Supplemental Term Loan Note Payment Modification Agreement between Citicorp USA, Inc. and Aviation Sales Entities

Summary

This agreement, dated April 17, 2001, is between Citicorp USA, Inc. and multiple Aviation Sales-related companies. It modifies the payment schedule for principal installments under a Supplemental Term Loan Note, allowing payments due between June 14, 2001, and December 14, 2001, to be deferred until the earlier of a specified event or July 31, 2002. All other terms of the original loan note remain unchanged. The agreement does not constitute a waiver of other rights or a new contract, and is governed by New York law.

EX-10.60 4 0004.txt EXHIBIT 10.60 April 17, 2001 Aviation Sales Distribution Services Company Aerocell Structures, Inc. AVS/M-2, Inc. Whitehall Corporation Triad International Maintenance Corporation AVS/M-3, Inc. Caribe Aviation, Inc. Aircraft Interior Design, Inc. Aviation Sales Leasing Company Timco Engine Center, Inc. 3601 Flamingo Road Miramar, Florida 33027 Re: Amended and Restated Term Loan Note, dated May 31, 2000, as modified by Note Modification Agreement dated as of February 14, 2001 (the "Supplemental Term Loan Note") Gentlemen: Reference is made to (i) that certain Amendment No. 5 dated as of April 17, 2001 to Fourth Amended and Restated Credit Agreement dated as of May 31, 2000 (the "Credit Agreement Amendment") and (ii) the Supplemental Term Loan Note and capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Supplemental Term Loan Note. The undersigned, as holder of the Supplemental Term Loan Note, hereby agrees, upon the Borrowers' acknowledgment and acceptance of this letter as provided below, that, notwithstanding the terms of the Supplemental Term Loan Note, the payments of installments of principal required to be made in accordance with the terms of the Supplemental Term Loan Note during the period commencing on June 14, 2001 and ending on December 14, 2001 shall be due and payable on the earlier to occur of (i) the date on which payment of such principal installments under the Supplemental Term Loan Note are permitted to be made pursuant to the provisions of Section 1.3 of the Credit Agreement Amendment or (ii) July 31, 2002. Except as expressly provided herein, all terms and provisions of the Supplemental Term Loan Note shall remain and continue in full force and effect. The execution, delivery and effectiveness of this letter shall not operate as a waiver of any right, power or remedy of the holder of the Supplemental Term Loan Note, nor constitute a waiver of any provision contained therein, except as specifically set forth herein. THE AGREEMENT EVIDENCED BY THIS LETTER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. This letter and the acknowledgment and acceptance hereof by the Borrowers may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. Delivery of an executed counterpart hereof by telecopier shall be effective as delivery of a manually executed counterpart hereof. CITICORP USA, INC. By: --------------------------------- Keith R. Gerding Vice President The terms and conditions of the above letter are hereby acknowledged and accepted by each of the undersigned Borrowers under and guarantors of the payment and performance of the Supplemental Term Loan Note and each such Borrower and guarantor hereby reaffirms its obligations under the Supplemental Term Loan Note or guarantee of payment and performance of the aforesaid Supplemental Term Loan Note and represents and warrants that no consents, approvals or waivers with respect to the agreements set forth above, which have not been obtained, are required under the terms of the undersigneds' respective material contractual obligations. It is expressly understood and agreed by the undersigned that the above letter merely modifies the payment date for certain principal installments of the indebtedness evidenced by the Supplemental Term Loan Note as set forth therein, is not payment for Supplemental Term Loan Note, and is in no way to constitute a novation of the Supplemental Term Loan Note. AVIATION SALES DISTRIBUTION AEROCELL STRUCTURES, INC. SERVICES COMPANY By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AVS/M-2, INC. WHITEHALL CORPORATION By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: 2 TRIAD INTERNATIONAL MAINTENANCE AVS/M-3, INC. CORPORATION By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AIRCRAFT INTERIOR DESIGN, INC. CARIBE AVIATION, INC. By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: TIMCO ENGINE CENTER, INC. AVIATION SALES LEASING COMPANY By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AVS/M-1, INC. AVIATION SALES PROPERTY MANAGEMENT CORP. By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AVIATION SALES FINANCE COMPANY AERO HUSHKIT CORPORATION By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: 3 TIMCO ENGINEERED SYSTEMS, INC. HYDROSCIENCE, INC. By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AVIATION SALES MAINTENANCE, REPAIR AVIATION SALES SPS I, INC. & OVERHAUL COMPANY By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: AVIATION SALES COMPANY AVSRE, L.P. by Aviation Sales Property Management Corp., as General Partner By: By: -------------------------------- ------------------------------- Name: Name: Title: Title: 4