THIRD MODIFICATION
OF
CREDIT AGREEMENT
This Third Modification of Credit Agreement ("Agreement") is made this
____ day of January, 1997, among THE ROTTLUND COMPANY, INC., a Minnesota
corporation ("Borrower"), THE FIRST NATIONAL BANK OF BOSTON, a national
banking association having its principal place of business at 000 Xxxxxxx
Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, ("FNBB") and THE FIRST NATIONAL BANK OF
BOSTON, as Agent (the "Agent") for itself and the other lending institutions
which are or may become parties to the Credit Agreement (as hereinafter
defined).
W I T N E S S E T H:
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IN CONSIDERATION OF TEN AND NO/100 DOLLARS ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the undersigned Borrower and FNBB hereby covenant and agree as
follows:
. RECITALS. The following Recitals are true and correct as of the
date of this Agreement:
() The Borrower, FNBB and the Agent entered into that certain
Credit Agreement dated as of October 23, 1996, and that certain First
Modification of Credit Agreement dated November 19 1996, and Second
Modification of Credit Agreement dated December 24, 1996 (the foregoing
Credit Agreement, as modified, is referred to herein as "Credit Agreement").
() The parties to the Credit Agreement wish to further amend and
modify the Credit Agreement.
() All terms not otherwise defined herein shall have the same
meaning as in the Credit Agreement.
. The Credit Agreement is hereby modified as follows:
() By adding the following after "(iii) Interest Expense" in the
definition of EBITDA in Section 1 "or Interest Incurred (without double
counting), to the extent that Interest Expense cannot be accurately
determined because of the inability of the Borrower to determine the interest
component of cost of sales for any period for reasons other than the
Borrower's negligence";
(b) By deleting the provisions of (vi) in its entirety from the
definition of TANGIBLE NET WORTH and by substituting in lieu thereof "(vi)
deferred charges";
(c) By substituting $24,800,000" for "$25,380,150" in Section
10.1; and
(d) By substituting "1.75" for "2" in Section 10.3.
3. The Effective Date of this Third Amendment shall be as of October 23,
1996 so that, without limitation, compliance with all covenants contained
in the Credit Agreement shall be determined from modifications contained
herein.
4. Except as modified hereby, the terms and conditions of the Credit
Agreement shall remain in full force and effect and the Borrower hereby
ratifies the terms and conditions thereof.
5. This Agreement may be executed in any number of counterparts each
of which shall be deemed an original.
IN WITNESS WHEREOF, the undersigned Borrower and Agent have hereunto
caused this instrument to be executed by their duly authorized corporate
officers and their seal to be affixed hereto as of the day and year first
above written.
THE ROTTLUND COMPANY, INC., a Minnesota
corporation
THE ROTTLUND COMPANY, INC., a Minnesota
corporation
By:
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Title:
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THE FIRST NATIONAL BANK OF BOSTON,
a national banking association
By:
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XXXXX X. XXXX, Director
The undersigned guarantors hereby agree to all modifications of the
Credit Agreement and hereby ratify and reaffirm their respective Subsidiary
Guaranty dated as of October 23, 1996.
NORTHCOAST MORTGAGE, INC.
By:
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Its:
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ROTTLUND HOMES OF FLORIDA, INC.
By:
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Its:
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ROTTLUND HOMES OF INDIANA, INC.
By:
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Its:
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ROTTLUND HOMES OF INDIANA LIMITED
PARTNERSHIP
By:
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Its:
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ROTTLUND HOMES OF IOWA, INC.
By:
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Its:
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ROTTLUND HOMES OF NEW JERSEY
By:
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Its:
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