THIRD AMENDMENT TO CONSTRUCTION AND TERM NOTE
Dayton, Ohio Dated as of March 1,200O
On June 13, 1994, XXXXXXXXX FOODS VENTURE, L. P., a Texas limited
partnership (" Borrower"), executed and delivered a Construction and Term Note
to PNC BANK, NATIONAL ASSOCIATION (successor by merger to PNC Bank, Ohio,
National Association) (" Lender"), in the original principal amount of
$2,290,750.00 (as amended by the Amendment to Promissory Note dated December 14,
1994 and by the Second Amendment to Construction and Term Note dated March 3 1,
1995, the "Note").
By this Third Amendment to Construction and Term Note, the Note is amended
as follows:
1. Notwithstanding anything to the contrary contained in the Note, the
Applicable Interest Rate will be 1%plus the Prime Rate, subject to the
applicability of the Default Rate. All interest calculations under the Note
will be made based on a year of 360 days for the actual number of days in
each interest period.
2. Notwithstanding anything to the contrary contained in the Note, principal
will be due and payable in monthly installments of Eleven Thousand Dollars
($11,000)each, commencing on April 1, 2000 and continuing on the first day
of each month thereafter until January 3 1, 2001, at which time any
remaining outstanding principal will be due. Accrued interest will be due
and payable on the due date of each principal payment.
Except as expressly modified hereby, all terms and conditions of the Note
remain in full force and effect. Capitalized terms used herein and not otherwise
defined herein will have the meanings given such terms in the Note.
Borrower hereby irrevocably authorizes any attorney-at-law, including an
attorney employed by or retained by Xxxxxx, to appear in any court of record in
or of the State of Ohio, or in any other state or territory of the United
States, at any time after the indebtedness evidenced by the Note becomes due,
whether by acceleration or otherwise, to waive the issuing and service of
process and to confess a judgment against Xxxxxxxx in favor of Lender for the
amount of principal and interest and expenses then appearing due from Borrower
under the Note, together with costs of suit and thereupon to release all errors
and waive all right of appeal or stays of execution in any court of record.
Borrower hereby expressly acknowledges that an attorney-at-law employed or
retained by Xxxxxx may confess judgment against Xxxxxxxx, and further expressly
consents to the payment of legal fees of such attorney-at-law by Xxxxxx.
WARNING--BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT
TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU
WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS OF A COURT CAN BE USED TO COLLECT
FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR
RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT,
OR ANY OTHER CAUSE.
XXXXXXXXX FOODS VENTURE, L. P.,
a Texas limited partnership
By: G/W FOODS, INC., its general partner,
a Texas corporation .
By: /s/Xxxxxx X. Xxxxxxxxx
--------------------------
Print Name: Xxxxxx X. Xxxxxxxxx
Title: President
ACCEPTED:
PNC BANK, NATIONAL ASSOCIATION
By: /s/Xxxxxxx X. Xxxxx
---------------------
Print Name: Xxxxxxx X. Xxxxx
Title: Vice President
STATE OF Ohio )
) ss:
)
COUNTY OF Darke
The foregoing instrument was acknowledged before me this 28th day of March,
2000 by Xxxxxx X. Xxxxxxxxx a duly authorized officer of G/W Foods, Inc., a
Texas corporation, on behalf of the corpora; ion as general partner of Xxxxxxxxx
Foods Venture, L. P., a Texas limited partnership.
/s/Xxxxxx X. Xxxxx
------------------
Printed Name: Xxxxxx X. Xxxxx
Notary Public
My commission expires: Mav 4, 2000
2
THIRD AMENDMENT TO CONSTRUCTION AND TERM NOTE
Dayton, Ohio Dated as of March 1, 2000
On June 13, 1994, XXXXXXXXX FOODS VENTURE, L. P., a Texas limited
partnership (" Borrower"), executed and delivered a Construction and Term Note
to THE FIFTH THIRD BANK OF WESTERN OHIO (" Lender"), in the original principal
amount of $1,874,250.00 (as amended by the Amendment to Promissory Note dated
December 14, 1994 and by the Second Amendment to Construction and Term Note
dated March 31, 1995, the "Note").
By this Third Amendment to Construction and Term Note, the Note is amended
as follows:
1. Notwithstanding anything to the contrary contained in the Note, the
Applicable Interest Rate will be 1%plus the Prime Rate, subject to the
applicability of the Default Rate. All interest calculations under the Note
will be made based on a year of 360 days for the actual number of days in
each interest period.
2. Notwithstanding anything to the contrary contained in the Note, principal
will be due and payable in monthly installments of Nine Thousand Dollars
($9,000)each, commencing on April 1, 200O and continuing on the first day
of each month thereafter until January 3 1, 2001, at which time any
remaining outstanding principal will be due. Accrued interest will be due
and payable on the due date of each principal payment.
Except as expressly modified hereby, all terms and conditions of the Note
remain in full force and effect. Capitalized terms used herein and not otherwise
defined herein will have the meanings given such terms in the Note.
Xxxxxxxx hereby irrevocably authorizes any attorney-at-law, including an
attorney employed by or retained by Xxxxxx, to appear in any court of record in
or of the State any of other Ohio, state or in
due, whether by acceleration or otherwise, to waive the issuing and service
of process and to confess a judgment against Xxxxxxxx in favor of Xxxxxx for the
amount of principal and interest and expenses then appearing due from Borrower
under the Note, together with costs of suit and thereupon to release all errors
and waive all right of appeal or stays of execution in any court of record.
Borrower hereby expressly acknowledges that an attorney-at-law employed or
retained by Xxxxxx may confess judgment against Xxxxxxxx, and further expressly
consents to the payment of legal fees of such attorney-at-law by Xxxxxx.
WARNING--BY SIGNING THIS PAPER YOU GM3 UP YOUR RIGHT TO NOTI= AND COURT TRIAL.
IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY r POWERS OF A COURT CAN BE USED
TO COLLECT FROM YOU REGARDLESS OF ABY CLAIMS YOU MAY HAVE AGAINST TEE CREDITOR
WHETHER FOR RETURNEDCOODS. FAUI~TYGOODS, FAJLUREONHIS PART TOCOM. PLYWII?$ TFIE
AGREEMENT, OR ANY OTHER CAUSE.
XXXXXXXXX FOODS VENTURE, L. P.,
a Texas limited partnership
By: G/W FOODS, INC., its general partner,
a Texas corporation .
By: /s/Xxxxxx X. Xxxxxxxxx
--------------------------
Print Name: Xxxxxx X. Xxxxxxxxx
Title: President
ACCEPTED:
PNC BANK, NATIONAL ASSOCIATION
By: /s/Xxxxx Xxxxx
---------------------
Print Name: Xxxxx Xxxxx
Title: Vice President
STATE OF Ohio )
) ss:
)
COUNTY OF Darke
The foregoing instrument was acknowledged before me this 28th day of March,
2000 by Xxxxxx X. Xxxxxxxxx a duly authorized officer of G/W Foods, Inc., a
Texas corporation, on behalf of the corpora; ion as general partner of Xxxxxxxxx
Foods Venture, L. P., a Texas limited partnership.
/s/Xxxxxx X. Xxxxx
------------------
Printed Name: Xxxxxx X. Xxxxx
Notary Public
My commission expires: Mav 4, 2000
2
