Congress Financial Corporation (Florida)
000 Xxxxxxxx Xxxxxx Xxxxx Xxxxxxx 00000
X.X. Xxx 000000 Xxxxx Xxxxxxx 00000
000 000 0000 Fax 000 000 0000
January 12, 1998
Premix-Marbletite Manufacturing Co.
0000 XX 00xx. Xxxxxx
Xxxxx, Xxxxxxx 00000
RE: Amendment to Amended and Restated Accounts Financing
Agreement (Security Agreement) dated June 20, 1988
Gentlemen:
Reference is made to the Amended and Restated Accounts Financing Agreement
(Security Agreement) entered into between us dated June 20, 1988.
By mutual agreement, Section 3.1 and 9.1 of the Accounts Financing Agreement
(Security Agreement) are hereby amended to read as follows:
Effective January 1, 1998, substituting therefor the following:
Section 3.1 Interest shall be payable by us on the first day of each month
upon the closing daily balances in our loan account for each day during the
immediately preceding month, at a rate equal to two percent (2%) per annum in
excess of the prime commercial interest rate (presently 8-1/2% per annum) from
time to time publicly announced by CoreStates Bank, N.A., Philadelphia,
Pennsylvania, whether or not such announced rate is the best rate available at
such bank. The interest rate charged hereunder shall increase or decrease,
respectively, in said prime loan rate, effective on the first day of the month
after any change in said prime loan rate. Your interest charges shall be
calculated on the basis of a 360-day year and shall be included in each
monthly statement of our loan account. You shall have the right, at your
option, to charge all such interest charges to our loan account on the first
day of each month, and such interest charges shall be deemed to be paid by the
first amounts subsequently credited thereto.
Section 9.1 Term
----
(a) This Agreement and the other Financing Agreements shall
become effective as of the date set forth on the first page hereof and shall
continue in full force and effect for a term ending on June 19, 1999 (the
"Renewal Date"), and from year to year thereafter, unless sooner terminated
pursuant to the terms hereof. Lender or Borrower may terminate this Agreement
and the other Financing Agreements effective on the Renewal Date or on the
anniversary of the
Amendment
Page 2
Renewal Date in any year by giving to the other party at least sixty (60) days
prior written notice; provided, that, this Agreement and all other financing
Agreements must be terminated simultaneously. Upon the effective date of
termination or non-renewal of the Financing Agreements, Borrower shall pay to
Lender, in full, all outstanding and unpaid Obligations and shall furnish cash
collateral to Lender in such amounts as Lender determines are reasonably
necessary to secure Lender from loss, cost, damage or expense, including
attorneys' fees and legal expenses, in connection with any contingent
Obligations, including issued and outstanding Letter of Credit Accommodations
and checks or other payments provisionally credited to the Obligations and/or
as to which Lender has not yet received final and indefeasible payment. Such
payments in respect of the Obligations and cash collateral shall be remitted
by wire transfer in Federal funds to such bank account of Lender, as Lender
may, in its discretion, designate in writing to Borrower for such purpose.
Interest shall be due until and including the next business day, if the
amounts so paid by Borrower to the bank account designated by Lender are
received in such bank account later than 12:00 noon, Eastern Standard time.
(b) If for any reason this Agreement is terminated prior to the end
of the then current term or renewal term of this Agreement, in view of the
impracticality and extreme difficulty of ascertaining actual damages and by
mutual agreement of the parties as to a reasonable calculation of Lender's
lost profits as a result thereof, Borrower agrees to pay to Lender, upon the
effective date of such termination, an early termination fee in the amount of
$20,000.
Except as amended herein, all the terms and conditions of the
Security Agreements between us remain in full force and effect.
Congress Financial Corporation
(Florida)
By: /S/
------------------------------
Xxxxx Xxxxxx
Title: Vice President
ACCEPTED ON THIS 28TH. DAY OF January, 1998
--------------------------------------
By: /S/
---------------------------
Xxxxxx X. Xxxxx, Xx.
Title: Vice President
Congress Financial Corporation (Florida)
000 Xxxxxxxx Xxxxxx Xxxxx Xxxxxxx 00000
X.X. Xxx 000000 Xxxxx Xxxxxxx 00000
000 000 0000 Fax 000 000 0000
January 12, 1998
Acrocrete, Inc.
