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EXHIBIT 4.11
AMENDMENT TO
CREDIT AGREEMENT
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This Amendment is made and entered into this 23rd day of
February, 1996, by and between EVERFLOW EASTERN, INC., an Ohio corporation (the
"Company"), EVERFLOW EASTERN PARTNERS, L.P., a Delaware limited partnership
(the "Partnerships") (the Company and the Partnership being referred to
collectively as the "Borrower"), and BANK ONE, TEXAS, NATIONAL ASSOCIATION, a
national banking association (the "Lender").
RECITALS:
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Borrower and Lender have entered into a Credit Agreement dated
January 19, 1995, pursuant to which Lender has agreed to make loans to Borrower
upon the terms and conditions set forth in the Credit Agreement. Borrower and
Lender have agreed, and by this Amendment, do hereby agree to amend the Credit
Agreement so as to reflect the acquisition by the Company of A-1 Storage of
Xxxxxxxx, Ltd.
NOW, THEREFORE, the Credit Agreement is amended in the
following respects:
1. Section 6.1 is amended to read as follows:
"6.1 INDEBTEDNESS. Create, incur, assume or suffer to exist,
or permit any Subsidiary of the Borrower to create, incur, assume or suffer to
exist, any Indebtedness, whether by way of loan or otherwise; PROVIDED, HOWEVER,
the foregoing restriction shall not apply to (a) the Obligations or (b)
unsecured accounts payable incurred in the ordinary course of business, which
are not unpaid in excess of 60 days beyond invoice date or are being contested
in good faith as to which such reserve as is required by GAAP has been made or
(c) Indebtedness in the aggregate amount not to exceed $150,000; PROVIDED,
HOWEVER, that the Company's Subsidiary, A-1 Storage of Xxxxxxxx, Ltd.'s
Indebtedness to Bank One, Youngstown, N.A. shall be permitted hereunder and
shall be excluded from any aggregate Indebtedness determined under this section.
2. Section 6.2 is amended to read as follows:
"6.2 CONTINGENT OBLIGATIONS. Create, incur, assume or suffer
to exist, or permit any Subsidiary of the Borrower to create, incur, assume or
suffer to exist, any Contingent Obligation; PROVIDED, HOWEVER, the foregoing
restriction shall not apply to (a) performance guarantees and performance surety
or other bonds provided in the ordinary course of business; or (b) trade credit
incurred or operating leases entered into the ordinary course of business, or
(c) the Company's guarantee of its Subsidiary, A-1 Storage of Xxxxxxxx, Ltd.,
Indebtedness to Bank One, Youngstown, N.A."
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3. Section 6.3 is amended to read as follows:
"6.3 LIENS. Create, incur, assume or suffer to exist, or
permit any Subsidiary of the Borrower to create, incur, assume or suffer to
exist, any Lien or any of its Oil and Gas Properties or any other Property,
whether now owned or hereafter acquired; PROVIDED, HOWEVER, the foregoing
restriction shall not apply to Permitted Liens or to mortgage liens granted by
the Company's Subsidiary, A-1 Storage of Xxxxxxxx, Ltd., to Bank One,
Youngstown, N.A."
4. Section 6.7 is amended to read as follows:
"6.7 LINES OF BUSINESS. Expand, on its own or through any
Subsidiary, into any line of business other than those in which the Borrower is
engaged as of January 19, 1995; PROVIDED, HOWEVER, the foregoing restriction
shall not apply to the expansion of the Company into the ownership, construction
and management of self-storage facilities by the Company's Subsidiary, A-1
Storage of Xxxxxxxx, Ltd."
5. In all other respects, the terms and provisions of the
Credit Agreement are hereby confirmed.
IN WITNESS WHEREOF, this Amendment has been executed by the
parties on the date first above written, but effective for all purposes, as of
December 20, 1995.
BANK ONE, TEXAS, NATIONAL EVERFLOW EASTERN, INC.
ASSOCIATION
By: /s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxxxxx, Vice President Its: Vice President
EVERFLOW EASTERN PARTNERS, L.P.
By: Everflow Management Company,
its general partner
By: Everflow Management Corporation
By: /s/ Xxxxxxx X. Xxxxxxxx
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Its: Vice President
