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EXHIBIT 4.14
To: Canadian Imperial Bank of Commerce,
as Administrative Agent
000 Xxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
August 2, 2000
AGREEMENT OF INCREASED COMMITMENT
Dear Sir or Madam:
1. Reference is made to Section 2.18 of the Amended and Restated Credit and
Reimbursement Agreement dated as of April 14, 2000 (as the same may be
amended, modified, supplemented and in effect from time to time, the CREDIT
AGREEMENT) among Xxxxx Corporation (the COMPANY), each of the other
Borrowers and Guarantors party thereto, the Banks listed therein, Canadian
Imperial Bank of Commerce, as Administrative Agent (the ADMINISTRATIVE
AGENT), CIBC Inc., as Collateral Agent, Fleet National Bank as Collateral
Monitor and Documentation Agent and CIBC World Markets Corp., as Sole Lead
Arranger and Bookrunner. Terms used but not defined herein shall have the
meanings ascribed thereto in the Credit Agreement.
2. Pursuant to Section 2.18(a) of the Credit Agreement the Company hereby (i)
notifies the Administrative Agent that it wishes to increase the amount of
the Commitments by $10,000,000 (the OFFERED INCREASE AMOUNT) and (ii)
offers to Guaranty Business Credit Corporation (the ADDITIONAL LENDER) the
opportunity to participate in all of the Offered Increase Amount.
3. The Additional Lender, by its signature below, (i) accepts the offer to
participate in the Offered Increase Amount and undertakes a Commitment in
the full amount of the Offered Increase Amount, (ii) acknowledges that it
shall be bound by and entitled to the benefits of the Credit Agreement
with respect to the full amount of its Commitment and shall be a "Bank"
for all purposes of the Credit Agreement on and after the effective date
hereof and (iii) acknowledges that pursuant to Section 2.18(d) of the
Credit Agreement, any Loans and repayments may be made non pro-rata until
such time as all Loans outstanding shall be held pro rata by all the Banks
(including the Additional Lender).
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4. The Administrative Agent hereby (i) consents pursuant to Section
2.18(a)(ii) of the Credit Agreement to the offer by the Company to the
Additional Lender to participate in the Offered Increase Amount and
(ii) waives the notification requirement set forth in Section 2.18(e)
of the Credit Agreement and any other prior notification requirements
with respect to the Offered Increase Amount.
5. The Company hereby represents and warrants that on and as of the date
hereof (i) no Default has occurred or is continuing, (ii) the increase
in the Commitments by the Offered Increase Amount does not and will not
result in the aggregate amount of the Commitments exceeding
$100,000,000 and (iii) no ratable reduction of the Commitments has
occurred pursuant to Section 2.8 of the Credit Agreement.
6. Each of the other Guarantors, by its signature below, hereby represents
and warrants that the Guarantees are in full force and effect,
including, without limitation, with respect to any Obligations relating
to the Loan made by the Additional Lender.
7. The administrative details of the Additional Lender are as follows:
Guaranty Business Credit Corporation
0000 Xxxxxxx Xxx. Xxxxx #000
Xxxxxx, XX 00000
Phone No.: 000.000.0000
Fax No.: 000.000.0000
Attention: Xxxxxxx Xxxxxxxxxxx
Payment Information:
Guaranty Federal Bank
ABA #000000000
Dallas, Texas
Account no. 3800436598
Account name: Guaranty Business Credit Corporation
Ref.: Xxxxx Corporation
8. This Agreement shall be governed by and construed in accordance with
the law of the State of New York.
9. This Agreement shall become effective as of the date hereof upon
execution by each of the parties hereto.
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10. This Agreement may be signed in any number of counterparts, each of which
shall be an original, with the same effect as if the signature thereto and
hereto were upon the same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first
above written.
XXXXX CORPORATION
By: /s/ XXXXXXX X. XXXXXXX
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Name: Xxxxxxx X. Xxxxxxx
Title: President
GUARANTY BUSINESS CREDIT CORPORATION
By: /s/ XXXXXX XXXXXX
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Name: Xxxxxx Xxxxxx
Title: Sr. Vice President
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ACKNOWLEDGED AND AGREED:
NAVAJO REFINING COMPANY
BLACK EAGLE, INC.
NAVAJO CORP.
NAVAJO SOUTHERN, INC.
NAVAJO NORTHERN, INC.
LOREFCO, INC.
NAVAJO CRUDE OIL PURCHASING, INC.
NAVAJO HOLDINGS, INC.
XXXXX PETROLEUM, INC.
NAVAJO PIPELINE CO.
LEA REFINING COMPANY
NAVAJO WESTERN ASPHALT COMPANY
By /s/ XXXXXXX X. XXXXXXX
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Name: Xxxxxxx X. Xxxxxxx
Title:
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MONTANA REFINING COMPANY,
A PARTNERSHIP
By Navajo Northern, Inc., its
General Partner
By /s/ XXXXXXX X. XXXXXXX
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Name: Xxxxxxx X. Xxxxxxx
Title:
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CANADIAN IMPERIAL BANK OF
COMMERCE, as Administrative Agent
By /s/ XXXXXXXX XXXX
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Name: Xxxxxxxx Xxxx
Title: Authorized Signatory
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