AMENDMENT NO.2 TO LOAN AGREEMENT
THIS AMENDMENT is made and entered into as of the 29th day of August,
1997, by and among Ballantyne of Omaha, Inc., a Delaware corporation (the
"Borrower") and Norwest Bank Nebraska, National Association ("Bank").
W I T N E S S E T H :
WHEREAS, Borrower and Bank have previously entered into Loan Agreement
dated August 30, 1995 as amended by Amendment No. 1 to Loan Agreement dated
24th Nov, 1995 (the "Agreement");
WHEREAS, Borrower and Bank have reached agreement regarding certain
modifications to the Agreement; and
WHEREAS, the parties desire to set forth their agreements regarding the
above matters in this Amendment No. 2 to Loan Agreement ("Amendment No. 2").
NOW, THEREFORE, in consideration of the above premises and the mutual
covenants and agreements hereinafter set forth, the parties agree as follows:
1. All terms contained herein with an initial capitalized letter
which are not otherwise defined herein shall have the meaning ascribed to
them in the Agreement.
2. The definition of "Revolving Loan Commitment Amount" in Section
1.2 of the Agreement is hereby deleted and in substitution therefor, the
following definition of "Revolving Loan Commitment Amount" is hereby added to
the Agreement:
REVOLVING LOAN COMMITMENT AMOUNT means $10,000,000.
3. Section 2.1(d) of the Loan Agreement is hereby deleted.
4. This Amendment No. 2 is not intended to supersede or amend the
Agreement or any documents executed in connection therewith except as
specifically set forth herein. Nothing contained herein is intended to
reduce, restrict or otherwise affect any warranties, representations,
covenants or other agreements made by Borrower or waive any existing Events
of Default, if any, under or pursuant to the Agreement. All of the covenants
and obligations or Borrower under the Agreement and instruments, documents
and agreements executed pursuant to the Agreement are hereby acknowledged,
ratified and affirmed by Borrower.
5. Borrower represents and warrants to Bank as follows:
a. The execution, delivery and performance by Borrower of this
Amendment No. 2 have been duly authorized by all necessary corporate
action and do not and will not (i) require any consent or approval of the
stockholders of Borrower; (ii) result in any breach of or constitute a
default under any indenture, loan or credit agreement or any other
agreement, lease or instrument to which Borrower is a party or by which
it or its properties may be bound; or (iii) result in, or require, the
creation or imposition of any mortgage, deed of trust, pledge, lien,
security interest or other charge or encumbrance of any nature upon
or with respect to any of the properties now owned or hereinafter
acquired by Borrower except in favor of Bank; and
b. No authorization, approval or other action by and notice to
or filing with any governmental authority or regulatory body or any
person or entity is required for the execution, delivery and performance
by Borrower of this Amendment No. 2.
6. Borrower agrees to reimburse Bank for all reasonable
out-of-pocket expenses, including, but not limited to reasonable fees and
disbursements of Bank's counsel in connection with the preparation and
execution of this Amendment No. 2 and any documents related hereto.
7. No failure on the part of Bank to exercise and no delay in
exercising, any right under the Agreement as amended hereby shall operate as
a waiver thereof; nor shall any single or partial exercise of any such right
preclude any other or further exercise thereof or the exercise of any other
right.
8. A CREDIT AGREEMENT MUST BE IN WRITING TO BE ENFORCEABLE UNDER
NEBRASKA LAW. TO PROTECT YOU AND US FROM ANY MISUNDERSTANDINGS OR
DISAPPOINTMENTS, ANY CONTRACT, PROMISE, UNDERTAKING, OR OFFER TO FOREBEAR
REPAYMENT OF MONEY OR TO MAKE ANY OTHER FINANCIAL ACCOMMODATION IN CONNECTION
WITH THIS LOAN OF MONEY OR GRANT OR EXTENSION OF CREDIT, OR ANY AMENDMENT OF,
CANCELLATION OF, WAIVER OF, OR SUBSTITUTION FOR ANY OR ALL OF THE TERMS OR
PROVISION OF ANY INSTRUMENT OR DOCUMENT EXECUTED IN CONNECTION WITH THIS LOAN
OF MONEY OR GRANT OR EXTENSION OF CREDIT, MUST BE IN WRITING TO BE EFFECTIVE.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 as of
the date and year first above written.
BALLANTYNE OF OMAHA, INC., a Delaware
corporation
By: /s/ XXXX XXXXXXX
_________________________________
Xxxx Xxxxxxx
President
By: /s/ XXXX XXXXXX
_________________________________
Xxxx Xxxxxx
Secretary
NORWEST BANK NEBRASKA, NATIONAL
ASSOCIATION, a national banking
association
By: /s/ XXXXX XXXXX
_________________________________
Xxxxx Xxxxx
Its: Vice President
_________________________________
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