Barclays") have entered
into that certain Amended and Restated Revolving Credit
Agreement dated as of May 29, 1990 (such
Amended and Restated Revolving Credit Agreement, as the same
has been amended, and as the
same may be further amended or otherwise modified, herein
referred to as the "Revolving Credit
Agreement"). Pursuant to the Second Amendment to Amended
and Restated Revolving Credit
Agreement dated October 1, 1991, SunTrust was substituted as
a lender under the Revolving Credit
Agreement in the place of Barclays and Barclays is no longer
a party to the Revolving Credit
Agreement.
B. The Borrower and Rabobank have entered into
that certain Amended and Restated
Term Loan Agreement dated as of May 29, 1990 (as the same
has been amended, and as the same
may be further amended or otherwise modified, herein the
"Term Loan Agreement").
C. The Borrower and Rabobank have entered into
that certain Reimbursement and
Credit Agreement dated as of December 1, 1987 (as the same
has been amended, and as the same
may be further amended or otherwise modified, herein the
"Egg Facility Reimbursement
Agreement").
D. The Borrower and Rabobank have entered into
that certain Reimbursement and
Credit Agreement dated as of May 1, 1992 (as the same has
been amended, and as the same may
be further amended or otherwise modified, herein the "Dairy
Facility Reimbursement Agreement").
E. The Borrower has executed and delivered that
certain Term Loan Note dated
November 5, 1993 payable to the order of Rabobank in the
original principal amount of $1,000,000
(as the same may be amended or otherwise modified, herein
the "New Term Note" and the New
Term Note, collectively with the Dairy Facility
Reimbursement Agreement, the Revolving Credit
Agreement, the Term Loan Agreement and the Egg Facility
Reimbursement Agreement, herein the
"Credit Agreements").
F. To secure certain of the obligations and
indebtedness of the Borrower and the
Guarantors to each of the Banks and the Agent under the
Credit Agreements and the other
documents executed in connection therewith, the Borrower and
the Guarantors executed certain
guaranties, security agreements, deeds of trust, assignment
of leasehold interests and mortgages (as
more fully described and identified in the Credit
Agreements, as the same have been or may
hereafter be amended or otherwise modified, all such
guaranties, security agreements, deeds of trust,
assignment of leasehold interests and mortgages are herein
referred to as the "Collateral
Documents"). The Collateral Documents include, without
limitation, the deeds of trust, mortgages
and assignments of leasehold interest described on Schedule
1 hereto which are filed in the real
property records of the jurisdictions listed on Schedule 1
as indicated therein (as modified, the
"Mortgages").
G. To facilitate the collateral arrangements
contemplated by the Collateral Documents,
the Banks and Agent have entered into that certain Amended
and Restated Intercreditor Agreement
dated April 14, 1995 (as such agreement may hereafter be
amended or otherwise modified, herein
the "Intercreditor Agreement").
Exhibit 10.1(A)
Page 2 of 12
H. All the real property in Xxxxxxxx County,
Texas which is covered by the Mortgage
filed in that jurisdiction (the "Released Property") has
been sold to a third party and the liens
created by the Mortgage on the Released Property have been
released.
I. Borrower and Guarantors have requested that
the Credit Agreements and certain of
the other Loan Documents (as defined in the Intercreditor
Agreement) be amended as herein set
forth and the Agent and the Banks have agreed to such
amendments on the terms and conditions
herein set forth.
NOW, THEREFORE, in consideration of the premises
herein contained and other good and
valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties
hereto agree as follows effective as of the date hereof:
ARTICLE I
Definitions
Section 1.01 Definitions. Capitalized terms used
in this Amendment, to the extent not
otherwise defined herein, shall have the same meanings as in
the Revolving Credit Agreement;
provided that the term "Loan Documents" as used herein shall
have the meaning as set forth in the
Intercreditor Agreement.
ARTICLE II
Amendments
Section 2.01 Amendment to Definitions.
(a) Effective as of the date hereof, each
of the Credit Agreements are
amended to add the following definitions:
"CMF of Kansas" means CMF of Kansas-LLC, a
Delaware limited liability company.
