Exhibit 4.4
THIRD AMENDMENT AGREEMENT
dated as of December 30, 1996
among
MISTIC BRANDS, INC.
TRIARC COMPANIES, INC.
THE LENDERS SIGNATORY HERETO
and
THE CHASE MANHATTAN BANK
as Agent
THIRD AMENDMENT AGREEMENT
THIRD AMENDMENT AGREEMENT (this "Agreement") dated as of December 30, 1996
among MISTIC BRANDS, INC., a corporation organized under the laws of Delaware
(the "Borrower"), TRIARC COMPANIES, INC., a corporation organized under the laws
of Delaware (the "Guarantor"), each of the lenders which is a signatory hereto
(the "Lenders") and THE CHASE MANHATTAN BANK, a bank organized under the laws of
the State of New York, as agent for the Lenders (in such capacity, together with
its successors in such capacity, the "Agent").
WHEREAS, the Borrower, the Lenders and the Agent have entered into that
certain Credit Agreement dated as of August 9, 1995 (as amended by that certain
First Amendment Agreement dated as of October 6, 1995, as further amended by
that certain Second Amendment Agreement dated as of March 31, 1996, as further
amended by that certain side letter dated May 8, 1996 and, as in effect prior to
the effectiveness of this Agreement, the "Existing Credit Agreement" and, as
amended by this Agreement, the "Amended Credit Agreement") pursuant to which the
Lenders have extended credit to the Borrower evidenced by certain Promissory
Notes issued by the Borrower and guarantied by the Guarantor under the
Unconditional Guaranty;
WHEREAS, the Borrower, the Guarantor, the Lenders and the Agent have
agreed to enter this Agreement to provide for, among other things, modifications
of certain covenants and definitions contained in the Existing Credit Agreement
and the Affiliate Subordination Agreement, waivers of certain Defaults and
Events of Default, consent to the incurrence of certain Debt and a covenant to
provide for certain additional Guaranties; and
WHEREAS, the Facility Documents, as amended and supplemented by this
Agreement (including, without limitation, this Agreement and the Amended Credit
Agreement), and as each may be amended or supplemented from time to time, are
referred to herein as the "Amended Facility Documents".
NOW THEREFORE, for valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto agree as follows:
ARTICLE 1.AMENDMENTS TO EXISTING AGREEMENTS.
Section 1.01. Amendments to Existing Credit Agreement. Each of the
Borrower and the Guarantor and, subject to the satisfaction of the conditions
set forth in Section 3, the Agent and the Lenders hereby consents and agrees to
the amendments to the Existing Credit Agreement set forth below:
(a) The definition of "Excess Cash Flow" in Section 1.01 of the
Existing Credit Agreement is hereby amended to substitute "December 28, 1997" in
place of "December 31, 1997".
(b) The definition of "Fiscal Quarter" in Section 1.01 of the
Existing Credit Agreement is hereby amended and restated to read as follows:
"Fiscal Quarter" means any fiscal quarter of the Consolidated
Entities.
(c) The definition of "Fiscal Year" in Section 1.01 of the Existing
Credit Agreement is hereby amended and restated to read as follows:
"Fiscal Year" means any fiscal year of the Consolidated
Entities.
(d) Section 1.01 of the Existing Credit Agreement is hereby amended
to add the following definition in appropriate alphabetical order:
"Intercompany Note" means that certain Note dated February 14, 1997
issued by the Borrower in favor of the Guarantor in the original principal
amount of $3,500,000.
