Exhibit 10(II)
FIRST AMENDMENT TO LOAN DOCUMENTS
This First Amendment to Subordinated Loan Documents (this First
Amendment) is entered into on November 28, 2005 (the Effective Date), by and
between FIFTH THIRD BANK, a Michigan banking corporation f/k/a Old Kent Bank
(the Bank), Xxx Xxxxxxxxxx Xxxxxx, Xxxxx Xxxxxx, Xxxxxxxx 00000, and RIVIERA
TOOL COMPANY, a Michigan corporation (Borrower), 0000 Xxxxxxxxx Xxxxxxx, Xxxxx
Xxxxxx, Xxxxxxxx 00000.
RECITALS:
A. The Bank and the Borrower are parties to a Subordinated Loan
Agreement dated as of December 23, 2002 (the Loan Agreement). Capitalized terms
used but not defined in this First Amendment shall have the meanings given such
terms in the Loan Agreement.
B. At the Borrower's request, the Bank has agreed to modify section
5.8 of the Loan Agreement.
NOW, THEREFORE, the Bank and the Borrower agree that:
1. Section 5.8. Section 5.8 of the Loan Agreement as in effect
immediately before the Effective Date is deleted and the following provision is
substituted in its place:
5.8 Maintain Tangible Net Worth of not less than
$3,000,000 for the period beginning November 30, 2005 and
continuing thereafter until all of the Borrower's indebtedness to
the Bank has been paid in full, with interest.
2. Borrower's Agreements and Acknowledgments. The Borrower restates,
affirms and makes, as of the Effective Date, each of the covenants, agreements,
acknowledgments, representations, warranties, waivers and releases contained in
the Loan Agreement or the other documents that evidence the Borrower's
indebtedness to the Bank (the Loan Agreement, the $1,414,985.80 Subordinated
Unsecured Promissory Note dated December 23, 2002, issued by the Borrower to the
Bank, and all the other documents that evidence the Borrower's indebtedness to
the Bank are referred to collectively as the Loan Documents). Further, except as
specifically modified hereby, the Borrower ratifies and affirms the continuing
validity and binding effect of the Loan Documents and represents and warrants to
the Bank that all representations and warranties contained in each of the Loan
Documents are true as of the Effective Date. The Borrower represents and
warrants that each balance sheet, statement of income, statement of retained
earnings and statement of changes in financial position submitted to the Bank
present fairly the financial position of the Borrower as of the date of such
statement. No changes having a material adverse effect on any obligor for any
existing loans by the Bank to the Borrower have occurred since the date of the
most recent of such financial statements.
3. Effect of this First Amendment. The Loan Documents are hereby
amended as required (and only as required) to give effect to the amendments
expressly provided for in this First Amendment. Each of the Loan Documents shall
be deemed to have been amended by this First Amendment as if such Loan Document
had been specifically amended by separate instrument; provided that nothing in
this First Amendment shall change the amount of the Borrower's indebtedness to
the Bank, or the due date or amount of any payment now due or hereafter required
under any of the Loan Documents.
4. No other Amendments, etc. Except as expressly set forth above, the
Loan Agreement and all of the other Loan Documents shall remain in full force
and effect as originally executed and delivered by the parties, and are hereby
ratified and affirmed by the undersigned.
5. Counterparts. This First Amendment may be executed in one or more
counterparts, each of which shall be considered an original and all of which
shall constitute the same instrument.
[SIGNATURES APPEAR ON FOLLOWING PAGE]
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[SIGNATURE PAGE TO FIRST AMENDMENT TO LOAN DOCUMENTS]
IN WITNESS WHEREOF, the parties have executed this First Amendment to
Loan Documents as of the Effective Date set forth above.
WITNESSES:
_____________________________ RIVIERA TOOL COMPANY
_____________________________ By: /s/ Xxxxx X. Xxxxxx
---------------------------
Xxxxx X. Xxxxxx,
Chief Financial Officer
_____________________________ FIFTH THIRD BANK
_____________________________ By: /s/ Xxxxxxxxxxx X. Xxxxxxx
---------------------------
Xxxxxxxxxxx X. Xxxxxxx
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