0000 XX 00xx. Xxxxxx
Xxxxx, Xxxxxxx 00000
RE: Amendment to Amended and Restated Accounts Financing
Agreement (Security Agreement) dated November 21, 1988
Gentlemen:
Reference is made to the Amended and Restated Accounts Financing Agreement
(Security Agreement) entered into between us dated November 21, 1988.
By mutual agreement, Section 3.1 and 9.1 of the Accounts Financing Agreement
(Security Agreement) are hereby amended to read as follows:
Effective January 1, 1998, substituting therefor the following:
Section 3.1 Interest shall be payable by us on the first day of each month
upon the closing daily balances in our loan account for each day during the
immediately preceding month, at a rate equal to two percent (2%) per annum in
excess of the prime commercial interest rate (presently 8-1/2% per annum) from
time to time publicly announced by CoreStates Bank, N.A., Philadelphia,
Pennsylvania, whether or not such announced rate is the best rate available at
such bank. The interest rate charged hereunder shall increase or decrease,
respectively, in said prime loan rate, effective on the first day of the month
after any change in said prime loan rate. Your interest charges shall be
calculated on the basis of a 360-day year and shall be included in each
monthly statement of our loan account. You shall have the right, at your
option, to charge all such interest charges to our loan account on the first
day of each month, and such interest charges shall be deemed to be paid by the
first amounts subsequently credited thereto.
Section 9.1 Term
----
(a) This Agreement and the other Financing Agreements shall
become effective as of the date set forth on the first page hereof and shall
continue in full force and effect for a term ending on June 19, 1999 (the
"Renewal Date"), and from year to year thereafter, unless sooner terminated
pursuant to the terms hereof. Lender or Borrower may terminate this Agreement
and the other Financing Agreements effective on the Renewal Date or on the
anniversary of the
Amendment
Page 2
Renewal Date in any year by giving to the other party at least sixty (60) days
prior written notice; provided, that, this Agreement and all other financing
Agreements must be terminated simultaneously. Upon the effective date of
termination or non-renewal of the Financing Agreements, Borrower shall pay to
Lender, in full, all outstanding and unpaid Obligations and shall furnish cash
collateral to Lender in such amounts as Lender determines are reasonably
necessary to secure Lender from loss, cost, damage or expense, including
attorneys' fees and legal expenses, in connection with any contingent
Obligations, including issued and outstanding Letter of Credit Accommodations
and checks or other payments provisionally credited to the Obligations and/or
as to which Lender has not yet received final and indefeasible payment. Such
payments in respect of the Obligations and cash collateral shall be remitted
by wire transfer in Federal funds to such bank account of Lender, as Lender
may, in its discretion, designate in writing to Borrower for such purpose.
Interest shall be due until and including the next business day, if the
amounts so paid by Borrower to the bank account designated by Lender are
received in such bank account later than 12:00 noon, Eastern Standard time.
(b) If for any reason this Agreement is terminated prior to the end
of the then current term or renewal term of this Agreement, in view of the
impracticality and extreme difficulty of ascertaining actual damages and by
mutual agreement of the parties as to a reasonable calculation of Lender's
lost profits as a result thereof, Borrower agrees to pay to Lender, upon the
effective date of such termination, an early termination fee in the amount of
$20,000.
Except as amended herein, all the terms and conditions of the
Security Agreements between us remain in full force and effect.
Congress Financial Corporation
(Florida)
By: /S/
------------------------------
Xxxxx Xxxxxx
Title: Vice President
ACCEPTED ON THIS 28TH. DAY OF January, 1998
--------------------------------------
By: /S/
---------------------------
Xxxxxx X. Xxxxx, Xx.
Title: Vice President
Congress Financial Corporation (Florida)
000 Xxxxxxxx Xxxxxx Xxxxx Xxxxxxx 00000
XX Xxx 000000 Xxxxx Xxxxxxx 00000
000 000 0000 Fax 000 000 0000
August 21, 1995
Xx. Xxxxxx Xxxxx
Imperial Industries, Inc.
0000 X.X. 00xx. Xxxxxx
Xxxxx, Xxxxxxx 00000-0000
Dear Xxxxxx:
Please be advised that effective on April 4, 1995 the aggregate line of credit
of Acrocrete, Inc. and Premix-Marbletite was increased to $2,000,000.00.
Sincerely,
/S/
--------------------
Xxxxx Xxxxxx
Vice President
RL/pc
