THE STATE OF
TEXAS. THE LOAN DOCUMENTS ARE PERFORMABLE IN SAN ANTONIO, BEXAR COUNTY, TEXAS,
AND BORROWER, EACH L/C RIC AND LENDER WAIVE THE RIGHT TO BE SUED ELSEWHERE.
BORROWER, EACH L/C RIC AND LENDER AGREE THAT THE STATE AND FEDERAL COURTS OF
TEXAS LOCATED IN SAN ANTONIO, TEXAS SHALL HAVE JURISDICTION OVER PROCEEDINGS IN
CONNECTION WITH THIS SECOND AMENDMENT AND THE OTHER LOAN DOCUMENTS.
6.5
ENTIRE AGREEMENT. THIS WRITTEN AGREEMENT, TOGETHER WITH THE OTHER
LOAN DOCUMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT
BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL
AGREEMENTS OF THE PARTIES HERETO. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN
THE PARTIES.
4
Executed as of the date first written above.
BORROWER: HALLMARK FINANCIAL SERVICES, INC.,
a Nevada corporation
By:
Jeffrey R. Passmore
Senior Vice President
L/C RICs: AMERICAN HALLMARK INSURANCE COMPANY OF TEXAS, a Texas insurance
corporation
By:
Jeffrey R. Passmore
Chief Financial Officer
HALLMARK INSURANCE COMPANY (formerly known as Phoenix Indemnity Insurance
Company), an
Arizona insurance corporation
By:
Jeffrey R. Passmore
Chief Financial Officer
Second Amendment to Second Restated Credit Agreement - Signature Page
LENDER: FROST BANK, a Texas state bank
By:
Jerry Colwell
Senior Vice President
Second Amendment to Second Restated Credit Agreement - Signature Page