EXHIBIT 10.13.2
THIRD AMENDMENT TO
CASH ADVANCE AND SECURITY AGREEMENT
THIS THIRD AMENDMENT TO CASH ADVANCE AND SECURITY AGREEMENT (the
"Amendment") is entered into this 28th of May, 1997 by and between Apollo
International of Delaware, Inc., a Delaware corporation (the "Company") and
Framan Company ("Framan").
RECITALS:
WHEREAS, the Company and Framan entered into a Cash Advance and Security
Agreement on December 20th, 1996, and amendments thereto dated February 24,
1997 and May 19, 1997 (collectively, the "Agreement"), and both parties
desire to further amend the Agreement; and
WHEREAS, the Company and Framan desire to amend Sections 2 and 5 of the
Agreement regarding Collateral, upon the terms and conditions stated below.
NOW, THEREFORE, in consideration of the mutual promises contained herein
and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties agree as follows:
1. RECITALS. The foregoing recitals are true and correct and are
incorporated herein by reference and form a part of this Amendment.
2. EFFECTIVE DATE. The provisions of this Amendment shall be
retroactive and shall become effective as of the date of the Agreement which
is December 20th, 1996 (the "Effective Date").
3. CASH ADVANCES. The Company may also use Advances for the acquisition
of equipment from time to time, which acquisitions shall be subject to the
same procedures, terms and conditions set forth in the Agreement, including
without limitation Sections 2,3 and 4 of the Agreement dealing with cash
advances, negotiations of best price and repayment terms, respectively.
4. COLLATERAL AND SECURITY INTEREST. Section 5 of the Agreement is
hereby amended in its entirety as follows:
"5. COLLATERAL AND SECURITY INTEREST. The collateral for the
Advances shall be the Company's parts inventory and equipment purchased
by the Company with Advances (the "Collateral"). To secure the payment of
the Advances and interest thereof (together, the "Liabilities"), the
Company does hereby grant to
Framan Co. a security interest in each and all of the Collateral. The
Company shall xxxxx Xxxxxx Co. access to the Company's books for the
purposes of review with prior notice during normal business hours."
5. AMENDMENT. Except as expressly modified and amended herein, the
Agreement shall remain in full force and effect in accordance with its terms.
6. COUNTERPARTS. This Amendment may be executed in multiple
counterparts, each of which shall be an original and all of which shall be
deemed one and the same instrument. Further, facsimile signatures hereon
shall have the same legal force and effect as original signatures.
IN WITNES WHEREOF, the parties hereto have executed this Amendment as of
the date first written above.
APOLLO INTERNATIONAL OF DELAWARE, INC.
By: /s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx, President
FRAMAN COMPANY
By: /s/ Xxxxx Xxxxxxx
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Xxxxx Xxxxxxx
