Exhibit 10.1
SECOND AMENDMENT
TO
MASTER LOAN
AGREEMENT
THIS SECOND
AMENDMENT TO the Master Loan Agreement
(“Amendment Agreement”) shall be effective the 1
st
day of April 2009
by and between Deere Credit, Inc. (“Deere”) and FCStone
Financial, Inc., an Iowa corporation (the
“Borrower”).
RECITALS
A. Borrower and Deere entered into a
Master Loan Agreement dated as of April 15, 2002, and a First
Amendment to Master Loan Agreement dated November 3, 2003,
that also govern the Transaction Documents referenced
therein.
B. The parties hereto desire to
further amend the Master Loan Agreement to eliminate provisions for
future advances under the Note(s) or Transaction
Documents.
NOW, THEREFORE, for good and
valuable consideration, the receipt of which is hereby
acknowledged, including the mutual promises and agreements
contained herein, the parties hereto hereby agree as
follows:
1. Definitions . Capitalized terms
used herein without definition shall have the definition given to
them in the Master Loan Agreement, dated April 15, 2002, or as
defined by the Transaction Documents referenced therein, as may be
amended, if so defined therein.
2. Amendments to Master Loan Agreement
. The parties hereto agree that:
|
|
2.1
|
Section 2.
Advance Request shall be amended by adding the following provision
at the end of such Section:
|
“Notwithstanding the
foregoing, no additional Advances shall be available to Borrower
from Deere under any Note entered into pursuant to this Agreement
after March 31, 2009.”
|
|
2.2
|
Section 5.
Interest Rate. shall be deleted in its entirety and replaced with
the following: “ 5. Interest Rate. The Loan shall bear
interest at the rate specified in the Note(s).”
|
3. Borrower’s
Representations . Borrower hereby represents and warrants that,
after giving effect to this Amendment Agreement and the
transactions contemplated hereby, no Event of Default has occurred
and is continuing under the Master Loan Agreement or other
Transaction Documents.
4. General
Provisions .
|
|
4.1
|
The Master Loan
Agreement, except as expressly modified herein, shall continue in
full force and effect and be binding upon the parties
thereto.
|
|
|
4.2
|
The execution, delivery and
effectiveness of this Amendment Agreement shall not operate as a
waiver of
|