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(e) The second sentence of Section 2.01(b) of the Existing Credit
Agreement is hereby amended and restated to read as follows:
The Term Loans shall be repaid in twenty-four quarterly installments,
each such installment to be payable on the dates set forth below beginning
on December 31, 1995 and ending on the Term Loan Termination Date and to
be in the aggregate amounts set forth below, such that on each such
payment date, each Lender shall be paid an amount equal to such Lender's
pro rata share of the Term Loans (calculated based on its Term Loan
Percentage) of the amount set forth below:
Aggregate Amount
Payment Date of Installments
December 31, 1995 $ 1,250,000
March 31, 1996 $ 1,250,000
June 30, 1996 $ 1,250,000
September 30, 1996 $ 1,250,000
December 31, 1996 $ 1,250,000
March 30, 1997 $ 1,250,000
June 29, 1997 $ 1,250,000
September 28, 1997 $ 1,250,000
December 28, 1997 $ 2,500,000
March 29, 1998 $ 2,500,000
June 28, 1998 $ 2,500,000
September 27, 1998 $ 2,500,000
December 27, 1998 $ 2,500,000
March 28, 1999 $ 2,500,000
June 27, 1999 $ 2,500,000
September 26, 1999 $ 2,500,000
December 26, 1999 $ 3,750,000
March 26, 2000 $ 3,750,000
June 25, 2000 $ 3,750,000
September 24, 2000 $ 3,750,000
December 31, 2000 $ 3,750,000
March 31, 2001 $ 3,750,000
June 30, 2001 $ 3,750,000
September 30, 2001 $ 3,750,000
-----------
TOTAL $60,000,000
(f) Section 2.06(a)(i) of the Existing Credit Agreement is hereby
amended to substitute "December 28, 1997" in place of "December 31, 1997".
(g) Section 2.06(g)(ii) of the Existing Credit Agreement is hereby
amended to substitute "$12,500,000" in place of "$5,000,000".
(h) Section 2.13 of the Existing Credit Agreement is hereby amended
(i) to substitute "shortened to the immediately preceding" in place of "extended
to the next succeeding" and (ii) to delete the parenthetical in the penultimate
sentence therein.
(i) Section 7.08(d) of the Existing Credit Agreement is hereby
amended to substitute "as of the last Sunday in December" in place of "for the
month ending December 31".
(j) Section 7.08(e)(i) of the Existing Credit Agreement is hereby
amended to substitute "each Fiscal Quarter and each interim calendar month" in
place of "each calendar month".
(k) Section 8.01(i)(ii) of the Existing Credit Agreement is hereby
amended to substitute "December 28, 1997" in place of "December 31, 1997".
(l) Section 8.13(e) of the Existing Credit Agreement is hereby
amended and restated to read as follows: "(e) during the Fiscal Years ending on
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December 31, 1996 and on December 28, 1997, no Management Fees may be paid
during either such Fiscal Year;".
(m) Section 8.13(f) of the Existing Credit Agreement is hereby
amended and restated to read as follows: "(f) during the Fiscal Year ending on
December 27, 1998 and during each Fiscal Year ending thereafter, no more than
(i) for the Fiscal Years ending on December 27, 1998 and on December 26, 1999,
$750,000 and (ii) for each Fiscal Year ending thereafter, $1,750,000, of
Management Fees may be paid (including amounts accrued and unpaid for prior
Fiscal Years) during each such Fiscal Year;".
(n) Section 8.19 of the Existing Credit Agreement is hereby amended
and restated to read as follows:
Section 8.19. Fiscal Periods. Permit (a) any fiscal year of the
Consolidated Entities to end on a day other then the last Sunday in
December or (b) any fiscal quarter of the Consolidated Entities to be less
than or greater than 13 calendar weeks (other than the fiscal quarter
ending on December 31, 2000, which shall be 14 calendar weeks).
(o) Article 9 of the Existing Credit Agreement is hereby amended and
restated to read as follows:
"ARTICLE 9. FINANCIAL COVENANTS.
