1
Exhibit f.26
SECOND AMENDED AND RESTATED SWINGLINE NOTE
$10,000,000 October 8, 1997
FOR VALUE RECEIVED, the undersigned, SIRROM INVESTMENTS, INC., a
corporation organized under the laws of Tennessee (the "Borrower"), hereby
promises to pay to the order of FIRST UNION NATIONAL BANK (F/K/A FIRST UNION
NATIONAL BANK OF TENNESSEE) (the "Bank"), at the times, at the place and in the
manner provided in the Loan Agreement hereinafter referred to, the principal sum
of up to Ten Million Dollars ($10,000,000), or, if less, the aggregate unpaid
principal amount of all Swingline Loans disbursed by the Bank under the Loan
Agreement referred to below, together with interest at the rates as in effect
from time to time with respect to each portion of the principal amount hereof,
determined and payable as provided in the Loan Agreement.
This Swingline Note is a Note referred to in, and is entitled to the
benefits of, the Fourth Amended and Restated Loan Agreement dated as of August
16, 1996 (as amended by the First Amendment to Loan Agreement dated as of
November 19, 1996, the Second Amendment to Loan Agreement dated as of October 8,
1997, and as further amended, restated, supplemented or otherwise modified from
time to time, the "Loan Agreement"), by and among the Borrower, Sirrom Capital
Corporation, the guarantor (the "Parent"), the Lenders who are or may become
party thereto (the "Lenders"), and First Union National Bank (f/k/a First Union
National Bank of Tennessee), as Agent for the Lenders (the "Agent"). The Loan
Agreement contains, among other things, provisions for the time, place and
manner of payment of this Swingline Note, the determination of the interest rate
borne by and fees payable in respect of this Swingline Note, acceleration of the
payment of this Swingline Note upon the happening of certain stated events and
the mandatory repayment of this Swingline Note under certain circumstances.
The Borrower agrees to pay on demand all costs of collection, including
reasonable attorneys' fees, if any part of this Swingline Note, principal or
interest, is collected after maturity with the aid of an attorney.
Presentment for payment, notice of dishonor, protest and notice of
protest are hereby waived.
THIS SWINGLINE NOTE IS MADE AND DELIVERED IN THE STATE OF NORTH
CAROLINA AND SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF
THE STATE OF NORTH CAROLINA.
Pursuant to the Assignment and Assumption Agreement dated as of August
16, 1996 between the Parent and the Borrower, the Parent transferred all of its
rights and obligations under the Third
2
Amended and Restated Loan Agreement dated as of December 27, 1995, as amended,
by and among the Parent, the Lenders party thereto, and the Agent, and the
documents executed in connection therewith, to the Borrower, and the Borrower
assumed all of such rights and obligations.
This Note amends and restates the obligations of the Borrower under the
Amended and Restated Swingline Note dated August 16, 1996 executed by the
Borrower in favor of the Bank.
2
3
IN WITNESS WHEREOF, the Borrower has caused this Swingline Note to be
executed under seal by a duly authorized officer as of the day and year first
above written.
SIRROM INVESTMENTS, INC.
[CORPORATE SEAL]
By:________________________________
Name:___________________________
Title:__________________________
3
