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Exhibit 4.1
FIFTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT
This Amendment made and delivered as of February 19, 1997 by and
between XXXX INDUSTRIES, INC. ("Borrower") and COMERICA BANK ("Bank").
WITNESSETH:
WHEREAS, the Borrower and the Bank are parties to that certain Amended
and Restated Revolving Credit and Term Loan Agreement dated January 30, 1995,
as amended as of March 3, 1995, June 1, 1995, September 29, 1995 and June 20,
1996 (the "Agreement"); and
WHEREAS, the Bank and the Borrower desire to amend the Agreement as set
forth below;
NOW, THEREFORE, in consideration of the premises and the mutual
promises herein contained, the Borrower and the Bank agree as follows:
1. Section 4.12 is replaced in its entirety by the following:
Maintain Current Ratio. On consolidated basis maintain, at all times a
ratio of current assets to current liabilities, determined in accordance
with GAAP, of not less than 1.75 to 1.00.
2. Borrower is responsible for all costs incurred by Bank, including
reasonable attorney fees, with regard to the preparation and execution of this
Amendment.
3. The execution of this Amendment shall not be, nor deemed to be, a
waiver of any Default or Event of Default.
4. All the terms used herein which are defined in the Agreement shall
have the same meanings as used herein, unless the context clearly requires
otherwise.
5. Borrower hereby waives, discharges and forever releases Bank, Bank's
employees, officers, directors, attorneys, stockholders and successors and
assigns, from and of any and all claims, causes of action, allegations or
assertions that Borrower has or may have had at any time up through and
including the date of this Amendment, against any or all of the foregoing,
regardless of whether any such claims, causes of action, allegations or
assertions are known to borrower or whether any such claims, causes of action,
allegations or assertions arose as a result of Bank's actions or omissions in
connection with the Agreement, or any amendments, extensions or modifications
thereto, or Bank's administration of debt evidenced by the Agreement or
otherwise.
6. Borrower expressly acknowledges and agrees that except as expressly
amended herein, the Agreement, as amended, shall remain in full force and
effect and is hereby ratified, confirmed and restated.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on
the day and year first set forth above.
XXXX INDUSTRIES, INC.
By /s/ Xxxxxx X. Xxxxxxxx
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Its Vice President
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COMERICA BANK
By /s/ Xxxx X. Xxxxxx
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Its Vice President
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