EXHIBIT 10.9.2
FIRST AMENDMENT TO USED VEHICLE
WHOLESALE BORROWING BASE CREDIT LINE LOAN AGREEMENT
THIS FIRST AMENDMENT TO USED VEHICLE WHOLESALE BORROWING BASE CREDIT
LINE LOAN AGREEMENT (the "Amendment") made and entered into this _______ day of
___________, 1996, by and between FIRST TEAM INFINITI, LTD., A FLORIDA LIMITED
PARTNERSHIP, FORMERLY KNOWN AS I-4 DESTINY, LTD., A FLORIDA LIMITED PARTNERSHIP
(the "Debtor"), and GENERAL MOTORS ACCEPTANCE CORPORATION, A NEW YORK
CORPORATION, of Detroit, Michigan, with a branch office in Orange County,
Florida ("GMAC").
R E C I T A L S:
A. I-4 DESTINY, LTD., a Florida limited partnership and GMAC entered
into that certain Used Vehicle Wholesale Borrowing Base Credit Line Loan
Agreement dated March 29, 1995 ("Used Vehicle Wholesale Agreement"),
establishing a Line of Credit (as defined in the Used Vehicle Wholesale
Agreement). The aggregate principal amount of all Credit Line Advances (as
defined in the Used Vehicle Wholesale Agreement) outstanding from time to time,
were not to exceed the lesser of Five Hundred Thousand and 00/100 Dollars
($500,000.00) or the Collateral Formula Amount (as defined in the Used Vehicle
Wholesale Agreement).
B. I-4 DESTINY, LTD., a Florida limited partnership, has changed its
name to FIRST TEAM INFINITI, LTD., A FLORIDA LIMITED PARTNERSHIP.
C. The Debtor has made application to GMAC for an increase in the Line
of Credit and GMAC has agreed to increase the amount of the Line of Credit.
NOW, THEREFORE, in consideration of the mutual covenants contained
herein, and for other good and valuable consideration, the receipt and adequacy
of which is hereby acknowledged by all parties, the parties hereto agree as
follows:
1. RECITALS. The above recitals are true and correct and incorporated
herein by reference.
2. AMENDMENTS TO USED VEHICLE WHOLESALE AGREEMENT. The Used Vehicle
Wholesale Agreement is amended as follows:
(a) The address for GMAC in the first paragraph of the Used
Vehicle Wholesale Agreement is amended to read: 0000 Xxxx Xxxxx Xxxxx, Xxxxx
000, Xxxxxx Xxxxxxxx, Xxxxxxx, Xxxxxxx 00000-0000.
(b) The first paragraph of Paragraph 1 is deleted in its
entirety and the following shall be substituted in lieu thereof:
1. THE LINE OF CREDIT. Subject to all of the terms and
conditions of this Loan Agreement, GMAC hereby establishes an
initial discretionary revolving line of credit, not to exceed
Seven Hundred Fifty Thousand and no/100 Dollars ($750,000.00)
(the "Line of Credit").
(c) Paragraph 1 C. is deleted in its entirety and the
following shall be substituted in lieu thereof:
C. LIMITATIONS. Credit Line Advances shall at no time and in
no event exceed the lesser of Seven Hundred Fifty Thousand and
no/100 Dollars ($750,000.00) or the Collateral Formula Amount,
as that term is defined in subparagraph 1(g)(i); provided,
however, that if it does for any reason, the excess amount
shall be deemed to be
part of the Line of Credit for all intents and purposes under
this Loan Agreement.
3. SURVIVAL. All covenants, agreements, representations and warranties
made in connection with this Amendment and any documents executed by the Debtor
shall survive the borrowing hereunder and shall be deemed to have been relied
upon by GMAC. All statements contained in any certificate or other document
delivered to GMAC at any time by or on behalf of the Debtor pursuant hereto
shall constitute representations and warranties by the Debtor.
4. LAWS. This Amendment shall be interpreted according to the laws of
the State of Florida and shall be binding upon and inure to the benefit of each
of the parties hereto and their respective legal representatives, successors and
assigns; provided, however, the Debtor shall not assign or transfer its rights
or obligations hereunder without the prior written consent of GMAC.
5. ATTORNEYS' FEES, COSTS. In any litigation arising out of this
Amendment between the parties, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs including, but not limited to, fees and
costs incurred in all matters of collection and enforcement, construction and
interpretation, before, during and after suit, trial, arbitration proceedings
and appeals, and shall include hourly charges for work performed by paralegals
or other staff members working under the supervision of an attorney
(collectively, "Attorneys' Fees").
6. TIME. Time is of the essence of this Amendment. Time periods herein
of less than six (6) days shall exclude Saturdays, Sundays and state or national
legal holidays. Any time period provided for in this Amendment that ends on
Saturday, Sunday or a legal holiday shall extend to 5:00 p.m. on the next
business day.
7. DOCUMENTARY STAMPS. In the event that any of the transactions herein
contemplated shall at any time be subject to any form of transactional tax such
as a documentary stamp tax or intangible tax, the Debtor agrees to pay such tax
when due or to immediately reimburse GMAC in the event that GMAC is required to
pay such tax, and Debtor shall pay to GMAC any penalties which might be assessed
on same.
8. MISCELLANEOUS.
(a) At the request of GMAC, in its sole and absolute discretion,
the Debtor shall sign a Business Purpose Secured Promissory Note in favor of
GMAC.
(b) Except as specifically modified by this Amendment, the
terms, covenants, conditions, and obligations of the Used Vehicle Wholesale
Agreement shall remain unchanged and in full force and effect.
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IN WITNESS WHEREOF, the parties have executed this Amendment on the day
and date above written.
DEBTOR:
FIRST TEAM INFINITI, LTD., a
Florida limited partnership
BY: FIRST TEAM
MANAGEMENT, INC.,
a Florida corporation,
its General Partner
_____________________________ BY:
Signature Xxxx Xxxxxxx
Assistant Secretary
_____________________________
Print name
_____________________________
Signature
_____________________________
Print name
GMAC:
GENERAL MOTORS
ACCEPTANCE CORPORATION,
a New York corporation
_____________________________ BY:
Signature Print Name:
As:
_____________________________
Print name
_____________________________
Signature
_____________________________
Print name
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STATE OF FLORIDA )
COUNTY OF ORANGE )
The foregoing instrument was acknowledged before me this ______ day of
__________, 1996, by XXXX XXXXXXX., as Assistant Secretary of FIRST TEAM
MANAGEMENT, INC., A FLORIDA CORPORATION, on behalf of the corporation, as
General Partner of FIRST TEAM INFINITI, LTD., A FLORIDA LIMITED PARTNERSHIP,
FORMERLY KNOWN AS I-4 DESTINY, LTD., A FLORIDA LIMITED PARTNERSHIP, on behalf of
the partnership. He [is personally known to me] OR [has produced a Florida
driver's license as identification].
Notary Public
Print Name:
My commission expires:
STATE OF FLORIDA )
COUNTY OF ORANGE )
The foregoing instrument was acknowledged before me this ____ day of
______________, 1996, by _________________, as ____________ of GENERAL MOTORS
CORPORATION, A NEW YORK CORPORATION, on behalf of the corporation. He [is
personally known to me] OR [has produced a Florida driver's license as
identification].
Notary Public
Print name:
My commission expires:
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