EX-10.14 4 ex1014swap10mil.txt EXHIBIT 10.14 SWAP CONFIRMATION $10 MILLION EXHIBIT 10.14 ISDA MASTER AGREEMENT LaSalle Bank N.A. ---------------------------------------------------------------------------- LaSalle Banks CONFIRMATION ---------------------------------------------------------------------------- Date: May 9, 2003 To: AMCON DISTRIBUTING COMPANY 7405 Irvington Road Omaha, NE 68122 ATTN: Mr. Mike James, CFO Phone: 402-331-3727 Fax: 402-331-4834 From: LASALLE BANK NATIONAL ASSOCIATION 208 South LaSalle Street, 2nd Floor Chicago, IL 60604 Fax: 312-855-5847/5852 Re: Swap Transaction (No. INF 17293/23506) ---------------------------------------------------------------------------- Ladies/Gentlemen: The purpose of this letter agreement is to set forth the terms and conditions of the Swap Transaction entered into between us on the Trade Date specified below (the "Swap Transaction"). This letter agreement constitutes a "Confirmation" as referred to in the ISDA Master Agreement specified below. The definitions and provisions contained in the 1991 ISDA Definitions (as published by the International Swaps and Derivatives Association, Inc. ("ISDA"), without regard to subsequent amendments or revisions thereto, are incorporated into this Confirmation. In the event of any inconsistency between those and provisions of this Confirmation, this Confirmation will govern. Each party represents and warrants to the other that (i) it is duly authorized to enter into this Swap Transaction and to perform its obligations hereunder and (ii) the person executing this Confirmation is duly authorized to execute and deliver it. 1. This Confirmation supplements, forms a part of, and is subject to, the ISDA Master Agreement in the form published by ISDA ( the "Agreement") as if you and we had executed that agreement (but without any Schedule thereto) and the Agreement shall be governed by and construed in accordance with the laws of the State of New York without reference to choice of law doctrine. In addition, you and we agree to use our best efforts to promptly negotiate, execute, and deliver an ISDA Mater Agreement (as published by ISDA). Upon execution and delivery by you and us of that agreement (1) this letter agreement shall constitute a "Confirmation" as referred to in that agreement and shall supplement, form part of, and be subject to that agreement and (ii) all provisions contained or incorporated by reference in that agreement shall govern this Confirmation as expressly modified below. 2. The terms of the particular Swap Transaction to which this Confirmation relates are as follows: Notional Amount: USD 10,000,000 Trade Amount: May 9 2003 Effective Date: June 2, 2003 Termination Date: June 2, 2006 Fixed Amounts: Fixed Rate Payer: AMCON DISTRIBUTING COMPANY Fixed Rate: 2.37% Fixed Rate Payer Payment Dates: The 23rd day of each month, commencing on June 23, 2003 to and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention. Fixed Rate Day Count Fraction: Actual/360 Floating Amounts: Floating Rate Payer: LASALLE BANK NATIONAL ASSOCIATION Floating Rate Payer Payment Dates: The 23rd day of each month, commencing on June, 2003 to and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention. Floating Rate Option: USD-LIBOR-BBA Designated Maturity: 1 month Initial Floating Rate: To be determined Spread: none Floating Rate Day Count Fraction: Actual/360 Reset Dates: The first day of each Calculation Period Method of Averaging: Inapplicable Compounding: Inapplicable Business Days: London and New York Calculation Agent: LASALLE BANK NATIONAL ASSOCIATION 3. Offices: (a) The Office of the Fixed Rate Payer for this Swap Transaction is Omaha. (b) The Office of the Floating Rate Payer for this Swap Transaction is Chicago. 4. Account Details Payments to LASALLE BANK NATIONAL ASSOCIATION: LaSalle Bank National Association will debit your DDA# 5800239294 Payments to AMCON DISTRIBUTING COMPANY: LaSalle Bank National Association will credit you DDA# 5800239294 5. Other Provisions: Assignment: This Swap Transaction may be assigned only with prior written consent Netting: The parties hereto hereby agree that subparagraph (ii) of Part 2(c) of the Agreement shall not apply to any Swap Transaction Please confirm that the foregoing correctly sets forth the terms and conditions of our agreement by responding within ten (10) Business Days by either, (i), returning via telecopier an executed copy of this Confirmation to the attention of Tina Peters (fax number: (312) 855-5823, or sending a telex to Tina Peters (telex no. 62734, answerback: ABN UW) substantially to the following effect: "We acknowledge receipt of your fax dated December 22,2000 with respect to a Swap Transaction between AMCON DISTRIBUTING COMPANY and LASALLE BANK NATIONAL ASSOCIATION with an Effective Date of May 23, 2003 and a Termination Date of May 23, 2006 and confirm that such fax correctly sets forth the terms of our agreement relating to the Swap Transaction described therein. Very truly yours ---------------------------, by (specify name and title of authorized officer)." Failure to respond within such period shall not affect the validity or enforceability of the Swap Transaction, and shall be deemed to be an affirmation of the terms and conditions contained herein, absent manifest error. Yours Sincerely, LASALLE BANK NATIONAL ASSOCIATION By: /s/ Lily Levin By: /s/ Paul A. Ulmer ----------------------------- ------------------------------- Name: Lily Levin Name: Paul A. Ulmer --------------------------- ---------------------------- Title: Assistant Vice President Title: Vice President -------------------------- --------------------------- Confirmed as of the date first written: AMCON DISTRIBUTING COMPANY By: /s/ Michael D. James ----------------------------- Name: Michael D. James --------------------------- Title: Vice President & CFO --------------------------