EXHIBIT 10.1
SEVENTH AMENDMENT TO AMENDED AND
RESTATED CREDIT AGREEMENT
ESCALADE, INCORPORATED, an Indiana corporation (the "Company"), and
JPMORGAN CHASE BANK, N.A., a national banking association which is the successor
by merger to Bank One, NA (the "Bank"), agree as follows:
1. CONTEXT. This amendment is made in the context of the
following agreed state of facts:
a. The Company and the Bank (then Bank One, NA) are parties to an
Amended and Restated Credit Agreement effective October 24,
2001, as modified by a First Amendment to Amended and Restated
Credit Agreement dated August 29, 2002, as further modified by
a Second Amendment to Amended and Restated Credit Agreement
dated April 17, 2003, as further modified by a Third Amendment
to Amended and Restated Credit Agreement dated June 1, 2003,
as further amended by a Fourth Amendment to Amended and
Restated Credit Agreement dated July 15, 2004, as further
amended by a Fifth Amendment to Amended and Restated Credit
Agreement dated June 27, 2005, and as further amended by a
Sixth Amendment to Amended and Restated Credit Agreement dated
May 19, 2006 (collectively, the "Agreement").
b. The Company and the Bank desire to amend the Agreement.
c. The Company and Bank have executed this document (this
"Seventh Amendment") to give effect to their agreement.
2. AMENDMENT.
(a) The following definition contained in the Agreement is hereby
amended and restated as follows:
"Euro Revolving Loan Maturity Date" means initially May 19,
2008, and hereafter any subsequent date to which the
Commitment may be extended by the Bank.
(b) Section 2.c(i) of the Agreement is hereby amended and restated
as follows:
c. The Revolving Loan. The London Bank will make a
revolving loan to the Company on the following terms
and subject to the following conditions:
(i) The Commitment - Use of Proceeds. From this
date and until the Euro Revolving Loan Maturity Date,
the London Bank agrees to make Advances
(collectively, the "Euro Revolving Loan") under a
revolving line of credit from time to time to the
Company of amounts not exceeding in the aggregate at
any time outstanding Three Million Euros
((euro)3,000,000.00) (the "Euro Revolving Loan
Commitment"), as decreased from time to time as
hereinafter set forth, provided that all of the
conditions of lending stated in Section 7 of this
Agreement have been fulfilled at the time of each
Advance. Proceeds of the Euro Revolving Loan shall be
used to accommodate overseas operations, and
hereafter may be used by the Company only to fund
working capital requirements. The initial Commitment
shall be available to the Company until May 19, 2008.
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3. CONDITIONS PRECEDENT. As conditions precedent to the
effectiveness of this Seventh Amendment, the Bank shall have received, each duly
executed and in form and substance satisfactory to the Bank, this Seventh
Amendment and the Promissory Note (Euro Revolving Loan).
4. REIMBURSEMENT OF EXPENSES. All out-of-pocket expenses of the
Bank incurred by the Bank associated with this Seventh Amendment, including
without limitation, filing fees, recording fees and legal fees and
disbursements, are to be reimbursed by the Company to the Bank promptly upon
demand therefor.
5. REPRESENTATIONS AND WARRANTIES. To induce the Bank to enter
into this Seventh Amendment, the Company represents and warrants, as of the date
of this Seventh Amendment, that no Event of Default or Unmatured Event of
Default has occurred and is continuing and that the representations and
warranties contained in Section 3 of the Agreement are true and correct, except
that the representations contained in Section 3.d refer to the latest financial
statements furnished to the Bank by the Company pursuant to the requirements of
the Agreement.
6. REAFFIRMATION OF THE AGREEMENT. Except as amended by this
Seventh Amendment, all terms and conditions of the Agreement shall continue
unchanged and in full force and effect and the Obligations of the Company shall
continue to be secured and guaranteed as therein provided until payment and
performance in full of all Obligations.
7. COUNTERPARTS. This Seventh Amendment may be signed in
counterparts, each of which shall constitute an original and all of which taken
together will constitute one and the same agreement.
IN WITNESS WHEREOF, the Company, and the Bank, by their duly authorized
officers, have executed this Seventh Amendment to Credit Agreement effective as
of June 30, 2006.
ESCALADE, INCORPORATED
By: /s/ XXXXX X. XXXXXXXX
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Printed: Xxxxx X. Xxxxxxxx
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Title: VP Finance & CFO
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JPMORGAN CHASE BANK, N.A.
By: /s/ XXXX XXXXXXX
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Printed: Xxxx Xxxxxxx
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Title: Vice President
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