"CMF of Kansas Guaranty Agreement" means
that certain guaranty agreement dated
June 3, 1997 and executed by CMF of Kansas for the
benefit of the Agent and all
amendments, supplements and other modifications
thereto.
"CMF of Kansas Security Agreement" means
that certain security agreement dated
as of June 3, 1997 and executed by CMF of Kansas for
the benefit of the Agent, and all
amendments, supplements and other modifications
thereto.
(b) Effective as of the date hereof, the
following definitions set forth in the Credit
Agreements are amended in their entirety to read as
follows:
"Amended Guaranty Agreement" means the
Amended and Restated Guaranty
Agreements executed by Cal-Maine Farms, Inc. and
Cal-Maine Egg Products, Inc. both dated
May 29, 1990, the CM Partnership Guaranty Agreement,
the CMF of Kansas Guaranty
Agreement and all amendments, supplements and other
modifications thereto.
"Guarantors" means each of Cal-Maine Egg
Products, Inc., a Delaware corporation,
Cal-Maine Farms, Inc., a Delaware corporation, CM
Partnership and CMF of Kansas and
any reference to either or both Guarantors in any
Loan Documents shall mean a reference
to any or all of the Guarantors, as applicable.
Exhibit 10.1(A)
Page 3 of 12
"Security Agreements" means the Amended
Borrower Security Agreement, the
Amended Cal-Maine Security Agreement, the Louisiana
Collateral Documents, the Amended
Egg Products Security Agreement, the CM Partnership
Security Agreement and the CMF
of Kansas Security Agreement, collectively.
Section 2.02. Amendment to Capital Expenditure
Covenants. Each of the Credit
Agreements limits the ability of the Borrower and its
Subsidiaries to make capital expenditures as
set forth therein (the "Capital Expenditure Covenants").
Effective as of the date hereof, each of the
Capital Expenditure Covenants is amended in its entirety to
provide the following:
(A) Borrower will not make, and will not permit
any Subsidiary to make, any expenditures
for fixed or capital assets excluding rolling stock and
Acquisition Expenditures (as defined below),
which would cause the aggregate of all such expenditures
made by the Borrower and its Subsidiaries
in any period of 4 consecutive fiscal quarters to exceed the
sum of (i) consolidated depreciation of
Borrower and the Subsidiaries for such period plus (ii) the
product of
(a) $1,500,000 multiplied by
(b) the number of Construction Quarters (as
defined below) to have completely elapsed,
if any, in the four fiscal quarters being tested;
provided that, the expenditures in an aggregate amount not
to exceed $11,400,000 made in
connection with the construction and acquisition of a new
in-line processing facility at Cal-Maine
Farm, Inc.'s, Xxxxxxxx, Texas plant shall not be included in
calculating compliance with the Capital
Expenditure Covenants. To the extent that the expenditures
made in connection with such facility
exceed $11,400,000 in the aggregate, the amount of the
excess shall be included in calculating
compliance with the Capital Expenditure Covenants. The term
"Construction Quarters" means the
fiscal quarters occurring during the period from and
including the fiscal quarter ending on or about
June 1, 1997 through and including the earlier of (i) the
fiscal quarter ending on or about September
1, 1998 or (ii) the fiscal quarter during which the
construction at "CMF of Kansas" facility located
in Chase, Rice County, Kansas has been completed.
(B) Borrower will not make, or permit any
Subsidiary to make, any Acquisition
Expenditures (as defined below), which would cause the
aggregate of all such expenditures made by
the Borrower and its Subsidiaries in the Borrower's Fiscal
Year ending in 1998 to exceed
$20,000,000. The term "Acquisition Expenditures" means all
expenditures for fixed or capital assets
which were (1) not financed with Debt, other than Debt owed
to the seller of the asset acquired; and
(2) made in connection with, and as part of, the acquisition
(which is otherwise permitted hereby)
by Borrower or one of the Subsidiaries of substantially all
the assets of, or substantially all the
securities or other ownership interests issued by, parties
engaged in the production and distribution
of eggs.
