NEGATIVE PLEDGE AGREEMENT
Exhibit (b)(x)
THIS NEGATIVE PLEDGE AND SECURITY AGREEMENT is made as of this 22 day of January, 2004 by and among RBC CENTURA BANK, a banking corporation organized under the laws of the State of North Carolina having its principal office at Rocky Mount NC (“RBC CENTURA”); and Sparkle Acquisition, Inc., having its principal office at 0000 X Xxxxxxxxxxx Xx, Xxxxxxxxxx, XX 00000 (“Sparkle Acquisition, “); and 000 XXXXXXXX XXXXXX ASSOCIATES LIMITED PARTNERSHIP, a North Carolina limited partnership having its principal office at 000 Xxxxxxxx Xxxxxx, Xxxxxxxxxx, XX 00000 (“000 XXXXXXXX XXXXXX”)
WITNESSTH THAT:
A) RBC CENTURA has made a loan to Sparkle Acquisition, which has a principal balance of $2,400,000.00 as evidenced by certain Promissory Note dated December 19, 2003 (the “Note”) And that is secured by the guaranty’s of: Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxx Xxxxxx, Xxxxxx X. Xxxxxxxxx and 000 Xxxxxxxx Xxxxxx.
NOW, THEREFORE, for and in consideration of the guaranty’s and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, RBC CENTURA, Sparkle Acquisition and 000 XXXXXXXX XXXXXX agree as follows:
RBC CENTURA, Sparkle Acquisition and 000 XXXXXXXX XXXXXX agree that 000 XXXXXXXX XXXXXX will not pledge or encumber 46,455 shares of Bank of America stock as noted on the 12/31/03 balance sheet of 000 XXXXXXXX XXXXXX. This Negative Pledge Agreement will be released upon the Bank’s receipt of satisfactory documentation that Sparkle, LLC is the sole shareholder of Reeds Jewelers, Inc. and the Bank has a valid First Lien position on the new shares of Reeds Jewelers, Inc. and the interest of the Partners in Sparkle, LLC. If the Bank has not received satisfactory documentation that Sparkle, LLC is the sole shareholder of Reeds Jewelers, Inc. and the Bank has a valid First Lien position on the new shares of Reeds Jewelers, Inc. and the interest of the Partners in Sparkle, LLC by the 31st day of May, 2004, the 46,455 shares of Bank of America stock will become collateral for the loan instantaneously.
IN WITNESS WHEREOF, the parties hereto, each by authority duly given, have executed this agreement as of the date first written above.
AS TO THE BORROWER:
SPARKLE ACQUISITION, INC. | ||||||||
ATTEST: | ||||||||
/s/ Xxxxxxx X. Xxxxxx |
BY | /s/ Xxxxxxx X. Xxxxxx | ||||||
Xxxxxxx X. Xxxxxx, Sec. | Xxxxxxx X. Xxxxxx, President | |||||||
000 XXXXXXXX XXXXXX ASSOCIATES LIMITED PARTNERSHIP | ||||||||
ATTEST: | By: | Princess Street Associates, Inc., Its General Partner | ||||||
/s/ Xxxxxxx X. Xxxxxx |
BY: | /s/ Xxxxxxx X. Xxxxxx | ||||||
Xxxxxxx X. Xxxxxx, Sec. | Xxxxxxx X. Xxxxxx, President | |||||||
AS TO RBC CENTURA:
RBC CENTURA BANK | ||||
BY: | /s/ Xxxxxx X. Xxxxx | |||
Xxxxxx X. Xxxxx, Bank Officer |