Xxxxxx Financial, Inc.
000 Xxxx Xxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
(000) 000-0000
Xxxxxx Business Credit
February 25, 1997
Perma-Fix Environmental Services, Inc.
0000 X.X. 00xx Xxxxx
Xxxxxxxxxxx, XX 00000
Attention: Xx. Xxxxx Xxxxxxxxxx
RE: LOAN AND SECURITY AGREEMENT DATED AS OF JANUARY 27, 1995 (THE
LOAN AGREEMENT ), AS AMENDED, BETWEEN PERMA-FIX ENVIRONMENTAL
SERVICES, INC., A DELAWARE CORPORATION ( PARENT ) AND EACH OF THOSE
DIRECT AND INDIRECT SUBSIDIARIES OF PARENT WHOSE NAMES ARE
INSCRIBED ON THE SIGNATURE PAGES OF THE LOAN AGREEMENT
(COLLECTIVELY, WITH PARENT, BORROWERS OR INDIVIDUALLY, A
BORROWER ) AND XXXXXX FINANCIAL, INC., A DELAWARE CORPORATION
( LENDER )
Gentlemen:
Reference is made to the Loan Agreement. Capitalized terms used
but not defined herein shall have the meanings assigned to such
terms in the Loan Agreement.
This letter evidences the agreement of Lender and each Borrower as
follows:
1. Establishment of Overformula Line. (a) Lender shall make
available to Borrowers, during the Overformula Line Period (as
defined below), a temporary overformula line of credit
( Overformula Line ) in the amount of the Overformula Line Amount
(as defined below). As a result of the establishment of the
Overformula Line, during the Overformula Line Period, the aggregate
outstanding amount of Revolving Loans may exceed the Borrowing Base
by an amount of up to the Overformula Line Amount, provided that in
no event shall the aggregate outstanding amount of Revolving Loans
at any time exceed the Revolving Loan Commitment amount. On the
last day of the Overformula Line Period, the Overformula Line shall
terminate, and Borrowers shall pay to Lender, in immediately
available funds, without demand or notice, all outstanding advances
under the Overformula Line, together with all accrued but unpaid
interest thereon.
(b) As used herein, the term Overformula Line Period
shall mean the period commencing on the date of the first advance
to any Borrower under the Overformula Line and ending on the
earliest of (i) 90 days after the date of such first advance, (ii)
May 20, 1997, (iii) the termination of the Revolving Loan
Commitment pursuant to subsection 8.3 of the Loan Agreement, or
(iv) the Termination Date.
(c) As used herein, the term Overformula Line Amount
means, at any time of determination thereof, $300,000.
(d) The making of advances by Lender to Borrowers under the
Overformula Line shall be subject to all of the terms and
conditions set forth in the Loan Agreement for the making of
advances under the Revolving Loan, including, without limitation,
satisfaction of the conditions set forth in subsection 3.1 of the
Loan Agreement, with the exception of section 3.1 (c) and 3.1 (f).
All advances under the Overformula Line shall constitute
Obligations, shall bear interest at the same rate of interest
applicable to all other advances under the Revolving Loan and shall
be secured by Lender s security interest in the Collateral and by
all other security interests, liens, mortgages, claims, and
encumbrances now or from time to time hereafter granted by any
Borrower to Lender.
2. Overformula Line Fee. As consideration for Lender s
establishment of the Overformula Line, Borrowers shall pay to
Lender on the last day of the Overformula Line Period a fee in the
amount of $3,000.00. This fee shall be in addition to all fees and
expenses that are due to Lender and payable under the Loan
Agreement.
3. Conditions. The effectiveness of the Overformula Line and
the obligation of Lender to make advances to Borrowers thereunder
are subject to satisfaction of the following:
(a) Each Borrower shall have duly executed and delivered
this letter agreement;
(b) The execution, delivery and performance of this letter
agreement shall have been authorized by all requisite corporate
action on the part of each Borrower and will not violate the
Articles of Incorporation or Bylaws of each such Borrower.
4. Delivery of Motor Vehicle Titles. Lender has determined
that Borrowers have not executed or delivered to Lender motor
vehicle lien applications for certain motor vehicles owned by
Borrowers (the Vehicles ). Each Borrower hereby agrees that it
shall, on or before April 21, 1997, deliver to Lender, with respect
to each of the Vehicles owned by such Borrower (i) a motor vehicle
title and (ii) a motor vehicle lien application executed and
prepared in proper form to allow Lender to record its lien at the
appropriate jurisdictional authorities. Additionally, each
Borrower agrees to take all actions requested by Lender to allow
Lender to properly record such lien applications. The failure by
any Borrower to satisfy the terms set forth in this paragraph 4 in
the time period set forth in this paragraph 4 shall constitute an
Event of Default under the Loan Agreement.
5. Loan Agreement Representations; Ratification. All of the
representations set forth in the Loan Agreement are accurate in all
material respects as of the date hereof. The terms and provisions
set forth in this letter agreement shall modify and supersede all
inconsistent terms and provisions set forth in the Loan Agreement
and, except as expressly modified and superseded by this letter
agreement, the terms and provisions of the Loan Agreement are
ratified and confirmed and shall continue in full force and effect.
Please evidence your acknowledgment of and agreement to the terms
and conditions of this letter by executing this letter in the place
indicated below.
Cordially,
XXXXXX FINANCIAL, INC.
By: /s/ Xxxx X. XxXxxxx
________________________
Its: Sr. Vice President
_________________________
Accepted and Agreed this ______ day of February 1997.
PERMA-FIX ENVIRONMENTAL SERVICES, INC.
a Delaware corporation
By: /s/ Xxxxx Xxxxxxxxxx
___________________________
Name: Xxxxx X. Xxxxxxxxxx
_________________________
Title: CEO
________________________
Attest: Xxxxxxx X. Xxxxxx
________________________
Name: Xxxxxxx X. Xxxxxx
_________________________
Title: CFO
________________________
INDUSTRIAL WASTE MANAGEMENT, INC.
a Missouri corporation
By: /s/ Xxxxx Xxxxxxxxxx
____________________________
Name: Xxxxx X. Xxxxxxxxxx
_________________________
Title: CEO
________________________
Attest: Xxxxxxx X. Xxxxxx
________________________
Name: Xxxxxxx X. Xxxxxx
_________________________
Title: CFO
_________________________
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