Looking for an agreement? Search from over 1 million agreements now.

First Amendment To Investment And Participation Agreement

This is an actual contract by US Xpress Enterprises.

Save time and money with our Premium Packages.
Buy all (8) recommended agreements for
$140.00 (50% savings)
Agreement Preview
Sectors: Transportation
Governing Law: New York, View New York State Laws
Effective Date: November 12, 1999
Search This Document
EXHIBIT 10.39


FIRST AMENDMENT TO INVESTMENT AND PARTICIPATION AGREEMENT
---------------------------------------------------------


THIS FIRST AMENDMENT TO INVESTMENT AND PARTICIPATION AGREEMENT (this "First Amendment") is dated as of November 12, 1999, among U.S. XPRESS ENTERPRISES, INC., a Nevada corporation (the "Company") and WACHOVIA CAPITAL INVESTMENTS, INC. (formerly known as Wachovia Capital Markets, Inc.), as Lessor (the "Lessor");


W I T N E S S E T H:
- - - - - - - - - -


WHEREAS, the Company and the Lessor executed and delivered that certain Investment and Participation Agreement, dated as of the March 20, 1998 (the "Investment Agreement");


WHEREAS, the Company has requested and the Lessor has agreed to certain amendments to the Investment Agreement, subject to the terms and conditions hereof;


NOW, THEREFORE, for and in consideration of the above premises and other good and valuable consideration, the receipt and sufficiency of which hereby is acknowledged by the parties hereto, the Company and the Lessor hereby covenant and agree as follows:


1. Definitions. Unless otherwise specifically defined herein, each
----------- term used herein which is defined in Schedule 1.02 to the Investment Agreement shall have the meaning assigned to such term in Schedule 1.02 to the Investment Agreement. Each reference to "hereof", "hereunder", "herein" and "hereby" and each other similar reference and each reference to "this Agreement" and each other similar reference contained in the Investment Agreement shall from and after the date hereof refer to the Investment Agreement as amended hereby.


2. Amendment to Section 11.22. Section 11.22 of the Investment
-------------------------- Agreement hereby is deleted in its entirety and the following is substituted therefor:


Section 11.22 Additional Facilities. Although this
---------------------
Agreement expressly refers to the Chattanooga,
Tennessee corporate


headquarters Facility (the "Headquarters Facility"),
this Agreement, the Lease and other Operative Documents
may provide for up to 3 additional facilities for
terminals to be added (the "Additional Facilities"),
subject to:


(i) the reasonable satisfaction of the
Lessor with each such Additional Facility;


(ii) the execution by the Lessee and the
Lessor (and the Lease Participants, if any) and
delivery to the Lessor of a Lease Supplement (a "Lease
Supplement") with respect to such Additional Facility,
in form and substance satisfactory to the Lessor and
the Company which shall, among other things (a)
describe the Site and the Additional Facility, (b) set
forth the maximum Facility Cost with respect to such
Additional Facility to take into account such
Additional Facility (but in no event shall the Facility
Cost for all Facilities and the Lessor Investment
Commitment for all Facilities be increased to an amount
in excess of $32,000,000);


(iii) if there are any Lease Participants,
the execution by the Lessor and delivery to the Lease
Participants (with a copy to the Lessee) of a new
Ownership Certificate, taking into account the matters
described in this Section 11.22; and


(iv) the satisfaction as to such Additional
Facility with all the relevant closing conditions set
forth in the Operative Documents with respect to the
Headquarters Facility and any other closing conditions
which the Lessor may require with respect to the
Additional Facility.


If such Additional Facilities are added, the terms and
conditions set forth in this Agreement, the Lease and
the other Operative Documents with respect to the
Headquarters Facility shall apply thereto the same as
if they had been initially included herein, and the
terms Facility and Site, and all other related terms,
shall mean, include and be


applicable to, as the context shall require, the
Headquarters Facility and any one, or more, or all, of
such Additional Facilities, with such terms being
separately applicable to each Facility.


3. Amendments to Schedule 1.02. Schedule 1.02 to the Investment
--------------------------- Agreement hereby is amended by deleting the definitions of "A Percentage Lessor Investment Commitment", "A Percentage Lessor Investments", "B Percentage Lessor Investment Commitment", "B Percentage Lessor Investments
-- End of Preview --
Home| About Us| FAQ| Subscription | Contact Us |

Privacy Policy   Terms of Service  34.207.78.157