June 1, 2005 Mamdouh Philippe, President Mamdouh & Basem Philipco Nefertari Street Luxor, Egypt RE: Loan Agreement: U.S. $800,000.00 Dear Mr. Philippe:
EXHIBIT
10.13 (a)
June
1,
2005
Xxxxxxx
Philippe, President
Xxxxxxx
& Xxxxx Xxxxxxxx
Xxxxxxxxx
Xxxxxx
Xxxxx,
Xxxxx
RE: Loan
Agreement: U.S. $800,000.00
Dear
Mr.
Philippe:
This
letter agreement shall be deemed a Loan Agreement under which Sonesta
International Hotels Limited (“Sonesta”) will advance the sum of U.S.
$800,000.00 to Xxxxxxx & Xxxxx Philipco, “Owner” of Sonesta St. Xxxxxx
Hotel, Luxor (the “Hotel”).
Amount
of Loan:
U.S.
$800,000.00, to be advanced on or about June 15, 2005 (the “Loan”). (A portion
of the Loan may have been advanced on or about June 3, 2005.)
Purpose:
To
assist Owner with financing the cost of completing that certain Nile River
cruise vessel to be known as “Sonesta St. Xxxxxx I” and preparing it for sailing
under management by Sonesta under the terms of a management contract dated
as of
June 1, 2005 (“Management Agreement”).
Repayment
of Loan:
The
Loan shall be repaid to Sonesta International Hotels Limited (“Lender”), in
currency of the United States, in ten (10) monthly installments, each of
which
shall be due and payable on the first day of each calendar month. The first
monthly payment shall be due and payable October 1, 2005. (The attached
“Repayment Schedule” reflects the monthly repayment of the Loan, together with
interest at the Interest Rate.)
Interest
Rate:
The
Loan shall be repaid, together with interest at the “Interest Rate”, which shall
be equal to 6% per annum (the current Prime Rate).
Default
Rate/Charges:
In the
event that the Loan is not repaid in accordance with this letter agreement,
or
if any portion of the Loan, or Loan interest, remains unpaid as of August
1,
2006, interest shall accrue on the amount of the Loan, and interest, then
outstanding at the rate of eight percent (8%) per annum. Borrower shall also
be
responsible for reimbursing Lender for any costs Lender incurs in enforcing
this
letter agreement, including reasonable attorney’s fees.
Authority
of Lender, as Operator, to Make Payments:
Borrower, as Owner of the Hotel, hereby authorizes and instructs Lender,
as
Operator of the Hotel, to repay the Loan, in accordance with this letter
agreement, from the income of the Hotel, and to charge any such amounts used
to
repay the Loan, or to pay interest thereon, to the Owner’s account.
Prepayment: Borrower
may prepay the Loan, and interest thereon, at any time without charge or
penalty.
In
Witness Whereof, the parties have set their hands and seals as of this June
1,
2005.
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Borrower:
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Lender:
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Xxxxxxx
& Xxxxx Philipco
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Sonesta
International Hotels Limited
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By:
/S/
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By:
/S/
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Xxxxxxx
Xxxxxxxx Xxxxxxx
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Boy
X.X. xxx Xxxx
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President
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Vice
President & Treasurer
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GUARANTY
The
undersigned, Xxxxxxx Xxxxxxxx Xxxxxxx, individually, agrees, jointly and
severally, to guaranty the obligations of the Borrower, Xxxxxxx & Xxxxx
Philipco, under the above loan letter agreement. The Creditor shall have
the
right to demand payment from me, on a several basis, without need for first
demanding payment from the Debtor.
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By:
/S/
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Xxxxxxx
Xxxxxxxx Xxxxxxx
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Date: June
1,
2005
