Exhibit 10.12
FIRST AMENDMENT TO
CREDIT AGREEMENT
THIS FIRST AMENDMENT TO CREDIT
AGREEMENT is entered into and effective as of August 27, 2004,
by and between UNITED COMMUNITY BANKS, INC., a Georgia corporation
and bank holding company (the “Company”), and M&I
MARSHALL & ILSLEY BANK (in its capacity as a Lender and as the
Agent under the Credit Agreement, the “Bank”).
In consideration of the mutual
covenants, conditions and agreements set forth herein, and for
other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, it is hereby agreed that:
ARTICLE I
DEFINITIONS
When used herein, the following terms
shall have the following meanings specified:
1.1 “Amendment” shall
mean this First Amendment to Credit Agreement.
1.2 “ Credit Agreement
” shall mean the Credit Agreement dated as of August 28,
2003, by and among the Company, the Lenders and the Agent, as
amended.
ARTICLE II
AMENDMENTS
The Credit Agreement is hereby
amended as follows:
2.1 Amendments . The following
definitions contained in Section 1.1 of the Credit Agreement
are hereby amended in their entirety to read as follows:
“ Termination Date
” shall mean, (a) as to the Revolving Loans, December
___, 2004 and (b) as to the Term Loans, five years from the
date such Term Loan is made by the Lenders, or, in each case, such
earlier date on which the Obligations shall terminate as provided
in this Agreement.
“ Revolving Loan
Commitments ” shall mean the separate and independent
obligation of each Lender to make loans to the Company in
accordance with the terms and conditions of this Agreement in not
more than the aggregate principal amount of $35,000,000.00 as to
M&I, and, currently, zero as to any other Lender.
2.2 Miscellaneous Amendments .
The Credit Agreement, the Notes, the Related Documents and all
other agreements and instruments executed and delivered heretofore
or hereafter pursuant to the Credit Agreement are amended hereby so
that any reference therein to the Credit Agreement shall be deemed
to be a reference to such agreements and instruments as amended by
or pursuant to this Amendment.
