EXHIBIT (4)(xvi)
Xxxxx 00, 0000
Xxxxxxxx Rubber Company, Inc.
000 Xxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Gentlemen:
Plymouth Rubber Company, Inc., a Massachusetts corporation
("Borrower") and LaSalle National Bank, a national banking
association ("Bank") have entered into that certain Loan and Security
Agreement dated June 6, 1996 (the "Security Agreement"). From time
to time thereafter, Borrower and Bank may have executed various
amendments (each an "Amendment" and collectively the "Amendments") to
the Security Agreement (the Security Agreement and the Amendments
hereinafter are referred to, collectively, as the "Agreement").
Borrower and Bank now desire to further amend the Agreement as
provided herein, subject to the terms and conditions hereinafter set
forth.
NOW, THEREFORE, in consideration of the foregoing recitals,
the mutual covenants and agreements set forth herein and other good
and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby agree as follows:
1. The Agreement hereby is amended as follows:
(a) Paragraph (8) of Exhibit A of the Agreement is deleted in its
entirety and the following is substituted in its place:
(8) TANGIBLE NET WORTH: Notwithstanding the provisions of
subparagraph 11(o) of the Agreement, Borrower and Brite-Line
shall at all times maintain an aggregate tangible
net worth of not less than the Minimum Tangible Net
Worth, as hereinafter defined. At all times from March
1, 1997 through November 29, 1997, "Minimum Tangible Net
Worth" shall equal One Million Sixty-Nine Thousand and
No/100 Dollars ($1,069,000.00). From November 30, 1997
through November 29, 1998, Minimum Tangible Net Worth
shall equal One Million Three Hundred Nineteen Thousand
and No/100 Dollars ($1,319,000.00). Thereafter, from
November 30th of each year through November 29th of the
following year, Minimum Tangible Net Worth shall be equal
to Minimum Tangible Net Worth on the last day of the
immediately preceding fiscal year plus Two Hundred Fifty
Thousand and No/100 Dollars ($250,000.00). "Tangible Net
Worth" being defined for purposes of this subparagraph as
Borrower's and Brite-Line's shareholders' equity
(including retained earnings) less the book value of all
intangible assets as determined solely by Bank on a
consistent basis plus the amount of any LIFO reserve plus
the amount of any debt subordinated to Bank, all as
determined under generally accepted accounting principles
applied on a basis consistent with the financial
statement dated March 1, 1996 except as set forth herein.
For purposes of this subparagraph, (a) intangible assets
are: (i) intangible asset-FAS #87,(ii) deferred tax
asset, net of the valuation reserve-FAS #109, and (iii)
trade names and (b) pension liability adjustments are
excluded.
Plymouth Rubber Company, Inc.
April 23, 1997
Page Two
2. This Amendment shall not become effective until fully
executed by all parties hereto.
3. Except as expressly amended hereby and by any other
supplemental documents or instruments executed by either
party hereto in order to effectuate the transactions
contemplated hereby, the Agreement and Exhibit A thereto
hereby are ratified and confirmed by the parties hereto
and remain in full force and effect in accordance with
the terms thereof.
LASALLE NATIONAL BANK,
a national banking association
By:
Title:
Accepted and agreed to this
7th day of May , 1997.
PLYMOUTH RUBBER COMPANY, INC.
By:
Title:
Consented and agreed to by the following
guarantor of the obligations of PLYMOUTH
RUBBER COMPANY, INC. to LASALLE NATIONAL BANK.
BRITE-LINE TECHNOLOGIES, INC.
By:
Title:
Date:
