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EXHIBIT 10.17
FOURTH AMENDMENT TO CREDIT AGREEMENT
This FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment") dated
February 25, 1997 is effective as of February 11, 1997 and is entered into
among EOTT ENERGY OPERATING LIMITED PARTNERSHIP (the "Borrower"), EOTT ENERGY
CANADA LIMITED PARTNERSHIP (the "Guarantor") and ENRON CORP. (the "Lender").
RECITALS
The Borrower and the Lender entered into a Credit Agreement dated as
of January 3, 1996, as amended by the First Amendment to Credit Agreement dated
February 19, 1996, as amended by the Second Amendment to Credit Agreement dated
June 28, 1996 (the "Credit Agreement"), and as amended by the Third Amendment
to the Credit Agreement dated December 19, 1996.
The Credit Agreement is secured by the Security Agreements and
guaranteed by the Subsidiary Guaranty (as defined in the Credit Agreement,
collectively, the "Security Documents").
The Borrower and the Lender desire to amend the Credit Agreement by
making the modifications set forth below.
Terms which are defined in the Credit Agreement shall have the same
meanings when used in this Amendment unless otherwise defined in this
Amendment.
AGREEMENT
For and in consideration of the mutual benefits to be derived by the
Borrower, the Lender, and the Guarantor from this Amendment and other good and
valuable consideration, the Borrower and Lender agree as follows:
1. As of the date of this Amendment, Section 1.01 of the Credit
Agreement shall be amended as follows:
a. In the definition of "Facility Maturity Date", the
maturity date shall be deleted and replaced with "March 31, 1998."
b. In Section 2.01 of the Credit Agreement, the amount of
"$24,228,016" shall be deleted and replaced with "$39,300,00.00."
2. The Borrower represents and warrants to the Lender that as of the
date of this Amendment, no Default or Event of Default has occurred and is
continuing, or would result from the Borrower and Lender entering into of this
Amendment.
3. As used in the Credit Agreement and the Security Documents and
all instruments and documents executed in connection with the Credit Agreement
and the Security Documents, the term "Credit Agreement" on and subsequent to
the date of this Amendment shall mean the Credit Agreement as amended by this
Amendment. Except as otherwise expressly amended hereby, the provisions of the
Security Documents shall remain in full force and effect in accordance with
their terms following the effectiveness of this Amendment. Each of the
Guarantor and the Borrower hereby ratifies and affirms its obligations and
continued liability under the Security Documents.
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4. The amendments set forth above shall be limited precisely as
written and shall not be deemed to (i) be a consent to any waiver or
modification of any other terms or conditions of the Credit Agreement or any of
the instruments or documents referred to in the Credit Agreement or (ii)
prejudice any right or rights which the Lender may now have or may have in the
future under or in connection with the Credit Agreement or any of the
instruments or documents referred to in the Credit Agreement. Except as
expressly modified by this Amendment, the terms and provisions of the Credit
Agreement shall remain in full force and effect.
5. This Amendment may be executed in any number of counterparts and
all such counterparts shall together constitute one of the same instrument.
6. THIS AMENDMENT AND THE OBLIGATIONS OF THE PARTIES UNDER
THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE
INTERNAL LAWS OF THE STATE OF TEXAS, WITHOUT REFERENCE TO CONFLICT OF LAWS
RULES THAT WOULD OTHERWISE APPLY.
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EXECUTED as of the date first above written.
EOTT ENERGY OPERATING LIMITED
PARTNERSHIP
By: EOTT Energy Corp., its
General Partner
By: /s/ XXXXX XXXXX
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Xxxxx Xxxxx
Treasurer
EOTT ENERGY CANADA LIMITED
PARTNERSHIP
By: EOTT Canada Ltd., its Agent
By: /s/ XXXXX XXXXX
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Xxxxx Xxxxx
Treasurer
ENRON CORP.
By: /s/ XXXXX XXXXX
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Xxxxx Xxxxx
Deputy Treasurer