Section 2.03 Subsidiary Representation. Each
representation and warranty in each Credit
Agreement as to the Borrower's ownership of Subsidiaries is
amended in its entirety to state that the
Guarantors and Sunbelt Freight, Inc. are the only
Subsidiaries of Borrower and all such Subsidiaries
are wholly owned by Borrower except CM Partnership whose 99%
limited partnership interest is
owned by Cal-Maine Farms and whose 1 % general partnership
interest is owned by Borrower.
Section 2.04. Amendment to Merger Covenants. Each
of the Credit Agreements and
certain of the other Loan Documents limits the ability of
the Borrower and its Subsidiaries to merge
with or into or consolidate with or into, or convey,
transfer, lease or otherwise dispose of (whether
in one transaction or in a series of transactions) all or
substantially all of its assets (whether now
owned or hereafter acquired) to, or acquire all or
substantially all of the assets of, any party as set
forth therein (the "Merger Covenants"). Effective as of the
date hereof, each of the Merger
Covenants is amended in its entirety to provide that:
(A) Borrower will not, and will not permit any
Subsidiary, to merge with or into or
consolidate with or into, or convey, transfer, lease or
otherwise dispose of (whether in one
transaction or in a series of transactions) all or
substantially all of its assets (whether now owned or
hereafter acquired) to, or acquire all or substantially all
of the assets of or the
securities or other ownership interest issued by any party,
except that (i) any Subsidiary may merge
or consolidate with or
Exhibit 10.1(A)
Page 4 of 12
transfer assets to or acquire assets from any other
Subsidiary; (ii) Borrower or any Subsidiary may
acquire all or substantially all of the assets of or the
securities or other ownership interests issued
by any party engaged in the production
and distribution of eggs; and (iii) any Subsidiary may merge
into or transfer assets to the Borrower;
provided in each case that, immediately after giving effect
thereto, no event shall occur and be
continuing which constitutes an Event of Default or which
with the giving of notice or lapse of time
or both would constitute an Event of Default and the
obligations arising under the Collateral
Documents are complied with which relate to the creation and
perfection of the liens and security
interests in favor of the Agent in any Collateral (as that
term is defined in the Intercreditor
Agreement) and
(B) The Borrower will not, and will not permit
any Subsidiary to, engage in any line or
lines of business activity other than the production and
distribution of eggs and any other business
in which they are engaged as of June 3, 1997.
Section 2.05. Amendment Reporting Requirements.
The covenants in each Credit
Agreement requiring Borrower to furnish financial statements
thereunder are each amended to
require that, accompanying each financial statement
delivered thereunder as of the end of any Fiscal
Year or as of the end of any month that corresponds with the
end of any quarter in any Fiscal Year,
Borrower shall furnish to each Bank a properly completed and
executed compliance certificate in
substantially the form of Exhibit "A" hereto.
Section 2.06. Amendment to Loan Documents to
exclude Released Properties. The terms
"Properties", "Encumbered Properties", "Term Collateral",
"Additional Properties", "Mortgage
Property" and "Other Property" as defined or used in any
Loan Document, are amended to exclude
(to the extent included) the Released Property therefrom.
Section 2.07 Amendment to Collateral Documents and
Other Loan Documents. Effective
as of the date hereof, each Collateral Document, each Credit
Agreement and each other Loan
Document is hereby amended so that the terms "Loan
Documents" and "Related Documents" as used
therein, each includes, without limitation, this Amendment,
the CMF of Kansas Guaranty and the
CMF of Kansas Security Agreement.
Section 2.08 Amendment to Amended Cal-Maine
Security Agreement. Effective as of the
date hereof, Schedule 1 to the Amended Cal-Maine Security
Agreement is amended to add the
following location thereto:
000 Xxxxxxxx Xxxxxx Xxxx
Xxxxx Xxxx, Xxxxxxx 00000
Section 2.09 Separate Collateral Document.
Effective as of the date hereof, the term
"Debtor" as used in the Mortgage identified as item 4 on
Schedule 1 hereto is hereby amended to
include CMF of Kansas.
Section 2.10 Amendment to Intercreditor Agreement.
Effective as of the date hereof, the
following definitions contained in the Intercreditor
Agreement are amended as follows:
(a) The term "Collateral Documents," as
defined in the Intercreditor Agreement
is amended to include the CMF of Kansas Security
Agreement.
