FIRST AMENDMENT TO 1997 TERM CREDIT AGREEMENT
THIS FIRST AMENDMENT to 1997 TERM CREDIT AGREEMENT (the "First
Amendment") is intended to amend the terms of the 1997 Term Credit Agreement
(the "Agreement") dated as of February 26, 1997, among DATA TRANSMISSION NETWORK
CORPORATION; FIRST NATIONAL BANK OF OMAHA; FIRST NATIONAL BANK, WAHOO, NEBRASKA;
NBD BANK, N.A.; NORWEST BANK NEBRASKA, N.A.; THE SUMITOMO BANK, LIMITED;
MERCANTILE BANK OF ST. LOUIS, N.A.; FIRST BANK, NATIONAL ASSOCIATION; BANK OF
MONTREAL; and LASALLE NATIONAL BANK. All terms and conditions of the Agreement
shall remain in full force and effect except as expressly amended herein. All
capitalized terms herein shall have the meanings prescribed in the Agreement.
The Agreement shall be amended as follows:
The parties hereby acknowledge that, effective as of the date hereof:
1. Section 5.20 of the Agreement is amended to read as follows:
5.20 Acquisitions. The Borrower shall not acquire any stock or any
equity interest in, or warrants therefor or securities into the same,
or a substantial portion of the assets of, another entity without the
prior written consent of the Lenders; provided, however, that the
Borrower shall be permitted to make on a cumulative basis from and
after July 1, 1997 such acquisitions in an amount not to exceed Fifteen
Million Dollars ($15,000,000) in the aggregate without the consent of
the Lenders if such acquisitions are in or from entities which: (a) are
in the business of electronically communicating time-sensitive
information to subscribers;
(b) have their principal place of business in the United States or
Canada; and
(c) have a positive operating cash flow, calculated in the same
method as is used to calculate the Borrower's Operating Cash Flow for
purposes of this Agreement; and
the Borrower or any Subsidiary is not, and immediately after the
making of such acquisition, will not be in default under any other
covenant or provision of this Agreement (including, without limitation,
the covenants and provisions pertaining to minimum net worth and
limitations on indebtedness).
This First Amendment shall not affect and there remain outstanding from
the Borrower to the Banks, the existing Notes and the Related Bank Debt.
This First Amendment may be executed in several counterparts and such
counterparts together shall constitute one and the same instrument.
Except as expressly agreed herein, all terms of the Agreement shall
remain in full force and effect.
IN WITNESS WHEREOF, the undersigned have executed this FIRST AMENDMENT
TO 1997 TERM CREDIT AGREEMENT dated as of February 1, 1998.
DATA TRANSMISSION NETWORK CORPORATION
By/s/ Xxxxx X. Xxxxxx
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Title: Vice President, CFO and Secretary
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FIRST NATIONAL BANK OF OMAHA
By /s/ Xxxxx X. Xxxxxx
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Title: Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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THE SUMITOMO BANK, LIMITED
By /s/ Xxxxxxx X. Xxxxxx
Title:Vice President and Manager
By/s/ Xxxxxx X. Xxxxxx
Title:Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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FIRST NATIONAL BANK, WAHOO,
NEBRASKA
By/s/ Xxxxxxxxx Xxxxx
Title:Second Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Xxxxxxxx
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XXX XXXX
By /s/ Xxxxxx X. Xxxxx
Title:First Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Xxxxxxxx
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XXXXXXX XXXX NEBRASKA, N.A.
By /s/ Xxxxx Xxxxx
Title:Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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LASALLE NATIONAL BANK, a national
banking association
By/s/ Xxx Xxxxxx
Title:Assistant Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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MERCANTILE BANK OF
ST. LOUIS, N.A.
By/s/ Xxxxxx X. Xxxxxx, Xx.
Title:Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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FIRST BANK, NATIONAL ASSOCIATION
By /s/Xxxx Xxxxxx
Title:Vice President
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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BANK OF MONTREAL,
Chicago Branch
By_________________________________
Title:
NOTICE: A credit agreement must be in writing to be enforceable under Nebraska
law. To protect you and us from any misunderstandings or disappointments, any
contract, promise, undertaking, or offer to forebear repayment of money or to
make any other financial accommodation in connection with this loan of money or
grant or extension of credit, or any amendment of, cancellation of, waiver of,
or substitution for any or all of the terms or provisions of any instrument or
document executed in connection with this loan of money or grant or extension of
credit, must be in writing to be effective.
INITIALED:
Borrower
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