So long as any Obligation shall remain unpaid, any Letter of Credit shall
remain outstanding or any Lender shall have any Commitment:
Section 9.01. Interest Coverage Ratio. The Borrower shall maintain, as
determined at the end of each Fiscal Quarter, an Interest Coverage Ratio of not
less than the applicable ratio set forth in the following table:
IF SUCH FISCAL QUARTER ENDS APPLICABLE RATIO
on or after December 31, 1996 and
before September 28, 1997 2.00 to 1.00
on September 28, 1997 2.20 to 1.00
on December 28, 1997 2.50 to 1.00
after December 28, 1997 and
on or before September 27, 1998 2.75 to 1.00
after September 27, 1998 and
on or before September 26, 1999 3.50 to 1.00
after September 26, 1999 4.00 to 1.00
Section 9.02. Fixed Charge Coverage Ratio. The Borrower shall maintain, as
determined at the end of each Fiscal Quarter, a Fixed Charge Coverage Ratio of
not less than the applicable ratio set forth in the following table:
IF SUCH FISCAL QUARTER ENDS APPLICABLE RATIO
on or after December 31, 1996
and on or before September 28, 1997 1.10 to 1.00
after September 28, 1997 and
on or before September 24, 2000 1.15 to 1.00
after September 24, 2000 1.10 to 1.00
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Section 9.03. Leverage Ratio. The Borrower shall maintain, as determined
at the end of each Fiscal Quarter, a Leverage Ratio of not greater than the
applicable ratio set forth in the following table:
IF SUCH FISCAL QUARTER ENDS APPLICABLE RATIO
on December 31, 1996 and
on March 30, 1997 5.00 to 1.00
on June 29, 1997 4.80 to 1.00
on September 28, 1997 4.40 to 1.00
after September 28, 1997 and
on or before September 27, 1998 3.70 to 1.00
after September 27, 1998 and
on or before September 26, 1999 2.50 to 1.00
after September 26, 1999 and on or before
September 24, 2000 2.25 to 1.00
after September 24, 2000 2.00 to 1.00
Section 9.04. Minimum Net Worth. The Borrower shall maintain at all
times Net Worth of not less than the applicable amount set forth in the
following table:
IF SUCH TIME IS APPLICABLE AMOUNT
on or after December 31, 1996
and before September 28, 1997 $26,500,000
on or after September 28, 1997
and before December 28, 1997 $28,000,000
on or after December 28, 1997
and before December 27, 1998 $29,000,000
on or after December 27, 1998
and before December 26, 1999 $33,000,000
on or after December 26, 1999
and before December 31, 2000 $40,000,000
on or after December 31, 2000 $50,000,000
Section 9.05. Current Ratio. The Borrower shall maintain at all times a
Current Ratio of not less than the applicable ratio set forth in the following
table:
IF SUCH TIME IS APPLICABLE RATIO
on or after December 31, 1996
and before June 29, 1997 1.05 to 1.00
on or after June 29, 1997 and
before September 28, 1997 1.00 to 1.00
on or after September 28, 1997
and before December 28, 1997 .90 to 1.00
on or after December 28, 1997
and before December 27, 1998 .70 to 1.00
on or after December 27, 1998 1.05 to 1.00"
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(p) Section 10.03 of the Existing Credit Agreement is hereby amended
to substitute "the last Sunday in December" in place of "December 31".
Section 1.02. Amendments to Affiliate Subordination Agreement. Each of the
Borrower and the Guarantor and, subject to the satisfaction of the conditions
set forth in Section 3, the Agent and the Lenders hereby consents and agrees to
the amendments to the Affiliate Subordination Agreement set forth below:
(a) The definition of "Subordinated Obligations" is hereby amended
and restated to read as follows:
"Subordinated Obligations" means all obligations from time to time
owing by the Borrower to the Guarantor in respect of Management Fees or in
respect of the Intercompany Note.
(b) Section 3.02 of the Affiliate Subordination Agreement is hereby
amended to insert immediately prior to the end of the first sentence of such
Section: "; provided that the Guarantor may receive payments from the Borrower
under the Intercompany Note so long as such Default or Event of Default does not
arise from noncompliance with Section 2.01(a) or Section 2.06(f) of the Credit
Agreement."
ARTICLE 2.REPRESENTATIONS AND WARRANTIES.
