Exhibit 10.25
FIRST AMENDMENT TO AMENDED AND RESTATED
REVOLVING CREDIT AGREEMENT
This First Amendment to Amended and Restated Revolving Credit
Agreement is made as of the 1st day of March, 1997 by and among GREAT LAKES
REIT, L.P., a Delaware limited partnership (the "Borrower"), GREAT LAKES REIT,
INC., a Maryland corporation (the "Company"), THE FIRST NATIONAL BANK OF BOSTON,
BANK OF AMERICA ILLINOIS and FIRST BANK NATIONAL ASSOCIATION (collectively, the
"Banks") and THE FIRST NATIONAL BANK OF BOSTON, as Agent for the Banks (the
"Agent").
WHEREAS, the parties hereto are parties to that certain Amended
and Restated Revolving Credit Agreement dated as of December 27, 1996 (the
"Existing Agreement"); and
WHEREAS, the parties have agreed to amend the Existing Agreement
to provide for a reduction in certain of the interest rates thereunder.
NOW, THEREFORE, the parties hereby agree that effective upon the
date hereof the Existing Agreement is amended as follows:
1. The definition of Applicable Margin contained Section 1.1
of the Existing Agreement is hereby amended to read as follows:
"APPLICABLE MARGIN. As of any date of
determination, with respect to LIBOR Rate loans
1.65%, PROVIDED that upon completion of a Successful
Initial Public Offering the Applicable Margin shall
be reduced to 1.50%."
2. EFFECTIVE DATE. This Amendment shall become effective on
March 1, 1997 so long as counterparts of this Amendment executed by each of the
parties hereto have been received by the Agent prior to such Effective Date.
3. REPRESENTATIONS AND WARRANTIES. The Borrower and the
Company represent and warrant that each of the representations and warranties
contained in Section 6 of the Credit Agreement is true, correct and complete in
all material respects as of the date hereof to the same extent as though made on
such date and that no Default or Event of Default has occurred and is continuing
on the date hereof.
4. EFFECTIVENESS OF LOAN DOCUMENTS. The Company, in its
capacity as Guarantor under the Guaranty, hereby consents to this Amendment and
confirms that the Guaranty shall continue to guaranty the payment and
performance of all of the "Obligations" as defined in the Guaranty. The
Borrower confirms that each of the Security Documents shall continue to secure
the payment and performance of all of the Obligations under the Existing
Agreement as amended hereby and the Borrower's obligations thereunder shall
continue to be valid and enforceable and shall not be impaired or limited by the
execution or effectiveness of this Amendment. Every reference contained in the
Loan Documents to the Credit Agreement
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shall mean and be a reference to the Existing Agreement as amended hereby and as
the Credit Agreement may be further amended. Except as specifically amended by
this Amendment, the Existing Agreement and each of the Loan Documents shall
remain in full force and effect and are hereby ratified and confirmed.
5. MISCELLANEOUS. This Amendment shall be governed by,
interpreted and construed in accordance with all of the same provisions
applicable under the Existing Agreement including, without limitation, all
definitions set forth in Section 1.1, the rules of interpretation set forth in
Section 1.2, the provisions relating to governing law set forth in Section 21,
the provisions relating to counterparts in Section 23 and the provision
relating to severability in Section 28.
IN WITNESS WHEREOF, the undersigned have duly executed this
Amendment as a sealed instrument as of the date first set forth above.
GREAT LAKES REIT, L.P.
By its sole general partner:
GREAT LAKES REIT, INC.
By:
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Print Name:
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Title:
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GREAT LAKES REIT, INC.
By:
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Print Name:
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Title:
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THE FIRST NATIONAL BANK OF BOSTON,
individually and as Agent
By:
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Print Name:
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Title:
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2
BANK OF AMERICA ILLINOIS
By:
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Print Name:
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Title:
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FIRST BANK NATIONAL ASSOCIATION
By:
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Print Name:
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Title:
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