FIRST MODIFICATION
OF
CREDIT AGREEMENT
This First Modification of Credit Agreement ("Agreement") is made this
19th day of November, 1996, among THE ROTTLUND COMPANY, INC., a Minnesota
corporation ("Borrower"), THE FIRST NATIONAL BANK OF BOSTON, a national
banking association having its principal place of business at 000 Xxxxxxx
Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, ("FNBB") and THE FIRST NATIONAL BANK
OF BOSTON, as Agent (the "Agent") for itself and the other lending
institutions which are or may become parties to the Credit Agreement (as
hereinafter defined).
W I T N E S S E T H:
IN CONSIDERATION OF TEN AND NO/100 DOLLARS ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the undersigned Borrower and FNBB hereby covenant and agree
and follows:
. RECITALS. The following Recitals are true and correct as of the
date of this Agreement:
() The Borrower, FNBB and the Agent entered into a Credit
Agreement, dated as of October 23, 1996 ("Credit Agreement").
() The parties to the Credit Agreement wish to amend and modify
the Credit Agreement.
() All terms not otherwise defined herein shall have the same
meaning as in the Credit Agreement.
. The Credit Agreement is hereby modified as follows:
() The following definition shall be added to Section 1 of the
Credit Agreement:
"ADDITIONAL REVOLVING CREDIT NOTE. The Revolving Credit
Note in the amount of $4,000,000.00 dated November 19, 1996
made by the Borrower to the order of FNBB."
() By adding the following at the end of the definition of
Revolving Credit Note(s): ",including the Additional Revolving Credit
Note."
(c) By adding the following section to the Credit Agreement:
"Section 1.2 TEMPORARY NUMERICAL SUBSTITUTION.
Beginning on November 19, 1996 and continuing until
January 31, 1997, all references in the Credit Agreement to
$18,000,000.00 shall be deleted and replaced with
$22,000,000.00. From and after January 31, 1997, all such
references will revert to $18,000,000.00."
(d) The second sentence of Section 2.1 shall be deleted in its
entirety.
(e) The following shall be added at the end of Section 2.1 of
the Credit Agreement:
"The portion of the Obligations evidenced by the
Additional Revolving Credit Note including all accrued
and unpaid interest thereon shall be due and payable,
however, on January 31, 1997."
(f) By deleting the following clause from the first sentence of
Section 2.3: ", dated as of the Effective Date."
3. Except as modified hereby, the undersigned hereby ratify and
reaffirm the terms and conditions of the Credit Agreement.
4. Borrower shall pay a fee in the amount of $20,000.00 to FNBB
contemporaneous with the execution hereof.
5. This Agreement may be executed in any number of counterparts each
of which shall be deemed an original.
IN WITNESS WHEREOF, the undersigned Borrower and Agent hereunto cause
this instrument to be executed by its duly authorized corporate officers
and its seal to be affixed hereto as of the day and year first above
written.
THE ROTTLUND COMPANY, INC., a Minnesota
corporation
By:________________________________
Title:_____________________________
THE FIRST NATIONAL BANK
OF BOSTON, a national banking association
By:________________________________
XXXXX X. XXXX, Director
