THIRD MODIFICATION TO
AMENDED AND RESTATED REVOLVING NOTE
This Third Modification to Amended and Restated Revolving Note (this
"Modification"), is made as of the 25th day of October, 2002, by and between
CAVALIER HOMES, INC., a Delaware corporation ("Cavalier Homes"), QUALITY
HOUSING SUPPLY, LLC, a Delaware limited liability company, CAVALIER
MANUFACTURING, INC., a Delaware corporation, CAVALIER INDUSTRIES, INC., a
Delaware corporation, DELTA HOMES, INC., a Mississippi corporation, CAVALIER
ENTERPRISES, INC., a Delaware corporation, CAVALIER ASSOCIATED RETAILERS,
INC., a Delaware corporation, QUALITY CERTIFIED INSURANCE SERVICES, INC., an
Alabama corporation, CAVALIER ASSET MANAGEMENT, INC., a Delaware corporation,
CAVALIER MANUFACTURING ASSET CO., INC., a Delaware corporation, CAVALIER
INDUSTRIES ASSET CO., INC., a Delaware corporation, CAVALIER ENTERPRISES
ASSET CO., INC., a Delaware corporation, CAVALIER REAL ESTATE CO., INC., a
Delaware corporation, CIS FINANCIAL SERVICES, INC., an Alabama corporation,
formerly Cavalier Acceptance Corporation (collectively the foregoing are
referred to herein as the "Borrowers") and FIRST COMMERCIAL BANK, an Alabama
banking corporation (the "Lender"). All capitalized terms used but not defined
herein shall have the meanings ascribed to them in the Loan Agreement
(defined below).
R E C I T A L S:
WHEREAS, Borrowers executed an Amended and Restated Revolving Note
dated as of March 31, 2000, in the original principal amount of $35,000,000.00,
as amended by that certain Modification to Amended and Restated Revolving Note
dated as of September 29, 2000, and as further amended by that certain Second
Modification to Amended and Restated Revolving Note entered into during June
2002 (the "Revolving Note"), pursuant to which Lender made available to
Borrowers a revolving line of credit (the "Revolving Loan"); and
WHEREAS, in connection with the Revolving Loan, Borrowers also executed
an Amended and Restated Revolving and Term Loan Agreement dated as of March 31,
2000 (as heretofore amended, the "Loan Agreement"); and
WHEREAS, in connection with the Fourth Amendment to Revolving and Term
Loan Agreement dated of even date herewith, Borrowers have requested, and Lender
has agreed, to extend the maturity date of the Revolving Loan from November 21,
2003 to April 15, 2005, on the condition that Borrowers enter into this
Modification.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto, intending to
be legally bound hereby, agree as follows:
1. The first paragraph of the Revolving Note is hereby amended by
deleting therefrom "November 21, 2003", and substituting therefor "April 15,
2005".
2. Nothing contained in this Modification is intended to, and it shall
not, constitute a novation or extinguishment of the Revolving Note or Loan
Agreement or of any of the indebtedness evidenced thereby.
3. Except as expressly modified hereby, all other terms, conditions and
covenants set forth in the Revolving Note, the Loan Agreement and all the other
Loan Documents shall remain in full force and effect and shall not be in any way
modified hereby and the same are hereby ratified and affirmed by Borrowers in
all respects.
4. All capitalized terms not otherwise defined herein shall have those
meanings ascribed to them in the Loan Agreement.
IN WITNESS WHEREOF, Borrowers and Lender have caused this Modification
to be executed as of the date set forth above.
BORROWERS:
CAVALIER HOMES, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
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QUALITY HOUSING SUPPLY, LLC
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Secretary
---------------------------------------
CAVALIER MANUFACTURING, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Secretary
---------------------------------------
CAVALIER INDUSTRIES, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: President
---------------------------------------
DELTA HOMES, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Secretary
---------------------------------------
CAVALIER ENTERPRISES, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
----------------------------------
CAVALIER ASSOCIATED RETAILERS, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
----------------------------------
QUALITY CERTIFIED
INSURANCE SERVICES, INC.
By /s/ June X. Xxxxxx [L.S.]
-------------------------------------------------
June X. Xxxxxx
Its: Secretary
---------------------------------------
CAVALIER ASSET MANAGEMENT, INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: President
---------------------------------------
CAVALIER MANUFACTURING
ASSET CO., INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
----------------------------------
CAVALIER INDUSTRIES ASSET
CO., INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
----------------------------------
CAVALIER ENTERPRISES
ASSET CO., INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: Vice President
----------------------------------
CAVALIER REAL ESTATE CO., INC.
By /s/ Xxxxxxx X. Xxxxxx [L.S.]
-------------------------------------------------
Xxxxxxx X. Xxxxxx
Its: President
---------------------------------------
CIS FINANCIAL SERVICES, INC.
By /s/ June X. Xxxxxx [L.S.]
-------------------------------------------------
June X. Xxxxxx
Its: Secretary
---------------------------------------
LENDER:
FIRST COMMERCIAL BANK
By /s/ Xxx Xxxxxxxx
-------------------------------------------------
Xxx Xxxxxxxx
Its: Vice President
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