Each of the Borrower and the Guarantor hereby represents and warrants that
as of the Effective Date:
Section 2.01. Existing Representations and Warranties. Each of the
representations and warranties contained in Article 6 of the Amended Credit
Agreement and in each of the other Amended Facility Documents are true and
correct in all material respects (provided that any representations and
warranties which speak to a specific date shall remain true and correct in all
material respects as of such specific date).
Section 2.02. No Defaults. Except for such Defaults and Events of Default
specifically waived by the Agent and the Lenders pursuant to Article 4 of this
Agreement, no event has occurred and no condition exists which would constitute
a Default or an Event of Default under the Facility Documents, and no event has
occurred and no condition exists which would constitute a Default or an Event of
Default under the Amended Facility Documents.
Section 2.03. Corporate Power and Authority; No Conflicts. The execution,
delivery and performance by each of the Borrower and the Guarantor of the
Amended Facility Documents to which it is a party do not and will not: (a)
require any consent or approval of the Guarantor's stockholders; (b) contravene
its charter or by-laws; (c) violate any provision of, or require any filing
(other than the filing of the financing statements and assignments required
pursuant to the terms of the Security Documents), registration, consent or
approval under, any law, rule or regulation (including, without limitation,
Regulations G, T, U and X of the Federal Reserve Board) or any order, writ,
judgment, injunction, decree, determination or award presently in effect having
applicability to the Guarantor or any of its Subsidiaries; (d) result in a
breach of or constitute a default or require any consent under any indenture or
loan or credit agreement or any other agreement, lease or instrument to which
the Guarantor or any of its Subsidiaries is a party or by which it or its
Properties may be bound or affected; (e) result in, or require, the creation or
imposition of any Lien (other than as created under the Amended Facility
Documents), upon or with respect to any of the Properties now owned or hereafter
acquired by the Guarantor or any of its Subsidiaries; or (f) cause the Guarantor
or any of its Subsidiaries to be in default under any such law, rule,
regulation, order, writ, judgment, injunction, decree, determination or award or
any such indenture, agreement, lease or instrument.
Section 2.04. Legally Enforceable Agreements. Each Amended Facility
Document to which the Borrower or the Guarantor is a party is, or when delivered
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under this Agreement will be, a legal, valid and binding obligation of such
Person enforceable against such Person in accordance with its terms, except to
the extent that such enforcement may be limited by applicable bankruptcy,
insolvency, reorganization, moratorium and other similar laws affecting
creditors' rights generally and general principles of equity (regardless of
whether such enforceability is considered in a proceeding at law or in equity).
Section 2.05. Financial Statements.
(a) The balance sheet of the Borrower as at December 31, 1995, and
the related income statement and statement of cash flows and changes in
stockholders' equity of the Borrower, for the Fiscal Year then ended, and the
accompanying footnotes, together with the opinion thereon of Deloitte and Touche
LLP, independent certified public accountants, and the unaudited interim balance
sheet of the Borrower as at September 30, 1996 and the related unaudited income
statement and statement of cash flows and changes in stockholders' equity of the
Borrower for the nine month period then ended, copies of which have been
furnished to each of the Lenders, are complete and correct in all material
respects and fairly present the financial condition of the Borrower at such
dates and the results of the operations of the Borrower for the periods covered
by such statements, all in accordance with GAAP (subject, in the case of the
aforementioned interim financial statements, to year-end adjustments and that no
footnotes are provided) consistently applied. Except as set forth on the balance
sheet of the Borrower as at September 30, 1996, there are no liabilities of the
Borrower, fixed or contingent, which are material but are not reflected on such
financial statements, or in the notes thereto and which would be required to be
recorded on such financial statements or notes in accordance with GAAP, other
than liabilities arising in the ordinary course of business since September 30,
1996. No information, exhibit or report furnished by the Borrower, the Guarantor
or any Affiliate to the Lenders in connection with the negotiation of this
Agreement contained any material misstatement of fact or omitted to state a
material face or any fact necessary to make the statements contained therein not
materially misleading. Since December 31, 1995, there has been no change (other
than events affecting the general economy of the United States or affecting all
participants in the beverage industry) which could reasonably be expected to
have a Material Adverse Effect.
