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COMMITMENT LETTER

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EXHIBIT 10.4.6



[NATIONSBANK LETTERHEAD]







February 19, 1998



Mr. Karl Brown President American Aircarriers Support, Inc. 3516 Centre Circle Dr. Fort Mill, South Carolina 29715



Dear Karl:



Thank you for the opportunity to make the following commitment to you. NationsBank, N.A. (the "Bank") is pleased to have approved for American Aircarriers Support, Inc. (the "Borrower") a credit facility consisting of a Revolving Line of Credit in an amount not to exceed $10,000,000.00 (the "Loan"). This commitment is for the purpose of supporting working capital (accounts receivable and inventory), engine leasing, the issuance of Letters of Credit and for general corporate purposes.



This commitment is subject to the execution and delivery to the Bank of legal documents yet to be prepared, including, without limitation, loan agreements, promissory notes, guaranties, and collateral and security documents. All such documents must be satisfactory in form and substance to the Bank and its counsel.



The making and funding of any loans under this commitment (in addition to any other conditions which may be required in the documents referred to in the preceding paragraph) is expressly subject to the terms and conditions set forth in the attached Terms and Conditions.



If you find the terms and conditions of this commitment to be acceptable to you, please execute the enclosed copy of this letter and return it to the undersigned. This commitment shall expire, if not signed and returned along with the commitment fee, by February 25, 1998. In addition, the closing of the Loan shall occur prior to March 25, 1998.



We appreciate the opportunity to provide you with the financial services of NationsBank, N.A.



Sincerely,





Paul W. Rehkow Assistant Vice President



Accepted and agreed to this 19th day of February, 1998.





AMERICAN AIRCARRIERS SUPPORT, INC.



By: /s/ Karl F. Brown

-------------------------- Karl F. Brown, President TERMS AND CONDITIONS





BORROWER: American Aircarriers Support, Inc.



PURPOSE: Proceeds to be used by Borrower to support working capital (accounts receivable and inventory), engine leasing, the issuance of Letters of Credit, and for general corporate purposes.



AMOUNT OF LOAN: Not to exceed $10,000,000.00, with a $2,000,000.00 sub-limit for issuance of Letters of Credit.



MATURITY DATE: September 30, 1998



INTEREST RATE: Interest on the outstanding principal under the Loan will be payable monthly in arrears and be a floating rate per annum equal to the 30, 60, 90, or 180 day LIBOR, as elected by the Borrower, as determined by NationsBank and adjusted for reserves, deposit insurance assessments and other regulatory costs plus the Applicable Margin. For informational purposes, the 90 day LIBOR, as of February 19, 1998, is 5.63%.



The Applicable Margin shall be based on the Borrower's Debt to Tangible Net Worth Ratio as defined under the Financial Covenants section herein. The calculation and any change in the Applicable Margin shall take place on the first day of the month immediately following receipt of financial statements for the preceding fiscal quarter. The following parameters shall govern the Applicable Margin:



Debt to Tangible Net Worth Ratio Applicable Margin

-------------------------------- -----------------

> than 1.0 to 1.0 2.25%



or equal to 0.60 to 1.0



< than 0.60 to 1.0 1.75%





COMMITMENT FEE: Borrower agrees to pay a commitment fee of $23,000.00 upon acceptance of this commitment.



REPAYMENT TERMS: Principal shall be paid in full in a single payment on September 30, 1998. Interest thereon shall be paid monthly, commencing on March 31, 1998 and continuing on the last day of each successive month thereafter, with a final payment of all unpaid interest at the stated maturity date of the Loan.



Borrower may borrow, repay and reborrow under the Loan at any time, provided, that Borrower is not in default under any provision of the Loan, any other documents executed in connection with this Loan, or any other note or loan documents now or hereafter executed in connection with any other obligation of Borrower to Bank, and provided that the borrowings hereunder do not exceed any borrowing base or other limitation on borrowings. LOAN DOCUMENTS:



The Loan shall be made under and governed by definitive Loan documents to be executed and delivered by the Borrower to the Bank and containing the terms set forth in this commitment and such other terms, conditions, representations, warranties and covenants as are usual and customary in lending transactions such as the Loan, which documents may include one or more promissory notes, loan agreements, security agreements, guaranties, letter of credit applications/agreements, financing statements, assignment of lease and such other documents, instruments, certificates, registrations and agreements executed and/or delivered by Borrower, any guarantor or third party in connection with the Loan (collectively, the "Loan Documents").



COLLATERAL: The Borrower will assign and grant to Bank a first lien security interest in Collateral (hereinafter defined) to secure the payment and the performance of the Loan.



Collateral is defined as all accounts receivable, inventory, assignments of lease agreements, and proceeds of the foregoing, now owned or hereafter acquired by Borrower.



The Bank will also take a first priority assignment of insurance upon the life of Karl F. Brown in the amount of $1,000,000.00. This insurance shall be assigned to Bank simultaneous with the release of the guaranty of Karl F. Brown.





GUARANTORS: This Loan shall be unconditionally and fully guaranteed by Karl F. Brown whose obligations to the Bank shall be joint and several with Borrower and shall be on such other written terms as are
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