Exhibit 10.2
SECOND AMENDMENT TO TERM LOAN
AND CREDIT AGREEMENT
THIS SECOND AMENDMENT dated to be effective as of May 28, 1999, is between LA
CANASTA OF MINNESOTA, INC. (the "Borrower") and NORWEST BANK MINNESOTA, NATIONAL
ASSSOCIATION (the "Bank").
BACKGROUND
The Borrower and the Bank entered into a Term Loan and Credit Agreement dated
June 24, 1998, which was amended by a First Amendment dated March 5, 1999 (as
amended, the "Agreement"), pursuant to which the Bank extended to the Borrower a
(i) a $1,200,000.00 conditional revolving line of credit; and (ii) a
$1,293,352.84 term loan.
In consideration of the premises, the Bank and the Borrower agree that the
Agreement is hereby amended as of the date of this Second Amendment as follows:
1. Section 1.23 of the Agreement is hereby deleted in its entirety and restated
as follows:
"1.23 "Termination Date" shall mean August 31, 1999."
2. The Borrower hereby represents and warrants to the Bank as follows:
A. The Agreement, as amended by this Second Amendment,
constitutes valid, legal and binding obligations owed by the
Borrower to the Bank, subject to no counterclaim, defense,
offset, abatement or recoupment.
B. As of the date first written above, (i) all of the
representations and warranties contained in the Agreement
are true, and (ii) there exists no event of default
described in the Agreement, nor does there exist any event
which, with the giving of notice or the passage of time, or
both, could become such an event of default.
C. The execution, delivery and performance of this Second
Amendment by the Borrower are within its corporate powers,
have been duly authorized, and are not in contravention of
law or the terms of the Borrower's Articles of Incorporation
or By-laws, or of any undertaking to which the Borrower is a
party or by which it is bound.
3. Except as expressly modified by this Second Amendment, the Agreement
remains unchanged and in full force and effect.
IN WITNESS WHEREOF, the Borrower and the Bank have executed this Second
Amendment to be effective as of the date and year first above written.
Dated: June 22, 0000
XX XXXXXXX OF NORWEST BANK MINNESOTA,
MINNESOTA, INC. NATIONAL ASSOCIATION
By: /s/ A. Xxxxxxx Xxxxx By: /s/ Xxxx X. Xxxxxxx
Its: Senior Vice President and CFO Its: Vice President
ACKNOWLEDGMENT
Sparta Foods, Inc. hereby consents to the foregoing Second Amendment and
acknowledges that its guaranty dated June 24, 1998 remains in full force and
effect.
June 22, 1999 SPARTA FOODS, INC.
By: /s/ A. Xxxxxxx Xxxxx
Its: Senior Vice President and CFO
