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EXHIBIT 10.2
SEVENTH AMENDMENT TO CREDIT AGREEMENT
This Seventh Amendment to Credit Agreement, dated as of September 5,
1996 (this "Agreement") is between Atlantis Plastics, Inc., a Florida
corporation ("Borrower") and Xxxxxx Financial, Inc., a Delaware corporation for
itself as Agent and as Lender ("Xxxxxx").
RECITALS
A. Borrower and Xxxxxx are parties to that certain Credit Agreement
dated as of February 22, 1993, as amended from time to time (the "Credit
Agreement"). Capitalized terms used but not defined herein shall have the
meanings ascribed to such terms in the Credit Agreement.
X. Xxxxxx and Borrower desire to amend the Credit Agreement, as
provided herein.
NOW THEREFORE, in consideration of the foregoing, the covenants and
conditions contained herein, and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:
1. Amendment to the Credit Agreement.
The first sentence of subsection 2.5 of the Credit Agreement is hereby
deleted and the following substituted in its place and stead:
This Agreement shall be effective until the fifth anniversary
date of the Closing Date (the "Termination Date") and the commitments
shall (unless earlier terminated) terminate on said date.
2. Representations and Warranties. To induce Xxxxxx to enter into this
Agreement, Borrower represents and warrants to Xxxxxx that:
(a) Authority and Binding Effect. The execution, delivery, and
performance by Borrower of this Agreement is within its corporate power, has
been duly authorized by all necessary corporate action (including, without
limitation, shareholder approval), has received all necessary government
approvals (if any shall be required), and does not and will not contravene or
conflict with any provision of law applicable to Borrower, the Certificate of
Incorporation or Bylaws of Borrower, or any order, judgment, or decree of any
court or other agency of government or any agreement, instrument, or document
binding upon Borrower; and the Credit Agreement as heretofore amended and as
amended as of the date hereof is the legal, valid, and binding obligation of
Borrower enforceable against Borrower in accordance with its terms.
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(b) No Default. No Default or Event of Default under the
Credit Agreement, as amended hereby, has occurred and is continuing.
3. Miscellaneous.
(a) Captions. Section captions used in this Agreement are for
convenience only, and shall not affect the construction of this Agreement.
(b) Governing Law. This Agreement shall be a contract made
under and governed by the laws of the State of Illinois, without regard to
conflict of laws principles. Whenever possible, each provision of this Agreement
shall be interpreted in such a manner as to be effective and valid under
applicable law, but if any provision of this Agreement shall be prohibited by or
invalid under such law, such provision shall be ineffective to the extent of
such prohibition or invalidity, without invalidating the remainder of such
provision or the remaining provisions of this Agreement.
(c) Counterparts. This Agreement may be executed in
counterparts, each of which counterparts shall be deemed to be an original, but
all of such counterparts shall together constitute but one and the same
Agreement.
(d) Successors and Assigns. This Agreement shall be binding
upon Borrower and Xxxxxx and their respective successors and assigns, and shall
inure to the sole benefit of Borrower and Xxxxxx and the successors and assigns
of Borrower and Xxxxxx.
(e) References. Any reference to the Credit Agreement or the
Financing Agreements contained in any notice, request, certificate, or other
document executed concurrently with or after the execution and delivery of this
Agreement shall be deemed to include this Agreement unless the context shall
otherwise require.
(f) Continued Effectiveness. Notwithstanding anything
contained herein, the terms of this Agreement are not intended to and do not
serve to effect a novation as to the Credit Agreement. The parties hereto
expressly do not intend to extinguish the Credit Agreement. Instead, it is the
express intention of the parties hereto to reaffirm the indebtedness created
under the Credit Agreement which is evidenced by the notes provided for therein
and secured by the Collateral. The Credit Agreement as amended hereby and each
of the Loan Documents remain in full force and effect.
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Delivered at Chicago, Illinois, as of the date and year first above
written.
ATLANTIS PLASTICS, INC.
(f/k/a Atlantis Group, Inc.)
By:/s/Xxxxx Xxxxx
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Name Printed: Xxxxx Xxxxx
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Title: Vice President and Controller
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XXXXXX FINANCIAL, INC., for itself
and as Agent for the Lenders
By:/s/Xxxxxx X. Xxxxx
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Name Printed:Xxxxxx X. Xxxxx
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Title: Assistant Vice President
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ACKNOWLEDGMENT AND CONSENT
The undersigned have entered into various Corporate Guaranties in favor
of Xxxxxx as Lender and Agent in connection with various loans made to Atlantis
Plastics, Inc., formerly known as Atlantis Group, Inc. The undersigned have
reviewed the foregoing and consents to the amendment contemplated thereunder.
In connection with the foregoing, the undersigned acknowledges and
confirms that each Corporate Guaranty will continue to guarantee and secure, to
the fullest extent provided thereby, the payment and performance of all
Borrower's Obligations (as defined in each Corporate Guaranty) including without
limitation the payment and performance of all Obligations (as defined in the
Credit Agreement) of the Borrower now or hereafter existing under or in respect
of the Credit Agreement, as amended from time to time.
Each of the undersigned confirms and agrees that that their respective
Corporate Guaranty shall continue to be in full force and effect and is hereby
confirmed and ratified in all respects.
IN WITNESS WHEREOF, the undersigned has caused this Acknowledgment and
Consent to be duly executed by its officer thereunto duly authorized as of
September 5, 1996.
ATLANTIS MOLDED PLASTICS, INC. ATLANTIS PLASTIC FILMS, INC.
(successor by merger of Linear Films, Inc.
and National Poly Product, Inc.)
By:/s/Xxxxx Xxxxx By:/s/Xxxxx Xxxxx
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Title: Controller Title:Controller
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ATLANTIC PLASTIC INJECTION XXXXXX PLASTICS, INC.
MOLDING, INC. (F/K/A CYANEDE
PLASTICS, INC.)
By:/s/Xxxxx Xxxxx By:/s/Xxxxx Xxxxx
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Title: Vice President Title:Vice President
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ACKNOWLEDGMENT AND CONSENT
The undersigned has entered into a Corporate Guaranty in favor of
Xxxxxx as Lender and Agent in connection with various loans made to Atlantis
Plastics, Inc., formerly known as Atlantis Group, Inc. The undersigned has
reviewed the foregoing and consents to the amendments contemplated thereunder.
In connection with the foregoing, the undersigned acknowledges and
confirms that its Corporate Guaranty will continue to guarantee and secure, to
the fullest extent provided thereby, the payment and performance of all
Borrower's Obligations (as defined in the Corporate Guaranty) including without
limitation the payment and performance of all Obligations (as defined in the
Credit Agreement) of the Borrower now or hereafter existing under or in respect
of the Credit Agreement, as amended from time to time up to $15,000,000.
The undersigned confirms and agrees that its Corporate Guaranty shall
continue to be in full force and effect and is hereby confirmed and ratified in
all respects.
IN WITNESS WHEREOF, the undersigned has caused this Acknowledgment and
Consent to be duly executed by its officer thereunto duly authorized as of
September 5, 1996.
PLASTIC CONTAINERS, INC.
By:/s/Xxxxx Xxxxx
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Title:Controller
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