(b) The consolidated balance sheet of the Guarantor and its
Subsidiaries as at December 31, 1995, and the related consolidated income
statement and statement of cash flows and changes in stockholders' equity of the
Guarantor and its Subsidiaries, for the Fiscal Year then ended, and the
accompanying footnotes, together with the opinion thereon of Deloitte and Touche
LLP, independent certified public accountants, and the unaudited interim balance
sheet of the Guarantor and its Subsidiaries as at September 30, 1996 and the
related unaudited income statement and statement of cash flows and changes in
stockholders' equity of the Guarantor and its Subsidiaries for the nine month
period then ended, copies of which have been furnished to each of the Lenders,
are complete and correct in all material respects and fairly present the
financial condition of the Guarantor and its Subsidiaries at such dates and the
results of the operations of the Guarantor and its Subsidiaries for the periods
covered by such statements, all in accordance with GAAP (subject, in the case of
the aforementioned interim financial statements, to year-end adjustments and
that no footnotes are provided) consistently applied. Except as set forth on the
consolidated balance sheet of the Guarantor and its Subsidiaries as at September
30, 1996, there are no liabilities of the Guarantor and its Subsidiaries, fixed
or contingent, which are individually in excess of $20,000,000 but are not
reflected on such financial statements, or in the notes thereto and which would
be required to be recorded on such financial statements or notes in accordance
with GAAP, other than liabilities arising in the ordinary course of business
since September 30, 1996. There is no fact or facts actually known to the
Guarantor, other than (i) conditions affecting the United States economy
generally, (ii) trends affecting generally the industries in which the
Guarantor's Subsidiaries do business and (iii) potential non-cash charges
associated with the possible sale by Arby's, Inc. of all of its restaurants and
assumption by the buyer of indebtedness related thereto, that the Guarantor has
6
not disclosed to the Lenders that materially adversely affects or, so far as the
Guarantor can now reasonably foresee, will materially adversely affect, the
condition of the business, Properties or assets of the Guarantor and its
Subsidiaries, taken as a whole.
ARTICLE 3.CONDITIONS PRECEDENT.
The consent and the agreement of the Agent and the Lenders to the
amendments set forth in Article 1, the waivers set forth in Article 4 and the
consents set forth in Article 5 are subject to the condition precedent that the
Agent shall have received on or before February 14, 1997 (the "Effective Date")
each of the following, in form and substance satisfactory to the Agent and its
counsel:
(a) counterparts of this Agreement executed by each of the
Borrower, the Guarantor, the Lenders and the Agent;
(b) a legal opinion of the Vice President and Associate General
Counsel of the Guarantor, in substantially the form of EXHIBIT A; and
(c) the receipt by the Agent for the account of the Lenders of
sufficient proceeds under the Intercompany Note to be applied to the repayment
of the Revolving Credit Loans in order that the Borrower will be in compliance
with Section 2.01(a) and Section 2.06(f) as of January 31, 1997.
ARTICLE 4.CERTAIN WAIVERS.
Subject to the satisfaction of the conditions set forth in Article 3
hereof, each of the Agent and the Lenders hereby waive any Default or Event of
Default arising from noncompliance by the Borrower with Section 2.01(a) or
Section 2.06(f) of the Existing Credit Agreement prior to the Effective Date.
Except for the foregoing waivers, the terms of this Agreement shall not operate
as a waiver by the Agent or the Lenders, or otherwise prejudice the rights,
remedies or powers of the Agent or the Lenders, under the Amended Facility
Documents or under applicable law. Except as expressly provided herein: (x) no
terms and provisions of the Facility Documents are modified or changed by this
Agreement; and (y) the terms and provisions of the Facility Documents shall
continue in full force and effect.
ARTICLE 5.CERTAIN CONSENTS.
