Exhibit 10(o)
September 1, 2000
AMENDED
LETTER LOAN AGREEMENT
The Xxxxx Company
0000 X. Xxx Xxxxxx, Xxxxx 000
Xxxxxxxx Xxxx, Xxxxxxxx 00000
Gentlemen:
This Amended Letter Loan Agreement supersedes the previous
Letter Loan Agreement between the parties hereto dated April
3, 2000.
This Amended Letter Loan Agreement sets forth the terms and
conditions under which we have agreed to extend a revolving
loan to you in the principal amount of $700,000.00 (the
"Loan").
1. LENDER: The Xxxxxxx X. Xxxxx and Xx Xxxxx
1988 Charitable Unitrust (the
"Unitrust").
2. BORROWER: The Xxxxx Company.
3. AMOUNT: Such amounts as the Borrower may request from time to
time up to $700,000.00. The Loan shall be evidenced
by a promissory note in the amount of $700,000.00 dated
as of today (the "Note"). The Borrower shall be permitted
to obtain advances, make prepayments, and obtain
additional advances, up to the amount of the Note.
4. INTEREST RATE: A fixed rate of 10.00%.
5. REPAYMENT: Accrued interest shall be due and payable semi-
annually, beginning February 28, 2001 and semi-
annually thereafter, with the outstanding principal
balance (the "Indebtedness") plus unpaid accrued
interest due and payable on February 28, 2002.
6. COLLATERAL: A. Until the Indebtedness has been paid in full, the
Borrower agrees that it will not create, grant, assume
or suffer to exist any lien, mortgage or encumbrance
(a "Lien") on its working and overriding royalty
interests in the McElmo Dome Unit in Montezuma and
Xxxxxxx Counties of Colorado ("Interests"). The
Borrower will not sell, transfer, convey or other-
wise dispose of any of the Interests, whether
pursuant to a single transaction or a series of
transactions.
B. At any time while there is Indebtedness outstanding
under the Note, the Trustees of the Unitrust may request,
and the Borrower agrees to grant to the Unitrust, a Lien
on its Interests, and in such event the Borrower will
immediately furnish such Assignments, Transfer Orders,
Security Agreements or other documents as the Trustees
may require in order to secure the Indebtedness.
7. COVENANT: Until the Indebtedness has been paid in full, the
Borrower will not sell, transfer, convey or otherwise
dispose of, all or a substantial portion of its assets now
owned or hereafter acquired, whether pursuant to a single
transaction or a series of transactions, and the
Borrower will not merge or consolidate with any person
or entity or permit any such merger or consolidation
with the Borrower. This paragraph specifically excludes
asset sales incurred in the normal course of business.
8. EVENTS OF
DEFAULT: If any of the following conditions or events ("Events of
Default") shall occur and be continuing:
A. Failure of the Borrower to pay when due any
amounts, including principal or
interest on the Note (whether at the stated
maturity, upon acceleration or otherwise).
B. Any Event of Default as specified in the Note
C. Any default or breach in the performance of any
covenant, obligation, representation, warranty
or provision contained in this Letter Loan
Agreement or in the Note or in any other note
or obligation of Borrower to the Unitrust.
D. The Borrower shall: (i) apply for or consent to the
appointment of a custodian, receiver, trustee or
liquidator of the Borrower or any of its properties,
(ii) admit in writing the inability to pay, or
generally fail to pay, its debts when they come
due, (iii) make a general assignment for the bene-
fit of creditors, (iv) commence any proceeding
relating to the bankruptcy, reorganization,
liquidation, receivership, conservatorship,
insolvency, readjustment of debt, dissolution or
liquidation of the Borrower, or if corporate
action should be taken by the Borrower for the
purpose of effecting any of the foregoing, (v)
suffer any such appointment or commencement of a
proceeding as described in clause (i) or (iv) of
this paragraph, which appointment or proceeding
is not terminated or discharged within 60 days,
or (vi) become insolvent.
THEN upon the occurrence of any Event of Default
described in the foregoing paragraphs the unpaid
principal amount of and accrued interest on the
Loan shall automatically become immediately due
and payable, without presentment, demand, protest
or other requirements of any kind, all of which
are hereby expressly waived by Borrower.
If the foregoing terms and conditions are acceptable to you,
please acknowledge your agreement by signing below and
returning one copy of this Letter Loan Agreement to us.
Sincerely,
LENDER:
THE XXXXXXX X. XXXXX AND XX XXXXX
1988 CHARITABLE UNITRUST
XXXXXXX X. XXXXX XX XXXXX
Xxxxxxx X. Xxxxx, Trustee Xx Xxxxx, Trustee
Accepted effective this 1st day of September, 2000.
BORROWER:
THE XXXXX COMPANY
XXXX XXX, XX.
Xxxx Xxx, Xx., President
