Exhibit 10.1
NINTH AMENDMENT TO CREDIT
AGREEMENT
THIS NINTH AMENDMENT TO CREDIT
AGREEMENT (“this
Amendment”) dated as of May 31, 2005, but actually executed
on June 6, 2005, is entered into by ALABAMA NATIONAL
BANCORPORATION , a Delaware corporation (the
“Borrower”) and AMSOUTH BANK , an Alabama
banking corporation and formerly known as AmSouth Bank of Alabama
(the “Lender”).
Recitals
A. The Borrower and the Lender have
entered into a Credit Agreement dated as of December 29, 1995 as
amended by a First Amendment thereto dated as of January 20, 1997,
a Second Amendment thereto dated as of January 19, 1998, a Third
Amendment thereto dated as of May 31, 1999, a Fourth Amendment
thereto dated as of May 31, 2000, a Fifth Amendment thereto dated
as of May 31, 2001, a Sixth Amendment thereto dated as of May 31,
2002, a Seventh Amendment thereto dated as of May 31, 2003 and an
Eighth Amendment thereto dated as of May 31, 2004 (as so amended,
the “Agreement”).
B. The Borrower and the Lender now
desire to further amend the Agreement by making the changes set
forth in this Amendment.
Agreement
NOW, THEREFORE
, in consideration of the recitals
and the mutual obligations and covenants contained herein, the
Borrower and the Lender hereby agree as follows:
1. Capitalized terms used in this
Amendment and not otherwise defined herein have the respective
meanings attributed thereto in the Agreement.
2. The defined term “Facility
Termination Date” set forth in Article I of the Agreement is
hereby further amended to read, in its entirety, as
follows:
“ Facility Termination
Date ” means May 30, 2006, as such date may be extended
from time to time pursuant to Section 2.5 or accelerated pursuant
to Section 7.2.
3. The defined term
“LIBOR-Based Rate” set forth in Article I of the
Agreement is hereby amended to read, in its entirety, as
follows:
“ LIBOR-Based Rate
” means a rate per annum equal to the LIBOR Quote plus 65
basis points.
4. The defined term “Maximum
Credit Amount” set forth in Article I of the Agreement is
hereby amended to read, in its entirety, as follows:
“ Maximum Credit Amount
” means $10,000,000.
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5. The defined term “Quarterly
Payment Date” shall be added to Article I of the Agreement to
read, in its entirety, as follows:
“ Quarterly Payment
Date ” shall mean the first day of each successive
January, April, July, and October in each year.
6. The reference in Section 2.1 of
the Agreement to the figure “$30,000,000” is hereby
amended to read “$10,000,000”.
7. Section 2.7 of the Agreement is
hereby deleted in its entirety.
8. Article 2 of the Agreement is
hereby amended to add thereto the following Section 2.7:
SECTION 2.7 Quarterly
Availability Fee .
The Borrower shall pay to the Lender an availability fee (the
“Availability Fee”) computed at the rate of one-tenth
of one percent (10 basis points) per annum times the daily average
unused portion of the Loan. Anything contained in this Agreement to
the contrary notwithstanding, for purposes of calculating the
Availability Fee payable by the Borrower pursuant to th