Subject to the satisfaction of the conditions set forth in Article 3
hereof, notwithstanding Section 8.01 and Section 8.08 of the Existing Credit
Agreement, each of the Agent and the Lenders consents to the incurrence of Debt
by the Borrower in favor of the Guarantor under the Intercompany Note up to an
aggregate principal amount of $3,500,000 provided that such Debt is subordinated
to the Obligations on terms and conditions set forth in the Affiliate
Subordination Agreement.
ARTICLE 6.CERTAIN COVENANTS.
The Guarantor shall, promptly upon any Person becoming a direct or
indirect beneficial owner of at least 50.1%, or, in the case of any of its
Subsidiaries, any, of the outstanding equity securities of the Borrower, cause
such Person (a) to guarantee the Obligations, pursuant to a Guaranty
substantially in the form of the Unconditional Guaranty, (b) to secure such
Guaranty by pledging all of the equity securities in the Borrower held by such
Person, pursuant to a pledge agreement in form and substance reasonably
satisfactory to the Agent and (c) deliver such proof of corporate action,
incumbency of officers, opinions of counsel and other documents as the Agent
shall have reasonably requested.
ARTICLE 7.MISCELLANEOUS.
Section 7.01. Defined Terms. The terms used herein and not defined herein
shall have the meanings assigned to such terms in the Amended Credit Agreement.
7
Section 7.02. Reaffirmation. Each of the Borrower and the Guarantor
acknowledges that the Liens granted to the Agent under the Security Documents in
and to the Collateral secures all of the Obligations under the Amended Credit
Agreement and the other Amended Facility Documents. Each of the Borrower and the
Guarantor further acknowledges and reaffirms all of its other respective
obligations and duties under the Amended Facility Documents to which it is a
party.
Section 7.03. Amendments and Waivers. Any provision of this Agreement may
be amended or modified only by an instrument in writing signed by the Borrower,
the Guarantor, the Agent and the Required Lenders, or by the Borrower, the
Guarantor and the Agent acting with the consent of the Required Lenders and any
provision of this Agreement may be waived by the Required Lenders or by the
Agent acting with the consent of the Required Lenders.
Section 7.04. Expenses. The Borrower shall reimburse the Agent on demand
for all reasonable out-of-pocket costs, expenses and charges (including, without
limitation, reasonable fees and charges of external legal counsel for the Agent)
in connection with the preparation of, and any amendment, supplement, waiver or
modification to (in each case, whether or not consummated), this Agreement, any
other Amended Facility Document and any other documents prepared in connection
herewith or therewith. The Borrower shall pay to the Agent for the account of
the Lenders an amendment fee equal to $100,000 to be split among the Banks in
accordance with the pro rata share of the principal amount of the Obligations
held by them.
Section 7.05. Notices. Unless the party to be notified otherwise notifies
the other party in writing as provided in this Section, and except as otherwise
provided in this Agreement, notices shall be given to the Agent in writing, by
telex, telecopy or other writing or by telephone, confirmed by telex, telecopy
or other writing, and to the Lenders, the Borrower and the Guarantor by ordinary
mail, hand delivery, overnight courier or telecopier addressed to such party at
its address on the signature page of this Agreement. Notices shall be effective:
(a) if given by mail, 72 hours after deposit in the mails with first class
postage prepaid, addressed as aforesaid; and (b) if given by telecopier, when
confirmation of delivery of the telecopy to the telecopier number as aforesaid
is transmitted; provided that notices to the Agent and the Lenders shall be
effective upon receipt.
Section 7.06. Severability. The provisions of this Agreement are intended
to be severable. If for any reason any provision of this Agreement shall be held
invalid or unenforceable in whole or in part in any jurisdiction, such provision
shall, as to such jurisdiction, be ineffective to the extent of such invalidity
or unenforceability without in any manner affecting the validity or
enforceability thereof in any other jurisdiction or the remaining provisions
hereof in any jurisdiction.
Section 7.07. Counterparts. This Agreement may be executed in any number
of counterparts, all of which taken together shall constitute one and the same
instrument, and any party hereto may execute this Agreement by signing any such
counterpart.
