Exhibit 99(b)(3)
GUARANTY BANK
AND TRUST COMPANY
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January 26, 2001
Mr. Charles G. Masters
3400 82nd Way North
St. Petersburg, FL 33710
Dear Mr. Masters:
As we discussed today, the new terms and conditions of the financial
transactions of the "Merger" have changed as indicated by the attached letter
dated January 26, 2001.
We are willing to cooperate with these new conditions.
We further agreed that our initial loan pricing was based on the original terms
and conditions.
Therefore, we agree by our signatures below that the original loan fee was
$4,000 and the closing was set for January 31, 2001, with $9,000,000 to be
deposited here on January 26, 2001. For every business after January 26, 2001,
the loan fee will be increased by $1,000 per day until the "Merger" is closed.
This fee will have a cap of $10,000, payable on day of closing.
Therefore, if the "Merger" closes on January 31, 2001, the total fee would then
be $7,000. This is the original $4,000 plus three business days at $1,000 per
day.
If this is your understanding please sign below and return the original after
you fax a copy to me at 303-804-5510.
Thank you for your cooperation, it's a pleasure working with you.
Sincerely,
/s/ Jack L. Moore
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Jack L. Moore,
Senior Vice President
AGREED:
/s/ Jack L. Moore /s/ Charles G. Masters
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Jack L. Moore Charles G. Masters
1631 17TH ST. CHERRY CREEK BRANCH DTC BRANCH GATEWAY PARK BRANCH
P.O. BOX 5847 3301 E. 1ST AVE. 5448 DTC PARKWAY ONE GATEWAY CENTRE STE. 193
DENVER, CO 80217 P.O. BOX 6052 PENTHOUSE ONE 3950 LEWISTON ST
TEL 303-296-9800 DENVER, CO 60206 ENGLEWOOD, CO 80111 AURORA, CO 80011
FAX 303-298-0228 TEL 303-296-9800 TEL 303-296-9800 TEL 303-296-9800