EXHIBIT B-3
THOR INDUSTRIES, INC.
SECOND AMENDMENT TO AMENDED AND
RESTATED REVOLVING CREDIT AGREEMENT
Xxxxxx Trust and Savings Bank
Chicago, Illinois
Gentlemen:
Reference is hereby made to that certain Amended and Restated Revolving
Credit Agreement dated as of December 4, 1992, as amended by that certain First
Amendment to Amended and Restated Revolving Credit Agreement dated as of January
27, 1993 (the "Credit Agreement") and currently in effect between the
undersigned, Thor Industries, Inc., a Delaware corporation (the "Borrower"),
with certain of its subsidiaries as Guarantors, Bank One, Xxxxxx, NA as a Bank
and Xxxxxx Trust and Savings Bank, in its individual capacity as a Bank and as
Agent. All capitalized terms used herein without definition shall have the same
meaning as such terms have in the Credit Agreement.
The Company has requested that the Banks make a certain amendment to the
Credit Agreement which the Banks are willing to do under the terms and
conditions hereof.
1. AMENDMENT.
Upon your acceptance hereof in the space provided for that purpose below,
the Credit Agreement shall be and hereby is amended as follows:
(a) The definition of "Termination Date" appearing in Section 1 shall be
deleted in its entirety and there is substituted therefor the following:
"Termination Date" means November 30, 1994."
2. CONDITIONS PRECEDENT.
The effectiveness of this Amendment is subject to the satisfaction of all
of the following conditions precedent:
(a) The Borrower and the Banks shall have executed and delivered to the
Agent this Amendment.
(b) Legal matters incident to the execution and delivery of this Amendment
shall be satisfactory to the Banks and their counsel.
(c) Each Guarantor shall have executed and delivered its consent in the
form set forth hereafter.
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3. REPRESENTATIONS:
In order to induce the Banks to execute and deliver this Amendment, the
Borrower hereby represents to the Banks that as of the date hereof and as of the
time that this Amendment becomes effective, each of the representations and
warranties set forth in Section 3 of the Credit Agreement are and shall be and
remain true and correct (except that the representations contained in
Section 3.1 shall be deemed to refer to the most recent financial statements of
the Borrower and its Subsidiaries delivered to the Banks and the Borrower is in
full compliance with all of the terms and conditions of the Credit Agreement
after giving effect to this Amendment and no Event of Default shall have
occurred and be continuing or shall result after giving effect to this
Amendment.
4. MISCELLANEOUS.
(a) Except as specifically amended herein, the Credit Agreement shall
continue in full force and effect in accordance with its original terms.
Reference to this specific Amendment need not be made in any note, document,
letter, certificate, the Credit Agreement itself, the Notes or any communication
issued or made pursuant to or with respect to the Credit Agreement, any
reference in any of such to the Credit Agreement being sufficient to refer to
the Credit Agreement as amended hereby.
(b) This Amendment may be executed in any number of counterparts, and by
the different parties on different counterparts, all of which taken together
shall constitute one and the same agreement. Any of the parties hereto may
execute this Amendment by signing any such counterpart and each of such
counterparts shall for all purposes be deemed to be an original. This Amendment
shall be governed by the internal laws of the State of Illinois.
Dated as of November 23, 1993.
THOR INDUSTRIES, INC.
By:
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Its:
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Accepted and agreed to as of the date last above written.
XXXXXX TRUST AND SAVINGS BANK,
in its individual capacity as a
Bank and as Agent
By:
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Its:
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BANK ONE, XXXXXX, NA
By:
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Its:
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CONSENT OF GUARANTORS
The undersigned, each a Person executing and delivering a Guaranty (as
defined in the hereinafter defined Agreement) to the Agent under the Original
Credit Agreement, each jointly and severally hereby acknowledges prior notice
of, consents to and approves the foregoing Second Amendment to Amended and
Restated Revolving Credit Agreement among Thor Industries, Inc. Xxxxxx Trust and
Savings Bank, Bank One, Sidney, N. A., and Xxxxxx Trust and Savings Bank, as
Agent (the "Agreement"), agrees that its Guaranty shall continue in full force
and effect and further agrees that the liabilities and indebtedness created or
evidenced by the foregoing Credit Agreement and the other Loan Documents defined
therein shall be a part of the "Obligations" as defined in the Guaranties, and
further agrees and acknowledges this consent is not required under the terms of
its Guaranty and that the execution hereof shall not be construed to require the
undersigned's consent to any future amendment, modification, or waiver of any
terms of the Agreement except as otherwise provided in said Guaranty. While
each Guaranty was originally delivered in duplicate originals to Bank One,
Sidney, N.A., as Agent under the Original Credit Agreement, for delivery to each
Bank, each Guarantor acknowledges that each Guaranty runs in favor of each Bank
under the Credit Agreement and is enforceable by each Bank individually or both
Banks acting jointly.
AIRSTREAM, INC. CITAIR, INC.
By: By:
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Title: Title:
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THOR INDUSTRIES OF
PENNSYLVANIA, INC. EBC, INC. D/B/A ELDORADO BUS
By: By:
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Title: Title:
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DUTCHMEN MANUFACTURING, INC. THOR INDUSTRIES WEST, INC.
By: By:
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Title: Title:
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NCC ACQUISITION, INC. FOUR WINDS INTERNATIONAL
D/B/A ELDORADO NATIONAL CORPORATION (formerly known as
Thor Acquisition Corp.)
By: By:
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Title: Title:
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