EXHIBIT 10.37
AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
AND
TERMINATION OF SECURITY AGREEMENT
Amendment No. 1, dated March 20, 1998 (the "Amendment"), to the Amended and
Restated Revolving Credit Agreement, dated as of December 20, 1996 (the "Credit
Agreement"), among CalComp Technology, Inc., a Delaware corporation
("Technology"), CalComp, Inc., a California corporation ("CalComp", and together
with Technology, the "Borrowers"), and Lockheed Xxxxxx Corporation, a Maryland
corporation (the "Lender").
WHEREAS, in order to facilitate anticipated discussions regarding future
financing arrangements, Borrowers and Lender have agreed to make certain changes
to the Credit Agreement, to extend the Termination Date of the Credit Agreement,
and to terminate the December 20, 1998 Security Agreement ("Security
Agreement") made by Borrowers in favor of Lender;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Borrowers and the Lender agree as
follows:
1. Termination Date. The definition of "Termination Date" in Section 1.1 of
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the Credit Agreement is hereby amended by substituting the phrase "January
31, 1999" for the phrase "July 22, 1998".
2. Security. Section 1.1 of the Credit Agreement is amended by deleting
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therefrom the definitions of "Security Agreement" and "Collateral" and
Section 2.12 of the Credit Agreement is deleted in its entirety. Lender
hereby releases all right and interest in the Collateral (as defined in the
Security Agreement) and the Security Agreement is hereby terminated.
3. Financial Covenants. Lender hereby waives compliance by Borrowers with the
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provisions of Section 6.1 (Maximum Leverage Ratio), Section 6.2 (Minimum
Fixed Charge Coverage Ratio) and Section 6.3 (Minimum Quick Ratio) of the
Credit Agreement for all measurement periods through and including the
Termination Date.
4. No Other Changes. Except as specifically modified by this Amendment, the
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Credit Agreement shall remain in full force and effect and no additional
changes, modifications, or amendments shall be inferred that are not
expressly set forth herein.
5. Counterparts. This document may be signed in any number of counterparts with
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the same effect as if the signatures thereto and hereto were upon the same
instrument.
6. Governing Law. This document shall be construed in accordance with and
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governed by the laws of the State of Maryland, without reference to the
conflict of laws provisions of such laws.
IN WITNESS WHEREOF, the parties have caused this document to be duly executed
and delivered as of the day and year first above written.
LOCKHEED XXXXXX CORPORATION CALCOMP TECHNOLOGY, INC.
By: /s/ Xxxxxx X. Xxxxxxxxxx By: /s/ Xxxx X. Xxxxxxxxx
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Xxxxxx X. Xxxxxxxxxx Xxxx X. Xxxxxxxxx
Vice President and Treasurer Sr. Vice President and Chief
Financial Officer
CALCOMP INC.
By: /s/ Xxxx X. Xxxxxxxxx
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Xxxx X. Xxxxxxxxx
Xx. Vice President and Chief
Financial Officer
