Exhibit 10.20.27
FIFTH AMENDMENT TO LETTER AGREEMENT (EUROPEAN FACILITY)
dated January 26, 1996,
among the Registrant's foreign subsidiaries and NBD Bank
NBD BANK
000 Xxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Dated as of January 26, 1996
Hurco Europe Limited
Hurco GmbH Werkzeugmaschinen
CIM-Bausteine Vertrieb und Service
Re: Fifth Amendment to European Facility
Ladies and Gentlemen:
This letter amends the letter agreement with you dated June 17, 1993, as
previously amended by the letter agreements dated March 24, 1994, as of January
31, 1995, as of May 31, 1995, and as of August 1, 1995 (as amended, the
"European Facility"), and is being entered into in conjunction with the Amended
and Restated Credit Agreement and Amendment to Term Loan Agreement of even date
herewith with your parent, Hurco Companies, Inc. (the "1996 Credit Agreement").
The definition of "Expiration Date" in the European Facility is amended to read
as follows:
"EXPIRATION DATE" means the earlier to occur of (a) November 1, 1997, and
(b) the date on which NBD declares under paragraph 13 all principal and
interest on indebtedness to NBD provided under this agreement to be
immediately due and payable, PROVIDED, HOWEVER, that if, prior to May 1,
1997, Hurco Companies has not delivered to NBD a certificate required under
Section 7.1(d)(ii) of the 1996 Credit Agreement demonstrating that the
Consolidated Tangible Net Worth (as defined in the 1996 Credit Agreement)
of Hurco Companies and its Subsidiaries, determined in accordance with GAAP
(as defined in the 1996 Credit Agreement), equals or exceeds $12,000,000,
then the term "Expiration Date" shall mean May 1, 1997.
The European Facility is further amended to withdraw the availability of the
Term Loans (as defined therein) under Section 1(b) of the European Facility. No
amounts are presently outstanding under the Term Loans. Any reference to the
"Loans" in the European Facility shall be deemed to refer to the Revolving Loans
(as defined therein).
You agree to pay to NBD a commitment fee on the amount of the unused portion of
the European Facility that exceeds Two Million Five Hundred Thousand Dollars
($2,500,000), for the period from the date hereof to but excluding the
Termination Date, at a rate equal to one-half of one percent (1/2 of 1%) per
annum, payable quarterly in arrears on the last day of each fiscal quarter of
Hurco Europe.
Should the foregoing be agreeable to you, as it is to us, please indicate your
agreement and acceptance by executing and returning the enclosed copy of this
letter, whereupon the European Facility shall be amended as herein provided, and
references to the European Facility shall be to the European Facility as so
amended. Except as amended hereby, the European Facility shall remain in full
force and effect.
Very truly yours,
NBD Bank
By:/S/ XXXXXXX X. XXXXXXXX
--------------------------
Xxxxxxx X. Xxxxxxxx
Its: Vice President
Agreed and accepted:
HURCO EUROPE LIMITED
By: /S/XXXXX X. XXXX
-------------------------
Xxxxx X. Xxxx
Its: Director
Dated as of January 26, 1996
HURCO GmbH WERKZEUGMASCHINEN
CIM-BAUSTEINE VERTRIEB UND
SERVICE
By: /S/XXXXXXX XXXXXXXXXX
-----------------------------
Its: General Manager
Dated as of January 26, 1996