Section 7.08. Integration. The Amended Facility Documents set forth the
entire agreement among the parties hereto relating to the transactions
contemplated thereby and supersede any prior oral or written statements or
agreements with respect to such transactions.
SECTION 7.09. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND
INTERPRETED AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.
MISTIC BRANDS, INC.
By:/s/Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: President and COO
Address for Notices:
Mistic Brands, Inc.
000 Xxxxxxxxxxx Xxxxxx
Xxxxx Xxxxxx, XX 00000
Attention: Chief Financial Officer
Telecopier No.: (000) 000-0000
With a copy to:
Triarc Companies, Inc.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Executive Vice President
and General Counsel
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
TRIARC COMPANIES, INC.
By:/s/Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: Senior Vice President
Address for Notices:
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Executive Vice President
and General Counsel
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
AGENT:
THE CHASE MANHATTAN BANK
By:/s/Xxx Xxxxxxxx
Name: Xxx Xxxxxxxx
Title: Vice President
Address for Notices:
Loan & Agency Services Dept.
One Chase Xxxxxxxxx Xxxxx
0xx Xxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxxx Grullen
Telecopier No.: (000) 000-0000
with a copy to:
000 Xxxxxxxxx Xxxx Xxxxx
Xxxxx Xxxxxx, XX 00000
Attention: Xxx X. Xxxxxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
THE CHASE MANHATTAN BANK
By:/s/Xxx Xxxxxxxx
Name: Xxx Xxxxxxxx
Title: Vice President
Lending Office and Address for
Notices:
000 Xxxxxxxxx Xxxx Xxxxx
Xxxxx Xxxxxx, XX 00000
Attention: Xxx X. Xxxxxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
BARCLAYS BANK PLC
By:
Name:
Title:
Lending Office and Address for Notices:
Barclays-BZW Division
000 Xxxxxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxxx Xxxxxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
FIRST SOURCE FINANCIAL LLP
BY FIRST SOURCE FINANCIAL, INC., ITS
MANAGER
By:/s/Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Senior Vice President
Lending Office and Address for
Notices:
0000 Xxxx Xxxx Xxxx
0xx Xxxxx
Xxxxxxx Xxxxxxx, XX 00000
Attention: Xxx Xxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
XXXXXX TRUST AND SAVINGS BANK
By:/s/R. Xxxxxxx Xxxxxx
Name: R. Xxxxxxx Xxxxxx
Title: Vice President
Lending Office and Address for
Notices:
00 Xxxx Xxxxxx Xxxxxx
Xxxxxxx, XX 00000
Attention: R. Xxxxxxx Xxxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
COOPERATIEVE CENTRALE RAIFFEISEN-
BOERENLEENBANK B.A. "RABOBANK
NEDERLAND", NEW YORK BRANCH
By:/s/Xxxxxx X. Xxxxxxxx
Name: Xxxxxx X. Xxxxxxxx
Title: Vice President
By:/s/Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: Senior Vice President
Lending Office and Address for Notices:
000 Xxxx Xxxxxx
Xxx Xxxx, XX 00000-0000
Attention: Corporate Services
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
XXX XXXXXX AMERICAN CAPITAL
PRIME RATE INCOME TRUST
By:/s/Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Senior Vice President and
Director
Lending Office and Address for
Notices:
Xxx Xxxxxxxx Xxxxx
Xxxxxxxx Xxxxxxx, XX 00000
Attention: Xxxxxxx Xxxxxxx
Telecopier No.: (000) 000-0000
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
LENDERS:
CORESTATES BANK, N.A.
By:/s/Xxxx X. Xxxxxx
Name: Xxxx X. Xxxxxx
Title: Vice President
Lending Office and Address for
Notices:
X.X. Xxx 0000
Xxxxxxxxxxxx, XX 00000
Attention: Xxxx X. Xxxxxx
Telecopier No.: (000) 000-0000
A:\3RDAMEND.AGR
[SIGNATURE PAGE TO THIRD AMENDMENT AGREEMENT]
