SECOND AMENDMENT TO CREDIT AGREEMENT
THIS SECOND AMENDMENT TO CREDIT AGREEMENT entered into as of June __, 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 the First Amendment to Credit Agreement dated
February 2, 1999 ("Agreement"). Borrowers and Bank desire to revise the
Agreement in the manner set forth herein to extend the seasonal overadvance
through August, 1999.
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
June, 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 July, 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 Second
Amendment to Credit Agreement, Borrowers hereby agree to pay Bank an
accommodation fee of $2,500 upon the execution of this Second
Amendment.
3. Effective Date. This Second Amendment shall be effective upon the
execution of this Second Amendment by Borrowers and Bank, and the
payment by Borrowers of the accommodation fee.
4. Ratification. Except as otherwise provided in this Second 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
Second Amendment, shall be construed as one agreement.
6. Counterparts. This Second 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 Second 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:___________________________
