Exhibit 10.36
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AMENDMENT NO. 9 TO BUSINESS LOAN AGREEMENT
This Amendment No. 9 (the "Amendment") dated as of June 30, 1999, is
between Bank of America National Trust and Savings Association (the
"Bank") and Dura Pharmaceuticals, Inc. (the "Borrower").
RECITALS
A. The Bank and the Borrower entered into a certain Business Loan
Agreement dated as of April 14, 1997, as previously amended (the
"Agreement").
B. The Bank and the Borrower desire to further amend the Agreement.
AGREEMENT
1 DEFINITIONS. Capitalized terms used but not defined in this Amendment
shall have the meaning given to them in the Agreement.
2 AMENDMENTS. The Agreement is hereby amended as follows:
2.1 In Paragraph 6.4 of the Agreement, the ratio "5.50
TO 1.00" is substituted for the ratio "1.75 TO 1.00".
2.2 In Paragraph 6.12 of the Agreement, the amount "TWO
HUNDRED SIXTEEN MILLION DOLLARS ($216,000,000)" is
substituted in the amount "ONE HUNDRED NINETY MILLION
DOLLARS ($190,000,000)".
2.3 A new Paragraph 6.25 is added to the Agreement,
which reads in its entirety as follows:
"6.25 LIQUIDITY. To maintain on an unconsolidated
basis unencumbered liquid assets equal to at least
Seventy Five Million Dollars ($75,000,000).
(a) Liquid Assets: means the following:
(i)cash and certificates of deposit;
(ii)U.S. treasury bills and other
obligations of the federal government;
(iii)readily marketable securities
(including commercial paper, but excluding
restricted stock and stock subject to the
provisions of Rule 144 of the Securities
and Exchange Commission)."
3 REPRESENTATIONS AND WARRANTIES. When the Borrower signs this
Amendment, the Borrower represents and warrants to the Bank that: (a)
there is no event which is, or with notice or lapse of time or both
would be, a default under the Agreement except those events, if any,
that have been disclosed in writing to the Bank or waived in writing by
the Bank, (b) the representations and warranties in the Agreement are
true as of the date of this Amendment as if made on the date of this
Amendment, (c) this Amendment is within the Borrower's powers, has been
duly authorized, and does not conflict with any of the Borrower's
organizational papers, and (d) this Amendment does not conflict with
any law, agreement, or obligation by which the Borrower is bound.
4 EFFECT OF AMENDMENT. Except as provided in this Amendment, all of the
terms and conditions of the Agreement shall remain in full force and
effect.
This Amendment is executed as of the date stated at the beginning of
this Amendment.
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BANK OF AMERICA
NATIONAL TRUST AND SAVINGS ASSOCIATION
/s/ Susan J. Pepping
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By: Susan J. Pepping, Vice President
DURA PHARMACEUTICALS, INC.
/s/ Erle T. Mast
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By: Erle T. Mast
Vice President, Finance
/s/ Mitchell R. Woodbury
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By: Mitchell R. Woodbury
Senior Vice President and General
Counsel
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