(b) The term "Revolving Collateral
Documents," as defined in the Intercreditor
Agreement is amended to include the CMF of Kansas
Security Agreement.
(c) The term "Guarantors," as defined in
the Intercreditor Agreement is hereby
amended to include CMF of Kansas and any reference
to either or both Guarantors shall
mean a reference to any or all of the Guarantors, as
applicable.
Exhibit 10.1(A)
Page 5 of 12
ARTICLE III
Waiver, Ratifications, Representations and Warranties
Section 3.01 Waiver. Borrower has advised the
Agent and the Banks that an Event of
Default has occurred as a result of the Borrower's failure
to comply with the Capital Expenditure
Covenants as of the fiscal quarter ending on or about March
1, 1997 (the "Existing Default"). In
accordance with the Credit Agreements, the Borrower and the
Guarantors have requested that the
Agent and the Banks waive the Existing Default. The Agent
and each of the Banks waive the
Existing Default and agrees not to exercise any rights or
remedies available as a result of the
occurrence thereof. To induce the Agent and the Banks to
agree to the forgoing waiver, Borrower
and the Guarantors agree that the waiver specifically
described herein shall not constitute and shall
not be deemed a waiver of any other Event of Default or any
other event that with the giving of
notice or lapse of time or both would constitute an Event of
Default, whether arising as a result of
the further violation of the Capital Expenditure Covenants
or otherwise, or a waiver of any rights or
remedies arising as a result of such other Events of Default
or other such events. The failure to
comply with the Capital Expenditure Covenants for any period
ending on any date, other than as
described above in the definition of Existing Default shall
constitute an Event of Default.
Section 3.02 Ratifications. The terms and
provisions set forth in this Amendment shall
modify and supersede all inconsistent terms and provisions
set forth in the Loan Documents and
except as expressly modified and superseded by this
Amendment, the terms and provisions of the
Loan Documents (including all amendments thereto which
include, without limitation, that certain
Amendment to Loan Documents dated May 1, 1992, that certain
Second Amendment to Loan
Documents dated November 5, 1993, that certain Third
Amendment to Loan Documents dated
July 22, 1994, that certain Fourth Amendment to Loan
Documents dated December 31, 1994, that
certain Fifth Amendment to Loan Documents dated April 14,
1995, that certain Sixth Amendment
to Loan Documents dated June 1, 1995, that certain Seventh
Amendment to Loan Documents dated
April 30, 1996, that certain Eight Amendment to Loan
Documents dated June 1, 1996 and that
certain Ninth Amendment to Loan Documents dated December 31,
1996, all as filed in the real
property records where the Mortgages are filed as described
on Schedule 1 hereto, [collectively, the
"Previous Amendments"] and each of which are hereby
incorporated herein by this reference as if
set forth herein in their entirety) are ratified and
confirmed and shall continue in full force and
effect. The liens, security interests and assignments
created and evidenced by the Loan Documents
are valid and existing liens, security interests and
assignments of the respective priority recited in the
Loan Documents and no party hereto has any claims, offsets,
defenses or counterclaims to the terms
and provisions of the Loan Documents or arising out of any
acts or omissions of any party with
respect thereto. Each of the parties hereto agree that the
Loan Documents, as amended hereby and
by the Previous Amendments, shall continue to be legal,
valid, binding and enforceable in accordance
with their respective terms.
Section 3.03 Representations and Warranties. To
induce Agent and the Banks to modify
the Loan Documents as herein set forth, the Borrower and
each Guarantor represents and warrants
to the Agent and the Banks that:
(a) The representations and warranties of
the Borrower and each Guarantor
contained in the Loan Documents, as amended hereby,
are true and correct on and as of the
date hereof as though made on and as of the date
hereof.
(b) No Event of Default has occurred and
is continuing and no event or condition
has occurred that with the giving of notice or lapse
of time or both would be an Event of
Default, and the Borrower and each Guarantor is in
full compliance with all covenants and
agreements binding on them contained in the Loan
Documents, as amended hereby.
