Fifty
Thousand Dollars and no cents ($ 850,000.00). By the 10th day of each month
Borrowers shall certify to Lenders that the minimum monthly EBIDTA requirement
was met for the previous calendar month.
5.6
NET WORTH. SECTION 6.15 OF THE AMENDED CREDIT AGREEMENT (AS SET OUT
IN THE FIRST AMENDMENT) IS AMENDED TO READ IN ITS ENTIRETY AS FOLLOWS:
6.15
Net Worth. Starting on December 15, 2007, the Borrower's Agent will not
permit its Net Worth at any time to be less than $28,000,000 plus forty percent
(40%) of net earnings (for purposes hereof exclusive of all net losses)
accumulated after August 31, 2006, plus one hundred percent (100%) of all equity
contributed after August 31, 2006.
5.7
EXHIBIT G. EXHIBIT G TO THE CREDIT AGREEMENT IS HEREBY AMENDED TO
READ AS SET FORTH ON EXHIBIT C ATTACHED TO THIS SECOND AMENDMENT WHICH IS MADE
PART OF THE CREDIT AGREEMENT AS EXHIBIT G THERETO.
5.8
ADDITIONAL BORROWER REPORTING REQUIREMENTS. SECTION 5.1 OF THE
AMENDED CREDIT AGREEMENT IS AMENDED TO ADD AN ADDITIONAL SUBSECTION:
(p) On a weekly basis, sales reports in a form acceptable to Lenders. Borrowers
will promptly respond to any requests for additional details. These weekly sales
reports will identify any variance from the re-forecasted budget provided to
Lenders by Borrowers on or about September 19, 2007 (which document is commonly
referred to by Borrowers as the "Bank Budget"). Borrowers will also furnish to
Lenders, on a weekly basis, an aged accounts payable report and a weekly cash
flow report, both in a form acceptable to the Lenders.
SECTION 6.
GREEN, HOLCOMB & FISHER REPORT. BORROWERS HAVE RETAINED
THE FINANCIAL ADVISORY FIRM OF GREEN, HOLCOMB & FISHER ("GHF"). BORROWERS WILL
FURNISH TO THE LENDERS THE DETAILED REPORT FROM GHF ON OR BEFORE NOVEMBER 30,
2007, SETTING FORTH BORROWERS' LONG TERM BUSINESS PLAN. BORROWERS HEREBY CONSENT
TO COMMUNICATION WITH GHF BY THE ADMINISTRATIVE AGENT, AND COVENANT AND AGREE TO
ENTER IN TO SUCH AGREEMENT WITH GHF AS MAY BE REQUIRED BY GHF TO PERMIT THE
TENDER OF THE ABOVE REFERENCED REPORT TO THE ADMINISTRATIVE AGENT AND LENDERS.
SECTION 7.
EFFECTIVENESS OF AMENDMENTS. THIS SECOND AMENDMENT SHALL
BECOME EFFECTIVE UPON DELIVERY BY THE BORROWERS OF, AND COMPLIANCE BY THE
BORROWERS WITH, THE FOLLOWING:
4
7.1
THIS SECOND AMENDMENT, INCLUDING THE DOCUMENTS SUBSTANTIALLY IN THE
SAME FORM AS THOSE SET FORTH ON EXHIBITS A, B, C AND D, DULY EXECUTED BY EACH
BORROWER, BORROWERS' AGENT, THE ADMINISTRATIVE AGENT AND LENDERS.
7.2
A COPY OF THE LIMITED LIABILITY COMPANY OR CORPORATE RESOLUTIONS OF
EACH BORROWER AUTHORIZING THE EXECUTION, DELIVERY AND PERFORMANCE OF THIS SECOND
AMENDMENT CERTIFIED AS TRUE AND ACCURATE BY ITS SECRETARY OR ASSISTANT SECRETARY
(OR OTHER APPROPRIATE OFFICER), ALONG WITH A CERTIFICATION BY SUCH SECRETARY,
ASSISTANT SECRETARY OR OFFICER (A) CERTIFYING THAT THERE HAS BEEN NO AMENDMENT
TO SUCH BORROWER'S ORGANIZATIONAL DOCUMENTS SINCE TRUE AND ACCURATE COPIES OF
THE SAME WERE DELIVERED TO THE ADMINISTRATIVE AGENT WITH A CERTIFICATE OF THE
SECRETARY OF SUCH BORROWER DATED APRIL 30, 2007,