EXHIBIT 10.93
December 24,1998
To: Xxxxxxxx Bros. Construction, Inc.
000 Xxxx Xxxxxxx Xxxxxxxxx
Xxxxxxx, Xxxxxxxxx 00000
FOURTH AMENDMENT
TO LETTER AGREEMENT
Ladies and Gentlemen:
This fourth amendment to letter agreement (the "Amendment") is being
executed in order to amend certain of the terms and conditions contained in that
certain letter agreement dated March 21, 1996, as previously amended by
Amendment to Letter Agreement dated March 21, 1997, by Second Amendment to
Letter Agreement dated March 21, 1998, and by Third Amendment to Letter
Agreement dated April 29, 1998 (hereinafter collectively referred to as the
"Letter Agreement") between Xxxxxxxx Bros. Construction, Inc., a Minnesota
corporation (the "Borrower"), and U.S. Bank National Association, a national
banking association, formerly known as First Bank National Association (the
"Bank"). In consideration of the mutual agreements set forth herein, and for
other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged by the parties, the Borrower and the Bank agree to further
amend the Letter Agreement as follows:
(a) Paragraph 1 of the Letter Agreement, as previously amended, is
hereby deleted in its entirety and the following paragraph
inserted in lieu thereof effective as of December 24, 1998:
"1. Subject to the provisions of this letter
agreement, at the Borrower's request, the Bank shall
make loans to the Borrower during the period from the
date of this letter agreement to May 31, 2000 in an
aggregate amount not exceeding $1,500,000.00 at any time
outstanding (the "Line of Credit"). The Line of Credit
is a revolving line of credit, and the Borrower may
borrow, prepay and reborrow under the Line of Credit.
The Borrower's obligation to repay such loans and to pay
interest and other charges, fees and expenses thereon is
evidenced by the Borrower's Fourth Amendment and
Restatement of Promissory Note dated as of December 23,
1998, payable to the order of the Bank in the principal
amount of $1,500,000.00 (together with any additional
amendments, extensions, renewals and replacements
thereof, called the "Revolving Note"). The Bank shall
have no obligation to make any such loan after the
occurrence of any default or event of default under the
Revolving Note or any other agreement of the Borrower
with the Bank, or any other event that would accelerate
or allow the Bank to accelerate payment of the Revolving
Note. The Borrower shall use all proceeds of such loans
solely for working capital of the Borrower."
(b) Paragraph 4(a) of the letter agreement is hereby deleted in
its entirety and the following paragraph inserted in lieu
thereof effective as of December 24, 1998:
"Borrowing Base" shall mean:
(a) during the period from the date of this letter
agreement through May 31, 2000, the sum of (i)
$300,000.00, plus (ii) the aggregate fair market
value of the Borrower's investments which the
Bank, in its sole discretion, shall deem
acceptable, and in which the Bank shall have a
perfected security interest constituting a first
lien in form and substance acceptable to the
Bank."
(c) Exhibit A attached to the Letter Agreement is hereby deleted
in its entirety and replaced with Exhibit A attached hereto
and made a part hereof.
(d) Upon the execution and delivery by Borrower to Lender of this
Amendment and the Fourth Amendment and Restatement of
Promissory Note dated December 23, 1998, Lender agrees to
release Xxxxxx Xxxxxxxx, Xxxxx Xxxxxxxx, Xxxxx Xxxxxx and
Xxxxxx Xxxxxxxx (the "Guarantors" or individually "Guarantor")
from all of their obligations under that certain Guaranty
given by each Guarantor in favor of First Bank National
Association, each such Guaranty dated March 21, 1996.
(e) Except as herein expressly modified, all of the terms and
conditions of the Letter Agreement shall remain in full force
and effect.
Sincerely,
U.S. BANK NATIONAL ASSOCIATION,
a national banking association, formerly known as
First Bank National Association
By:_______________________________________
Its:_______________________________________
Xxxxxxxx Bros. Construction, Inc. agrees to this Fourth Amendment to
Letter Agreement.
Executed as of December __, 1998.
XXXXXXXX BROS. CONSTRUCTION, INC.,
a Minnesota corporation
By:____________________________________
Its:____________________________________
EXHIBIT A
XXXXXXXX BROS. CONSTRUCTION, INC.
BORROWER'S CERTIFICATE
I, _______________________, the chief financial officer of Xxxxxxxx
Bros. Construction, Inc., a Minnesota corporation (the "Borrower"), pursuant to
the letter agreement dated March 21, 1996, as modified by amendments to letter
agreement dated March 21, 1997, March 21, 1998, April 29, 1998 and December 23,
1998, respectively (collectively, the "Agreement"), hereby certify to U.S. Bank
National Association, formerly known as First Bank National Association (the
"Bank"):
1. As of the close of business on ____________, 199___ (the most
recent Determination Date), the aggregate fair market value of
the Borrower's investments in account number 000303451 at FBS
Investment Services, Inc. was $_______________.
2. As of the date of this Certificate, no event has occurred
which constitutes a default or an event of default under the
Revolving Note (as defined in the Agreement), or an event that
would accelerate or allow the Bank to accelerate payment of
the Revolving Note, or would constitute any default or event
of default under the Revolving Note with notice or the passage
of time or both.
Date of Certificate: __________________, 19_____
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Signature
