Security Agreement and Schedule of Indebtedness and Collateral between Meadow Valley Contractors, Inc. and The CIT Group/Equipment Financing, Inc.
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This agreement is between Meadow Valley Contractors, Inc. (the Debtor) and The CIT Group/Equipment Financing, Inc. (the Secured Party). Meadow Valley Contractors grants a security interest in specified equipment and other property to secure repayment of a $1,507,500 loan, with interest based on prevailing prime rates. The agreement details the collateral, payment terms, and includes provisions to ensure the Debtor's computer systems are Year 2000 compliant. The agreement is effective as of June 12, 2000, and remains in force until the debt is fully repaid.
EX-10.125 11 0011.txt SECURITY AGREEMENT EXHIBIT 10.125 Schedule No. 3 Schedule of Indebtedness and Collateral To Master Security Agreement, dated 4-5-00 between the undersigned Secured Party and Debtor. This Schedule of Indebtedness and Collateral incorporates the terms and conditions of the above-referenced Master Security Agreement. This is Originally Executed Copy No. 1 of 1. originally executed copies. Only transfer of possession by Secured Party of Originally Executed Copy No.1 shall be effective for purposes of perfecting an interest in this Schedule by possession. The equipment listed on this Schedule will be located at: 4411 S. 40th Street Phoenix AZ 85040 - ------------------------------------------------------------------- Address City State ZipCode Debtor grants to Secured Party a security interest in the property described below, along with all present and future attachments and accessories thereto and replacements and proceeds thereof, including amounts payable under any insurance policy, all hereinafter referred to collectively as "Collateral". Collateral Description (Describe Collateral fully including make, kind of unit, model and serial numbers and any other pertinent information.) See Exhibit "A and B" Consisting of four (4) pages attached hereto and made a part hereof Debtor promises to pay Secured Party (i) the total principal sum of $1,507,500.00 in 1(total number) principal payments of $1,507,500.00 each, commencing on 1/31/02 and a like sum on a like date of each month thereafter until fully paid, provided, however, that the final payment shall be in the amount of the unpaid balance, plus (ii) interest payable monthly at .25% in excess of the "governing rate" on unpaid principal balances, but in no event greater than the highest rate permitted by relevant law in effect from time to time during the term of this Security Agreement even if this Security Agreement shall state a minimum rate of interest. "Governing rate" shall mean a rate equal to the highest of (i) the Prime Rate of The Chase Manhattan Bank or its successors or (ii) "The Wall Street Journal Prime Rate" or (iii) the commercial paper rate in effect from time to time. Interest shall be computed on the basis of a year of 360 days. The Prime Rate of The Chase Manhattan Bank or its successors shall mean the rate of interest publicly announced by The Chase Manhattan Bank or its successors in New York from time to time as its Prime Rate. The Prime Rate of The Chase Manhattan Bank or its successors is not intended to be the lowest rate of interest charged by The Chase Manhattan Bank or its successors to its borrowers. "The Wall Street Journal Prime Rate" shall mean the Prime Rate listed by the Wall Street Journal. If more than one Prime Rate is listed in the Wall Street Journal, then the highest rate shall apply. "Commercial paper rate" shall mean the average rate quoted by the Wall Street Journal or such other source as Secured Party may determine for 30-day dealer commercial paper. The Debtor shall take all action necessary to assure that its computer-based systems are able to effectively process data including dates and date sensitive functions. The Debtor represents and warrants that the Year 2000 problem (that is, the inability of certain computer applications to recognize and correctly perform properly date-sensitive functions involving certain dates prior to and after December 31, 1999) will not result in a material adverse effect on the Debtor's business condition or ability to perform hereunder. Upon request, the Debtor shall provide assurance acceptable to the Secured Party that the Debtor's computer systems and software are or will be Year 2000 compliant on a timely basis. The Debtor shall immediately advise Secured Party in writing of any material changes in the Debtor's Year 2000 plan, timetable or budget. See Special Provisions Instructions below. Accepted 6-12-00 ------------------ Secured Party: THE CIT GROUP/EQUIPMENT FINANCING, INC. By /s/ [ILLEGIBLE]^^ Title [ILLEGIBLE]^^ ---------------------- -------------- Executed on June 12, 2000 ------------- Debtor: Meadow Valley Contractors, Inc. - -------------------------------------- Name of individual, corporation or partnership By /s/ Kenneth D. Nelson Title Vice President ---------------------- ------------------ EXHIBIT "A" TO SCHEDULE NO.______ SCHEDULE OF INDEBTEDNESS AND COLLATERAL DEBTOR: SECURED PARTY: Meadow Va1ley Contractors, Inc. The CIT Group/Equipment Financing, Inc. 4411 South 40/th/ Street P.O. Box 27248 Phoenix, AZ 85040 Tempe, AZ ###-###-#### Description of Collateral: - ------------------------- All of the Debtor's property, or interests in property, whether now owned or existing or hereafter acquired or arising and wheresoever located, whether tangible or intangible, including without limitation, all of the Debtor's accounts, inventory, goods, furniture, machinery, equipment, fixtures, investment property, general intangibles (including without limitation, goodwill, inventions, designs, patents, patent applications, trademarks, trademark applications, service marks, trade names, licenses, leasehold interests in real and personal property, franchises, tax refund claims, and guarantee claims, security interests or other security held by or granted to Debtor to secure payment of Debtor's accounts, investment property, general intangibles, instruments, and notes), tax refunds, chattel paper, contract rights, instruments, documents, notes, returned and repossessed goods, together with all accessions to, substitutions for, and all replacements, products and proceeds of the foregoing (including, without limitation, proceeds of insurance policies insuring any of the foregoing), all books and records (including, without limitation, customer lists, credit files, computer programs, printouts and other computer materials and records) pertaining to any of the foregoing, and all insurance policies insuring any of the foregoing. Date: June 12, 2000 Meadow Valley Contractors, Inc. By: /s/ Kenneth D. Nelson Title: Vice President ----------------------- -------------- Name: Kenneth D. Nelson ----------------- EXHIBIT "B" TO SCHEDULE NO._______ SCHEDULE OF INDEBTEDNESS AND COLLATERAL
Meadow Valley Contractors, Inc. By: /s/ Kenneth D. Nelson Title: Vice President ------------------------ ------------------ 6-12-00 ---------------- Date THE CIT GROUP/EQUIPMENT FINANCING, INC. P.O. Box 27248 - ------------------------------------------------------------- Address Tempe AZ 85285--7248 - ------------------------------------------------------------- City State Zip Code Gentlemen: You are irrevocably instructed to disburse the proceeds of your loan to us, evidenced by the Schedule of Indebtedness No. 3 dated 6-12-00 To Master Security ------------------------------ ------- Agreement dated ________ as follows: Payee Names and Addresses Amount - ------------------------------------------------ -------------- Meadow Valley Contractors, Inc. $ 1,500,000.00 -------------- The CIT Group/Equipment Financing, Inc. $ 7,500.00 -------------- (NON-REFUNDABLE ORIGINATION FEE) $ -------------- $ -------------- $ -------------- $ -------------- $ -------------- Total Proceeds $ 1,507,500.00 -------------- Very truly yours, Meadow Valley Contractors, Inc. - ------------------------------------------------------------ By /s/ Kenneth D. Nelson Title: Vice President - ------------------------------------------------------------
