Exhibit 10.47
FIRST AMENDMENT TO
BUSINESS LOAN AGREEMENT
This First Amendment ("Amendment") is made as of the 7th day of October,
2002, by and among FIRST AMERICAN BANK ("Bank") and XXXXXXXX TECHNOLOGIES OF
IOWA, INC. ("Borrower") and XXXXXXXX TECHNOLOGIES, INC. ("Guarantor") pursuant
to the Business Loan Agreement dated April 4, 2002 by and among the parties
("Agreement"). Defined terms used herein and not otherwise defined herein shall
have the meaning as set forth in the Agreement.
RECITALS:
WHEREAS, the Bank, Borrower and Guarantor previously executed the
Agreement dated April 4, 2002 for the purpose of the Borrower to acquire the
assets of the Des Moines, Iowa tire shredding operations of Utah Tire Recyclers,
Inc.;
WHEREAS, the Borrower desires to borrow additional monies from Bank in the
amount described below to facilitate the acquisition by Borrower of equipment,
including installation expenses for its new tire shredding line; and
WHEREAS, Bank is willing to loan additional monies to Borrower subject to
the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained, the parties agree as follows:
I. Loan
A. Draw Note.
Subject to the terms and conditions of this Amendment, the Bank
agrees to lend to the Borrower from time to time during the term of
this Amendment, for the purchase and installation of new tire
shredding equipment, amounts at any one time outstanding not to
exceed Eight Hundred Sixty-Four Thousand Two Hundred Dollars
($864,200.00) ("Maximum Draw Credit"). Borrower may from time to
time draw under this Loan during the term of this Amendment, but may
not re-borrow any amounts. Interest and principal payments shall be
payable on the date and in the manner set forth in the Variable Rate
Draw Note ("Draw Note"). Upon maturity of the
Draw Note, any unpaid balance shall be added to the unpaid principal
and interest balance of the $1,185,000 Term Note to create a new
term note with a fully amortized term of five years.
B. Closing Fees.
Concurrently with the execution and delivery of this Amendment, and
as a condition to the making of the Loan hereunder by Bank, Borrower
shall pay to Bank in cash or other immediately available funds, a
non-refundable commitment fee in the amount of Three Thousand
Dollars ($3,000).
II. Affirmative Covenants
From the date of this Amendment and thereafter until all Indebtedness of
the Borrower to the Bank is paid in full, Borrower agrees it will and
Guarantor shall cause Borrower to:
A. Payment on $1,185,000 Term Loan. Upon the sale of the used tire
shredding equipment to be replaced, whether in a single or several
transactions, Borrower shall immediately pay Bank the entire sale
proceeds to be applied to the $1,185,000 Term Loan in accordance
with its terms and conditions.
III. Events of Default
A. Cross Default. Any event of default under the Agreement shall
constitute a default hereunder. Further, any event of default under
this Amendment, Loan, Note or Security Document shall constitute a
default under the Agreement.
IV. Miscellaneous
A. Costs. Borrower shall be responsible for all "out-of-pocket" costs
associated with this transaction. "Out-of-pocket" costs shall
include UCC-1 searches and filing fees. Out-of-pocket costs shall
not exceed $250.
B. Notice. Any notice to Borrower or Guarantor shall be in writing and
addressed as follows:
Xxxx X. Xxxxx, President
XxxxxXxx Technologies of Iowa, Inc.
00000 Xxxxxxx Xxxxxx Xxxxx
-0-
Xxxxxx, Xxxxxxxxx 00000
C. Incorporation, Ratification. Except as modified by this Amendment,
all terms of the Agreement are incorporated herein by this reference
and remain the same. The Agreement is hereby in all respects
ratified and affirmed and shall remain in full force and effect.
IMPORTANT
READ BEFORE SIGNING. THE TERMS OF THIS AGREEMENT SHOULD BE READ CAREFULLY
BECAUSE ONLY THOSE TERMS IN WRITING ARE ENFORCEABLE. NO OTHER TERMS OR ORAL
PROMISES NOT CONTAINED IN THIS WRITTEN AMENDMENT MAY BE LEGALLY ENFORCED. YOU
MAY CHANGE THE TERMS OF THIS AMENDMENT ONLY BY ANOTHER WRITTEN AGREEMENT.
Borrower and Guarantor warrant that they have received a copy of this Amendment
and further state that Borrower and Guarantor understand fully the terms and
conditions described herein.
BANK: BORROWER:
FIRST AMERICAN BANK
00000 Xxxxxxxxxx Xxxxxx XXXXXXXX TECHNOLOGIES OF IOWA, INC.
X.X. Xxx 00000 0000 Xxxx Xxxxxx Xxxxxx
Xxx Xxxxxx, XX 00000-0000 Xxx Xxxxxx, XX 00000
By: By:
-------------------------------- --------------------------
Xxxxx Xxxxxxxxxx, Vice President Xxxx X. Xxxxx, President
GUARANTOR:
XXXXXXXX TECHNOLOGIES, INC.
0 Xxxxxxx Xxxx, Xxxxxxxx X
Xxxxxxxxx, XX 00000
By:
-------------------------------
Xxxx X. Xxxxx, Vice President
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