AGREEMENT
THIS AGREEMENT made as of the ______ day of June, 1995 by and among
ISRAEL DISCOUNT BANK OF NEW YORK ("IDB"), BANK LEUMI TRUST COMPANY OF NEW YORK
("BL"), EUROPEAN AMERICAN BANK ("EAB") and UNITED MIZRAHI BANK AND TRUST
COMPANY ("UMB").
W I T N E S S E T H:
WHEREAS, IDB, BL and EAB are parties to a bank intercreditor agreement
dated September 9, 1993, as amended by agreement dated September 28, 1994 (the
"Bank Intercreditor Agreement"), relating to certain obligations of Elk
Associates Funding Corporation (the "Debtor"); and
WHEREAS, the Debtor has entered into a loan agreement with UMB; and
WHEREAS, the parties desire to make UMB a party to the Bank
Intercreditor Agreement;
NOW, THEREFORE, in consideration of the premises and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto mutually agree as follows:
1. Admission of UMB as a Party to the Bank Intercreditor Agreement. Effective as
of the date hereof, the Bank Intercreditor Agreement is hereby amended in order
to admit UMB as a party to the Bank Intercreditor Agreement. Accordingly, UMB
shall be bound by the terms of the Bank Intercreditor Agreement and shall assume
all of the obligations and be entitled to any and all rights and benefits as a
Creditor (as that term is defined in the Bank Intercreditor Agreement) pursuant
to the terms of the Bank Intercreditor Agreement.
2. Continuation Agreements. The Bank Intercreditor Agreement shall remain in
full force and effect as modified pursuant to the terms hereof.
3. Further Assurances. The parties agree to execute any and all documents
necessary to effectuate the admission of UMB as a party to the Bank
Intercreditor Agreement.
4. Notices.
EAB's address for notice or other communication in connection with the
Bank Intercreditor Agreement shall be:
United Mizrahi Bank and Trust Company
Xxx Xxxxxxxxxxx Xxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxxx X. XxXxxxxx, Vice President
Telecopy: 000-000-0000
5. Governing Law. This agreement shall be governed by the laws of the state of
New York applicable to contracts made and to be performed wholly therein.
6. Headings. The headings in this Agreement are for convenience reference only
and shall not alter or otherwise affect the meaning hereof.
7. Counterparts. This Agreement may be executed in any number of counterparts
and by the different parties hereto on separate counterparts, each of which when
so executed and delivered shall be an original, but all of which shall together
constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first written above.
ISRAEL DISCOUNT BANK OF NEW YORK
By:/s/ Xxxxxx X. Xxxxxxxx
------------------------------------
Name: Xxxxxx X. Xxxxxxxx
Title: Vice President
By:/s/ Xxxxxx X. Xxxxx
------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Senior Vice President
BANK LEUMI TRUST COMPANY
OF NEW YORK
By:/s/ Xxxx Xxxxxxxxx
------------------------------------
Name: Xxxx Xxxxxxxxx
Title: Vice President
By:/s/ Xxxxxx Xxxxx
------------------------------------
Name: Xxxxxx Xxxxx
Title: Bank Officer
EUROPEAN AMERICAN BANK
By:/s/ Xxxxxx X. Xxxxxxxxx
------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
Title: Assistant Vice President
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UNITED MIZRAHI BANK AND
TRUST COMPANY
BY:/s/ Xxxxx X. Xxxxx
------------------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
BY:/s/ Xxxxx Xxxxxxx
------------------------------------
Name: Xxxxx Xxxxxxx
Title: Vice President
ACKNOWLEDGED AND AGREED:
ELK ASSOCIATES FUNDING CORPORATION
By:/s/ Xxxx X. Xxxxxxx
------------------------------------
Name: Xxxx X. Xxxxxxx
Title: President
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