FIRST AMENDMENT TO CREDIT AGREEMENT
Exhibit 10.62
FIRST AMENDMENT TO CREDIT AGREEMENT
THIS FIRST AMENDMENT is made as of the 28 day of December, 2004, by and between CLASSIC MANUFACTURING, INC., a Michigan corporation (as successor by merger to Classic Manufacturing Acquisition Corp.) ("Borrower") and NATIONAL CITY BANK OF INDIANA ("Bank"). The parties agree as follows:
WITNESSETH:
WHEREAS, as of April 28, 2004, Borrower and Bank entered into a certain Credit Agreement (the "Agreement"); and.
WHEREAS, the parties desire to temporarily increase the inventory reliance levels set forth in the Borrowing Base, all subject to the terms contained herein;
NOW, THEREFORE, in consideration of the premises, and the mutual promises herein contained, the parties agree that the Agreement shall be, and it hereby is, amended as provided herein and the parties further agree as follows:
PART I. AMENDATORY PROVISIONS
Article 1. DEFINITIONS
Section 1.1. Defined Terms. Section 1.1 of the Agreement is hereby amended by substituting the following definitions in lieu of the like existing definitions:
"Borrowing Base" means, on any date of determination, an amount equal to (a) Eighty-Five Percent (85%) off the aggregate value of Borrower's Eligible Accounts, plus (b) the lesser of (i) until April 1, 2005, Seventy-Five Percent (75%), and thereafter, Sixty Percent (60%) of all outstanding Facility 1 Line of Credit Advances, (ii) until April 1, 2005, Seven Hundred Fifty Thousand Dollars ($750,000), and thereafter, Five Hundred Thousand Dollars ($500,000), or (iii) the sum of (A) Sixty Percent (60%) of the aggregate value of Borrower's finished goods and raw materials Eligible Inventory, plus (B) the lesser of (1) Sixty Percent (60%) of the Borrower's work-in-process Eligible Inventory, or (2) Ninety Thousand Dollars ($90,000), minus (c) Inventory Reserves.
PART II. CONTINUING EFFECT
Except as expressly modified herein:
(a)
All terms, conditions, representations, warranties and covenants contained in
the Agreement shall remain the same and shall continue in full force and effect
interpreted, wherever possible, in a manner consistent with this First
Amendment; provided, however, in the event of any irreconcilable
inconsistency, this Firs Amendment shall control;
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(b)
The representations and warranties contained in the Agreement shall survive this
First Amendment in their original form as continuing representations and
warranties of Borrower; and
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(c)
Capitalized terms used in this First Amendment, and not specifically herein
defined, shall have the meanings ascribed to them in the Agreement.
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In consideration hereof, Borrower represents, warrants, covenants and agrees that:
(aa)
Each representation and warranty set forth in the Agreement, as hereby amended,
remains true and correct as of the date hereof in all material respects, except
to the extent that such representation and warranty is expressly intended to
apply solely to an earlier date and except changes reflecting transactions
permitted by the Agreement;
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(bb)
There currently exist no offsets, counterclaims or defenses to the performance
of the Obligations (such offsets, counterclaims or defenses, if any, being
hereby expressly waived);
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(cc)
Except as expressly waived in this First Amendment, there has not occurred any
Default or Unmatured Default; and
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(dd) After
giving effect to this First Amendment and any transactions contemplated hereby,
no Default or Unmatured Default is or will be occasioned hereby or thereby.
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IN WITNESS WHEREOF, Borrower and the Bank have caused this First Amendment to be executed by their respective officers duly authorized as of the date first above written.
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"BORROWER" Classic Manufacturing, Inc. (as successor by merger to Classic Manufacturing Acquisition Corp.) By: /s/ Xxxxxxx X. Xxxxxx Xxxxxxx X. Xxxxxx, President "BANK" NATIONAL CITY BANK OF INDIANA By: /s/ R. Deplth Its: SVP |
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