Exhibit 10.1(A)
Page 6 of 12
(c) The execution, delivery, and
performance by it of this Amendment has been duly authorized
by all requisite action on its part and do not and
will not violate or conflict with its articles of
incorporation, bylaws, partnership agreement or certificate of
limited partnership or any law, rule, or regulation or any
order, writ, injunction, or decree of any court,
governmental authority, or arbitrator, and do not and will
not
conflict with, result in a breach of, or constitute
a default under, or result in the creation or imposition of
any lien (except as provided herein) upon any of its
revenues or assets pursuant to the provisions of any
indenture, mortgage, deed of trust, security
agreement, franchise, permit, license, or other instrument
or agreement by which it or any of its properties is
bound.
(d) This Amendment constitutes its
legal, valid, and binding obligations, enforceable in
accordance with its terms, except as limited by
bankruptcy, insolvency, or other laws of general application
relating to the enforcement of creditor's rights.
(e) No authorization, approval, or
consent of, and no filing or registration with, any court,
governmental authority, or third party is or will be
necessary for its execution, delivery, or performance of
this Amendment or the validity or enforceability
thereof.
(f) No statement, information, report,
representation, or warranty made by it in this Amendment
or furnished to any Bank in connection with this
Amendment or any of the transactions contemplated hereby
contains any untrue statement of a material fact or
omits to state any material fact necessary to make the
statements herein or therein not misleading. There
is no fact known to it which has a material adverse
effect, or which might in the future have a material
adverse effect, on its business, condition (financial or
otherwise), operations, prospects, or properties
that has not been disclosed in writing to the Banks.
(g) The bylaws, articles or certificate
of incorporation, partnership agreement and certificates of
limited partnership of each Loan Party, as
applicable, have not been revoked, amended or otherwise
modified since June of 1995 and are all in full
force and effect.
ARTICLE IV
Miscellaneous
Section 4.01 Survival of Representations and
Warranties. All representations and warranties made in this
Amendment shall survive the execution and delivery of this
Amendment, and no investigation by Agent or any Bank
or any closing shall affect the representations and
warranties or the right of Agent and each Bank to rely upon
them.
Section 4.02 Reference to Loan Documents. Each
of the Loan Documents are hereby amended so that
any reference in such Loan Documents to any other Loan
Document shall mean a reference to such other Loan
Document, if applicable, as amended hereby.
Section 4.03 Severability. Any provision of this
Amendment held by a court of competent jurisdiction to
be invalid or unenforceable shall not impair or invalidate
the remainder of this Amendment and the effect thereof
shall be confined to the provision so held to be invalid or
unenforceable.
Section 4.04 Applicable Law. This Amendment
shall be governed by and construed in accordance with
the laws of the state of New York except to the extent that
the provisions of the Loan Documents are governed by
the laws of another state, the amendment to those provisions
pursuant hereto shall be governed by the laws of such
other state.
Section 4.05 Successors and Assigns. This
Amendment is binding upon and shall inure to the benefit of
the parties hereto and their respective successors and
assigns, except neither the Borrower nor any Guarantor may
assign or transfer any of its rights or obligations
hereunder without the prior written consent of the Banks.
Exhibit 10.1(A)
Page 7 of 12
Section 4.06 Counterparts. This Amendment may be
executed in one or more counterparts, each of which
when so executed shall be deemed to be an original, but all
of which when taken together shall constitute one and
the same agreement.
Section 4.07 Effect of Waiver. No consent or
waiver, express or implied, by any Bank or Agent to or for
any breach of or deviation from any covenant, condition or
duty by the Borrower or any Guarantor shall be deemed
a consent or waiver to or of any other breach of the same or
any other covenant, condition or duty.
Section 4.08 Headings. The headings, captions,
and arrangements used in this Amendment are for
convenience only and shall not affect the interpretation of
this Amendment.
Section 4.09 Entire Agreement. This Amendment
and all other instruments, documents and agreements
executed and delivered in connection with this Amendment
embody the final, entire agreement among the parties
hereto and supersede any and all prior commitments,
agreements, representations and understandings, whether
written or oral, relating to this Amendment, and may not be
contradicted or varied by evidence of prior,
contemporaneous or subsequent oral agreements or discussions
of the parties hereto.
Executed as of the date first written above.
Attest: CAL-MAINE FOODS, INC.
