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Exhibit 10.32
UNION BANK OF CALIFORNIA, N.A.
AMENDMENT TO BUSINESS LOAN AGREEMENT
THIS THIRD AMENDMENT ("Amendment") is made effective as of the 19th day of
December, 1996, by and between Calnetics Corporation, a California corporation;
Manchester Plastics, Co., Inc., a California corporation, NY-Glass Plastics,
Inc., a California corporation and Agricultural Products, Inc., a California
corporation ("Borrower") and The Bank of California, a division of Union Bank
of California, N.A. ("Bank").
RECITALS
A. Borrower is currently indebted to Bank pursuant to the terms and
conditions of that certain Business Loan agreement dated June 20, 1994 as
amended January 2, 1996 and June 24, 1996 (the "Agreement");
B. Borrower and Bank have agreed to amend the Agreement to reflect
certain changes in the terms and conditions set forth therein.
NOW, THEREFORE, the parties hereto agree as follows:
1. The names The Bank of California, N.A. and/or The Bank of California,
a division of Union Bank of California, N.A. as stated throughout the Agreement
and Amendments is deleted and the name Union Bank of California, N.A. is
substituted therefor.
2. Section 1.3(a) of the Agreement, INTEREST RATE, is hereby amended by
deleting Bank's Prime Rate plus three quarters (.75) percentage point and by
substituting Bank's Reference Rate plus one quarter (.25) percentage point
therefor.
3. Section 7.4 TANGIBLE NET WORTH, the first paragraph of this section is
hereby amended in its entirety to read as follows:
7.4 TANGIBLE NET WORTH. To maintain on a consolidated basis tangible
net worth equal to at least Six Million Dollars ($6,000,000), as calculated on
the last day of each such quarter.
4. Section 7.5 of the Agreement, TOTAL LIABILITIES TO TANGIBLE NET WORTH,
is hereby amended by deleting the ratio 2.00:1.00 and substituting the ratio of
1.50:1.00 therefor.
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GENERAL AMENDMENT PROVISIONS
A. Except as specifically provided herein, all terms and
conditions of the Agreement remain in full force and effect, without waiver or
modification. All terms defined in the Agreement shall have the same meaning
when used in this Amendment, and this Amendment and the Agreement and previous
Amendments shall be read together as one document. Where any provisions of the
Agreement amended by this Amendment appear in a promissory note tied to the
Agreement, the same provisions in said promissory note shall be deemed likewise
amended.
B. Borrower hereby confirms all representations and warranties
contained in the Agreement and reaffirms all covenants set forth therein.
Further, Borrower certifies that, as of the date of this Amendment, there exist
no Event of Default as defined in the Agreement, nor any condition, act or
event which with the giving of notice or the passage of time or both would
constitute an Event of Default.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to become
effective as of the date and year first written above.
UNION BANK OF CALIFORNIA, N.A.
By: /s/ Xxxxxx Xxxxxx By: /s/ Xxxx Xxxxxxx
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Xxxxxx Xxxxxx, Xxxx Xxxxxxx,
Vice President & Portfolio Mgr. Vice President & Sr. Portfolio Mgr.
Calnetics Corporation, a California Corporation Date: 12/31/96
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By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx,
Chairman of the Board and President
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx,
Vice President
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Manchester Plastics Co., Inc., a California Corporation
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx,
President
By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx,
Chairman of the Board
NY-Glass Plastics, Inc., a California Corporation
By: /s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx,
President
By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx,
Chairman of the Board
Agricultural Products, Inc., a California Corporation
By: /s/ Xxx Xxxxxxx
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Xxx Xxxxxxx,
President
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