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EXHIBIT 10.23
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FIFTH AMENDMENT
to
RECEIVABLES SALE AND SERVICING AGREEMENT
between
WABASH NATIONAL CORPORATION
as Seller and Servicer
and
NBD BANK, N.A.
as Purchaser
DATED AS OF SEPTEMBER 30, 1996
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This FIFTH AMENDMENT dated as of September 30, 1996 (the "Amendment"), is
entered into by and between Wabash National Corporation, a Delaware
corporation, in its capacity as originator and seller of the Receivables (as
defined in the Agreement, defined below) hereunder (in such capacity the
"Seller"), and in its capacity as servicer hereunder (in such capacity, the
"Servicer"), and NBD Bank, N.A., a national banking association, in its
capacity as purchaser (the "Purchaser").
RECITALS
WHEREAS, the Seller and the Purchaser have entered into a Receivables Sale
and Servicing Agreement dated as of June 29, 1995 (the "Agreement");
WHEREAS, the Seller and the Purchaser desire to amend the Agreement to
change a sublimit with respect to an Obligor (as defined in the Agreement) and
to change the financial covenants with respect to the Seller; and
WHEREAS, pursuant to Section 12.7 of the Agreement, neither the Agreement
nor the terms thereof may be amended, supplemented or modified except in
writing signed by the Purchaser and the Seller.
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
Section 1. Amendment to Section 2.1, Purchase and Sale of Receivables.
The sublimit for Swift Transportation Co. shall be $15,000,000 from October 1,
1996 until January 1, 1997 (or such other date agreed to in writing by the
Purchaser to the Seller), on which date such sublimit shall become $10,000,000.
Section 2. Amendment to Exhibit G. Items 2 and 3 of Exhibit G to of the
Agreement shall be deleted in their entirety and replaced with the following:
2. Funded Debt to Total Capitalization. The Seller, on a
consolidated basis, will maintain a ratio of funded debt to total
capitalization not to exceed 60% at September 30, 1996 through March 30,
1997, and not to exceed 55% at March 31, 1997 and at all times
thereafter, calculated on a quarterly basis.
3. Fixed Charge Coverage Ratio. The Seller, on a consolidated
basis, will maintain a fixed charge coverage ratio of not less than 1.9
to 1.0 at September 30, 1996 through March 30, 1997, and at 2.0 to 1.0 at
March 31, 1997 through June 29, 1997; and at 2.25 to 1.0 at June 30,
1997 through December 30, 1997; and at 2.5 to 1.0 at December 31, 1997
and at all times thereafter; calculated quarterly on a four quarter
trailing basis commencing from the most recent quarter end.
Section 3. Effect of Amendment. Except as amended hereby, the Agreement
shall remain in full force and effect in accordance with the terms set forth
therein.
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Section 4. Counterparts. This Amendment may be executed in any number of
counterparts, each of which so executed shall be deemed to be an original, but
all such counterparts shall together constitute but one and the same
instrument.
IN WITNESS WHEREOF, the Seller and the Purchaser have caused this
Amendment to be duly executed by their respective officers thereunto duly
authorized as of the date and year first above written.
WABASH NATIONAL CORPORATION, as
Seller and Servicer
By: /s/ Xxxx X. Xxxxxx
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Name: Xxxx X. Xxxxxx
Title: Vice President and Chief
Financial Officer
NBD BANK, N.A., as Purchaser
By: /s/ Xxx X. Xxxxxx, Xx.
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Name: Xxx X. Xxxxxx, Xx.
Title: Vice President