CAL-MAINE EGG PRODUCTS, INC.
CAL-MAINE FARMS, INC.
/s/ Xxxxxxx X. Xxxxxxx By: /s/ X.X. Xxxxxx
----------------------------- -----------------------------
Xxxxxxx X. Xxxxxxx X.X. Xxxxxx
Assistant Secretary Vice President of each Company
(Seal of Cal-Maine Foods)
CAL-MAINE PARTNERSHIP, LTD.
(Seal of Cal-Maine Farms) By: Cal-Maine Foods, Inc.,
its general partner
By: /s/ X.X. Xxxxxx
-----------------------------------
(Seal of Cal-Maine Egg Products, Inc.) X.X. Xxxxxx, Vice President
Exhibit 10.1(A)
Page 8 of 12
Signed and acknowledged in the presence of: CompanyOPERATIEVE CENTRALE
RAIFFEISEN-BOERENLEENBANK B.A.
"RABOBANK NEDERLAND", NEW YORK
BRANCH, individually and as Agent
By: /s/ W. Xxxxxx X. Xxxxx
------------------------------------- -------------------------------
Witness Name: W. Xxxxxx X. Xxxxx
------------------------
Title: Vice President
------------------------
By: /s/ X.X. Xxxxx
------------------------------------- -------------------------------
Witness Name: X.X. Xxxxx
------------------------
Title: Vice President
------------------------
Signed and acknowledged in the presence of : SUNTRUST BANK, ATLANTA,
formerly known as Trust Company
Bank
By: /s/ Xxxxxxx X. Xxxxxx
------------------------------------- -------------------------------
Witness Name: Xxxxxxx X. Xxxxxx
-------------------------
Title: Vice President
-------------------------
By: /s/ F. Xxxxxx Xxxxxxx
------------------------------------- -------------------------------
Witness Name: F. Xxxxxx Xxxxxxx
-------------------------
Title: Vice President
-------------------------
Signed and acknowledged in the presence of : XXXXXX TRUST AND SAVINGS BANK
By: /s/ Xxxx X. Xxxxxxxx
------------------------------------- -------------------------------
Name: Xxxx X. Xxxxxxxx
-------------------------
Title: Vice President
-------------------------
Exhibit 10.1(A)
Page 9 of 12
STATE OF MISSISSIPPI
COUNTY OF XXXXX
This day, personally appeared before me, the
undersigned authority of the jurisdiction aforesaid, X.X.
Xxxxxx, well known by me to be Vice President of CAL-MAINE FOODS,
INC., a Delaware corporation (individually and
in its capacity as general partner of Cal-Maine Partnership,
Ltd.) CAL-MAINE EGG PRODUCTS, INC., a
Delaware corporation and CAL-MAINE FARMS, INC., a Delaware
corporation, who acknowledged to me, being
informed of the contents hereof, that he signed, executed
and delivered the above Tenth Amendment to Loan
Documents for and on behalf of said corporations and
partnership voluntarily and for the consideration, uses and
purposes therein mentioned after having been duly authorized
by said corporations so to do.
Given under my hand and official seal on this 14th
day of July 1997.
/s/ Xxxxxxx XxXxxxxx
--------------------
Notary Public
My Commission Expires:
9/27/97
-------
STATE OF MISSISSIPPI
COUNTY OF XXXXX
This day, personally appeared before me, the
undersigned authority of the jurisdiction aforesaid Xxxxxxx
X. Xxxxxxx and acknowledged that he is an Assistant Secretary
of CAL-MAINE FOODS, INC., CAL-MAINE EGG
PRODUCTS, INC. AND CAL-MAINE FARMS, INC., each a Delaware
corporation, and that by authority duly
given and as the act of each corporation, the foregoing
instrument was signed in each such corporations' name by
its Vice President, sealed with its corporate seal and
attested by himself as Assistant Secretary of each such
corporation.
WITNESS my hand and notarial seal, this the 14th day
of July 1997.
