Exhibit 99.1
LOAN
AGREEMENT
THIS
LOAN AGREEMENT is this day made and entered into by and between Elk
Horn Bank & Trust Company, a banking corporation, hereinafter
referred to as "Lender"; Champion Parts, Inc., an Arkansas limited
liability corporation, hereinafter referred to as "Borrower"; all
of whom are hereinafter collectively referred to as "the Parties."
In
consideration of the mutual covenants and agreement which are
hereinafter expressed, the receipt and sufficiency of which is
hereby acknowledged, the parties do hereby agree and covenant as
follows:
1.
Loan
.
Lender shall lend to Borrower and Borrower shall borrow from
Lender under the terms and conditions of this Agreement, Nine
Hundred Thousand Dollars ($900,000.00). This indebtedness of
Borrower to Lender is hereinafter referred to as "the
loan".
2.
Note
.
Simultaneously with the execution of this Loan Agreement,
Borrower shall execute and deliver to Lender Borrower's Promissory
Note (hereinafter referred to as "note") in the principal amount of
Nine Hundred Thousand Dollars ($900,000.00). The note is
attached hereto as Exhibit "A" and incorporated herein by
reference. The principal amount, repayment schedule, maturity, rate
of interest, late charges, and prepayment provisions are set forth
in the note attached hereto as Exhibit "A".
3.
Collateral
.
To provide collateral security for the payment and
performance when due of the note and any and all other liabilities
or obligations direct or indirect, absolute or contingent, due or
to become due, now existing or hereafter arising of Borrower to
Lender, Borrower shall simultaneously herewith execute and deliver
to Lender a mortgage, which is attached hereto as Exhibit "B", are
incorporated herein by reference. The real property securing
this loan is real estate located in Hope, Hempstead County,
Arkansas (the property) which is more particularly described in
Exhibits "B". The mortgages shall be a first mortgage lien on the
real estate.
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The
mortgage attached hereto as Exhibit "B" also provide for an
assignment of rents to Lender.
4.
Warranties and
Covenants of Borrower . Borrower
hereby makes the following warranties, covenants and agreement
which will remain in effect until otherwise hereinafter agreed in
writing between Borrower and Lender or the holder of the Promissory
Note, or until the indebtedness and obligations of Borrower to
Lender have been fully paid and performed whichever shall occur
first. Borrower warrants that:
a.
Borrower has
procured and now possesses all the qualifications, authorizations,
licenses and permits required by law, ordinance or other
governmental regulation in order to carry on its business in the
manner, in the location, and to the extent now being conducted.
b.
Borrower has the
power and authority to enter into this Loan Agreement and to
execute all other documents in relation to this loan.
c.
There
are no actions at law or in equity in any state or Federal Court or
regulatory or administrative agency pending or to the best of the
knowledge or belief of Borrower which are threatened against
Borrower; similarly, there are no administrative actions,
investigations, or proceedings of any kind or nature to the best of
the knowledge and belief of Borrower threatened against Borrower by
any Federal, state or local governmental or administrative
authority or agency nor are there outstanding any orders of any
such administrative authority or agency limiting Borrower in the
operation of its business.
d.
This
agreement is a legal binding obligation of Borrower enforceable in
accordance with its terms against Borrower.
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e.
The
Note, Mortgage and related instruments that may be delivered to
Lender by Borrower pursuant to this Agreement when duly executed
and delivered will be legal and binding obligations of Borrower and
enforceable in accordance with their terms.
f.
Borrower shall not
create, incur, assume or permit any new deed of trust, pledge,
lien, security interest, or other encumbrance of any nature on the
property.
g.
Borrower shall
maintain, preserve and keep the property in good operating
condition and repair, will promptly pay and discharge and cause to
be paid and discharged any and all lawful taxes and assessments
upon its property and shall at all times keep or cause to be kept
in force a policy or policies of insurance with good and
responsible insurance companies satisfactory to Lender for fire and
extended coverage and other hazards on the property to the extent
of the fair market value thereof with a loss payable clause in
favor of Lender as its interests may appear. Lender will be
furnished as of this date an insurance policy for one (1) year
which has been paid prior to closing by Borrower. In addition
to the hazard insurance, Borrower shall furnish Lender evidence of
public liability insurance in an amount satisfactory to
Lender.
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h.
Borrower shall
maintain at all times its existence and authority to do business in
good standing with all governmental entities and regulatory
agencies now or in the future having jurisdiction or su
