THIRD AMENDMENT TO CREDIT AGREEMENT
THIS THIRD AMENDMENT TO CREDIT AGREEMENT entered into as of July 9, 1999
by and among AJAY SPORTS, INC., a Delaware corporation, LEISURE LIFE, INC., a
Tennessee corporation, PALM SPRINGS GOLF, INC., a Colorado corporation, and AJAY
LEISURE PRODUCTS, INC., a Delaware corporation (each individually referred to as
"Borrower" and all collectively referred to as "Borrowers"), and XXXXX FARGO
CREDIT, INC., successor in interest to Xxxxx Fargo Bank, National Association
("Bank").
RECITALS
Borrowers and Bank are parties to that certain Credit Agreement dated as
of June 30, 1998, as amended by two prior amendments ("Agreement"). Borrowers
and Bank desire to revise the Agreement in the manner set forth herein.
All capitalized terms used herein and not otherwise defined herein shall
have the meaning attributed to them in the Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises of
the parties contained herein, Borrowers and Bank agree as follows:
1. Revised Definitions. The terms "Additional Amount" and "Bank" are
hereby amended in their entirety to read as follows:
"Additional Amount" means, (i) during the months of February through
July, 1999, the least of (A) $750,000, (B) 15% of the Borrowing Base
or (C) 200% of the market value (as determined by Bank) of the stock
of Xxxxxxxx Controls, Inc. which is the subject of a first,
perfected Lien in favor of Bank ("Xxxxxxxx Stock"), and (ii) during
August, 1999, the least of (A) $375,000, (B) 7.5% of the Borrowing
Base or (C) the market value (as determined by Bank) of the Xxxxxxxx
Stock.
"Bank" means Xxxxx Fargo Credit, Inc.
2. Accommodation Fee. As consideration for Bank entering into this Third
Amendment to Credit Agreement, Borrowers hereby agree to pay Bank an
accommodation fee of $1,000 upon the execution of this Third
Amendment.
3. Effective Date. This Third Amendment shall be effective upon the
execution of this Third Amendment by Borrowers and Bank, and the
payment by Borrowers of the accommodation fee.
4. Ratification. Except as otherwise provided in this Third Amendment,
all of the provisions of the Agreement are hereby ratified and
confirmed and shall remain in full force and effect.
5. One Agreement. The Agreement, as modified by the provisions of this
Third Amendment, shall be construed as one agreement.
6. Counterparts. This Third Amendment may be executed in any number of
counterparts, each of which when executed and delivered shall be
deemed to be an original, and all of which when taken together shall
constitute one and the same agreement.
7. Oregon Statutory Notice.
UNDER OREGON LAW, MOST AGREEMENTS, PROMISES AND COMMITMENTS MADE BY BANK
AFTER OCTOBER 3, 1989 CONCERNING LOANS AND OTHER CREDIT EXTENSIONS WHICH ARE NOT
FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES OR SECURED SOLELY BY BORROWER'S
RESIDENCE MUST BE IN WRITING, EXPRESS CONSIDERATION AND BE SIGNED BY BANK TO BE
ENFORCEABLE.
IN WITNESS WHEREOF, the parties have executed this Third Amendment to
Credit Agreement as of the date first above written.
AJAY SPORTS, INC. LEISURE LIFE, INC.
By:_____________________________ By:_______________________________
Title:__________________________ Title:____________________________
PALM SPRINGS GOLF, INC. AJAY LEISURE PRODUCTS, INC.
By:_____________________________ By:_______________________________
Title:__________________________ Title:____________________________
XXXXX FARGO CREDIT, INC.
By:_______________________________
Title:____________________________
