Exhibit 10.6
AMENDMENT NO. 6 TO LOAN AGREEMENT
This Amendment No. 6 (the "Amendment") dated as of January 13, 2004 is
between Bank of America, N.A. (the "Bank") and SureWest Communications (the
"Borrower"), formerly known as Roseville Communications Company.
RECITALS
A. The Bank and the Borrower entered into a certain Business Loan Agreement
dated as of March 15, 2000 (together with any previous amendments, the
"Agreement'").
B. The Bank and the Borrower desire to amend the Agreement.
AGREEMENT
1. Definitions. Capitalized terms used but not defined in this Amendment
shall have the meaning given to them in the Agreement.
2. Amendments. The Agreement is hereby amended as follows:
(a) Paragraph number 1.7(a)(i) is hereby amended to read in its
entirety as follows:
(i) standby letters of credit with a maximum maturity not to extend
365 days beyond the Expiration Date. The standby letters of
credit may include a provision providing that the maturity date
will be automatically extended each year for an additional year
unless the Bank gives written notice to the contrary; provided,
however, that each letter of credit must include a final maturity
date which will not be subject to automatic extension.
3. Representations and Warranties. When the Borrower signs this Amendment,
the Borrower represents and warrants to the Bank that: (a) there is no event
which is, or with notice or lapse of time or both would be, a default under the
Agreement except those events, if any, that have been disclosed in writing to
the Bank or waived in writing by the Bank, (b) the representations and
warranties in the Agreement are true as of the date of this Amendment as if made
on the date of this Amendment, (c) this Amendment does not conflict with any
law, agreement, or obligation by which the Borrower is bound, and (d) this
Amendment is within the Borrower's powers, has been duly authorized, and does
not conflict with any of the Borrower's organizational papers.
4. Effect of Amendment. Except as provided in this Amendment, all of the
terms and conditions of the Agreement shall remain in full force and effect.
5. Counterparts. This Amendment may be executed in counterparts, each of
which when so executed shall be deemed an original, but all such counterparts
together shall constitute but one and the same instrument.
6. FINAL AGREEMENT. THIS WRITTEN AMENDMENT REPRESENTS THE FINAL AGREEMENT
BETWEEN AND AMONG THE PARTIES HERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF
PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN OR AMONG THE
PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN OR AMONG THE PARTIES.
This Amendment is executed as of the date stated at the beginning
of this Amendment.
Borrower: Bank:
SureWest Communications Bank of America, N.A.
By_________________________ By________________________________
Xxxxxxx X. Xxxxxxxx, EVP-CFO Xxxxxx X. Xxxx, Xx.,
Senior Vice President