(S E A L)
/s/ Xxxxxxx XxXxxxxx
--------------------
Notary Public - State of Mississippi
My Commission Expires: Xxxxxxx XxXxxxxx
9/27/97 ----------------
--------------------- Printed Name of Notary Public
Exhibit 10.1(A)
Page 10 of 12
STATE OF GEORGIA
COUNTY OF XXXXXX
This day, personally appeared before me, the
undersigned authority of the jurisdiction aforesaid XXXXXXX
X. XXXXXX, well known by me to be Vice President of
SUNTRUST BANK, ATLANTA, formerly known as Trust
Company Bank, a Georgia state banking corporation, who
acknowledged to me, being informed of the contents
hereof, that he signed, executed and delivered the above
Tenth Amendment to Loan Documents for and on behalf
of said corporation voluntarily and for the consideration,
uses and purposes therein mentioned after having been
duly authorized by said corporation so to do.
Given under my hand and official seal on this 14th
day of July 1997.
/s/ Xxxxxx X. Xxxxxxx
---------------------
Notary Public
My Commission Expires:
1/31/99
-------
STATE OF GEORGIA
COUNTY OF XXXXXX
This day, personally appeared before me, the
undersigned authority of the jurisdiction aforesaid F.
XXXXXX XXXXXXX, well known by me to be Vice President of SUNTRUST
BANK, ATLANTA, formerly known as Trust
Company Bank, a Georgia state banking corporation, who
acknowledged to me, being informed of the contents
hereof, that he signed, executed and delivered the above
Tenth Amendment to Loan Documents for and on behalf
of said corporation voluntarily and for the consideration,
uses and purposes therein mentioned after having been
duly authorized by said corporation so to do.
Given under my hand and official seal on this 14th
day of July 1997.
/s/ Xxxxx X. Xxxxxxxx
---------------------
Notary Public
My Commission Expires:
12/29/97
--------
Exhibit 10.1(A)
Page 11 of 00
XXXXX XX XXX XXXX
XXXXXX XX XXX XXXX
This day, personally appeared before me, the
undersigned authority of the jurisdiction aforesaid, XXXXXXX
X. XXXXX, well known by me to be a Vice President of
COOPERATIEVE CENTRALE RAIFFEISEN-
BOERENLEENBANK B.A. "RABOBANK NEDERLAND", NEW YORK BRANCH, a
banking cooperative organized under the laws of the Netherlands, who
acknowledged to me, being informed of the contents hereof,
that he signed, executed and delivered the above Tenth Amendment
to Loan Documents for and on behalf of said
corporation voluntarily and for the consideration, uses and
purposes therein mentioned after having been duly
authorized by said corporation so to do.
Given under my hand and official seal on this 14th day of July 1997.
/s/ Xxxxx Xxxx
--------------
Notary Public
My Commission Expires:
10/22/98
--------
STATE OF NEW YORK
COUNTY OF NEW YORK
This day, personally appeared before me, the undersigned authority of
the jurisdiction aforesaid W. XXXXXX X. XXXXX, well known by me to be a Vice
President of COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. "RABOBANK
NEDERLAND", NEW YORK BRANCH, a banking cooperative organized under the laws of
the Netherlands, who acknowledged to me, being informed of the contents hereof,
that he signed, executed and delivered the above Tenth Amendment to Loan
Documents for and on behalf of said corporation voluntarily and for the
consideration, uses and purposes therein mentioned after having been duly
authorized by said corporation so to do.
Given under my hand and official seal on this 14th day of July 1997.
/s/ Xxxxx Xxxx
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Notary Public
My Commission Expires:
10/22/98
----------------
STATE OF ILLINOIS
COUNTY OF XXXX
This day, personally appeared before me, the undersigned authority of
the jurisdiction aforesaid, Xxxx X. Xxxxxxxx, well known by me to be a Vice
President of XXXXXX TRUST AND SAVINGS BANK, a savings bank organized under the
laws of Illinois, who acknowledged to me, being informed of the contents hereof,
that he signed, executed and delivered the above Tenth Amendment to Loan
Documents for and on behalf of said corporation voluntarily and for the
consideration, uses and purposes therein mentioned after having been duly
authorized by said corporation so to do.
Given under my hand and official seal on this 14th day of July 1997.
/s/ Xxxxx X. Xxxxxxx
--------------------
Notary Public
My Commission Expires:
9/18/00
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