FOURTH AMENDMENT TO
CREDIT AGREEMENT
This FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered
into as of August 20, 1999, by and between Smithway Motor Xpress, Inc.
("Borrower"), Smithway Motor Xpress Corp. as Guarantor (the "Guarantor") and
LaSalle Bank National Association, formerly known as LaSalle National Bank, as
Lender (the "Lender").
W I T N E S S E T H:
WHEREAS, the Borrower and the Guarantor entered into a Credit Agreement
dated as of September 3, 1997, a First Amendment to Credit Agreement dated as of
March 1, 1998, a Second Amendment to Credit Agreement dated as of March 15, 1998
and a Third Amendment to Credit Agreement dated as of October 30, 1998
(collectively referred to as the "Agreement"); and
WHEREAS, the Borrower has requested certain modifications to the Agree-
ment and the Lender is willing to do so on the following terms and conditions;
and
NOW, THEREFORE, in consideration of the mutual agreements, provisions
and covenants contained herein, the parties agree as follows:
1. Unless otherwise stated herein, all of the capitalized terms
contained in this document shall have the same meanings as contained in the
Agreement.
2. Section 6.9 of the Agreement is hereby deleted and in lieu thereof
is inserted the following:
The Borrower shall not incur Indebtedness in excess of $75,000,000.
3. The definition of Revolving Termination Date appearing in Section
9.1 hereof is hereby deleted and in lieu thereof is inserted the following:
"Revolving Termination Date" means the earlier to
occur of: (a) September 1, 2002 unless extended in
writing by all the parties hereto; and (b) the date
on which the Aggregate Revolving Commitment shall
terminate in accordance with the provisions of this
Agreement.
4. Borrower shall pay 50% of the legal fees incurred in connection with
the preparation of this Amendment and the documents and instruments referred to
herein, and shall pay 100% of all out of pocket costs incurred by the Lender or
its attorneys.
5. Borrower expressly acknowledges and agrees that all collateral,
security interests, liens, pledges, and mortgages heretofore, under this
Amendment, or hereafter granted to Lender, including, without limitation, such
collateral, security interests, liens, pledges and mortgages granted under the
Agreement, and all other supplements to the Agreement, extend to and cover all
of the obligations of Borrower to Lender, now existing or hereafter arising
including, without limitation, those arising in connection with the Agreement,
as amended by this Amendment, upon the terms set forth in such agreements, all
of which security interests, liens, pledges, and mortgages are hereby ratified,
reaffirmed, confirmed and approved.
6. Borrower represents and warrants to Lender that (i) it has all
necessary power and authority to execute and deliver this Amendment and perform
its obligations hereunder, (ii) this Amendment and the Agreement, as amended
hereby, constitute the legal, valid and binding obligations of Borrower and are
enforceable against Borrower in accordance with their terms, and (iii) all
representations and warranties of Borrower contained in the Agreement, as
amended, and all other agreements, instruments and other writings relating
thereto, are true, correct and complete as of the date hereof.
7. The parties hereto acknowledge and agree that the terms and
provisions of this Amendment amend, add to and constitute a part of the
Agreement. Except as expressly modified and amended by the terms of this
Amendment, all of the other terms and conditions of the Agreement, as amended,
and all documents executed in connection therewith or referred to or
incorporated therein remain in full force and effect and are hereby ratified,
reaffirmed, confirmed and approved.
8. If there is an express conflict between the terms of this Amendment
and the terms of the Agreement, or any of the other agreements or documents
executed in connection therewith or referred to or incorporated therein, the
terms of this Amendment shall govern and control.
9. This Amendment may be executed in one or more counterparts, each of
which shall be deemed to be an original.
10. This Amendment was executed and delivered in Chicago, Illinois and
shall be governed by and construed in accordance with the internal laws (as
opposed to conflicts of law provisions) of the State of Illinois.
IN WITNESS WHEREOF, this Amendment has been duly executed as of the day
and year specified at the beginning hereof.
SMITHWAY MOTOR XPRESS, INC., as Borrower
By:/s/G. Xxxxx Xxxxx
Title:Executive Vice President, Chief
Financial Officer & Chief Operating Officer
Address Notice:
X.X. Xxx 000
Xxxx Xxxxx, Xxxx 00000
Attn: G. Xxxxx Xxxxx
Facsimile: (000) 000-0000
Tel: (000) 000-0000
LASALLE BANK NATIONAL ASSOCIATION,
as Lender
By:/s/Xxxxx X. Xxxxxx
Title:Commercial Banking Officer
Address notices and Lending Office::
000 X. XxXxxxx
Xxxxxxx, Xxxxxxxx 00000
Attn: Xx. Xxxxx Xxxxxx
Facsimile: (000) 000-0000
Tel: (000) 000-0000
