EXHIBIT 10.17
FIRST AMENDMENT OF
LOAN AGREEMENT
THIS FIRST AMENDMENT OF LOAN AGREEMENT ("Amendment") is made this 14 day of
November, 2005 among Summit Hotel Properties, LLC, a South Dakota limited
liability company ("Borrower"), First National Bank of Omaha, a national banking
association ("First National") as a Lender, Administrative Agent and Collateral
Agent for the Lenders, M & I Xxxxxxxx & Xxxxxx Bank, a national banking
association ("M & I"), Bank Midwest, N.A. ("Bank Midwest"), Xxxxxxxx County
Trust & Savings, a ______________________________________ ("Xxxxxxxx"), Quad
City Bank & Trust Co., a ____________________________________ ("Quad City") and
Xxxxxx Bank, National Association, a national banking association ("Bremer"),
and amends that certain Loan Agreement dated June 24, 2005 among Borrower, First
National, M & I and Bank Midwest ("Loan Agreement").
WHEREAS, pursuant to the Loan Agreement and the other Loan Documents, First
National, M & I and Bank Midwest extended the Loans to Borrower more fully
described in the Loan Agreement;
WHEREAS, Borrower desires to add Xxxxxxxx, Quad City and Bremer as Lenders
under the Loan Agreement, and Xxxxxxxx, Quad City and Bremer have each approved
the Loans and desire to be added to the Loan Agreement as Lenders in the amount
of their respective Commitments; and
WHEREAS, the parties hereto agree to amend the Loan Agreement as provided
for in this Amendment.
NOW, THEREFORE, in consideration of the amendments to the Loan Agreement
provided for below, the mutual covenants herein and other good and valuable
consideration, the sufficiency and receipt of which is hereby acknowledged, the
parties agree to amend the Loan Agreement as follows:
1. Capitalized terms used herein shall have the meaning given to such terms
in the Loan Agreement, unless specifically defined herein.
2. The definition of the term "Lenders" in the opening paragraph of the
Loan Agreement is hereby amended to mean, collectively, First National, M & I,
Bank Midwest, Xxxxxxxx, Quad City and Bremer. Xxxxxxxx, Quad City and Bremer
each hereby acknowledge, accept and agree to the terms and provisions of the
Loan Agreement and the other Loan Documents, including, but not limited to the
provisions of Article IX of the Loan Agreement, and agree to perform their
respective obligations as Lenders thereunder as if they were original parties to
the Loan Agreement. Xxxxxxxx, Quad City and Bremer each hereby acknowledge
receipt of a copy of the Loan Agreement and the other Loan Documents. Borrower
hereby approves Xxxxxxxx, Quad City and Bremer as Lenders and each of their
respective Commitments, and agrees to pay the fees provided for in Section 1.11
of the Loan Agreement with respect to the new Lenders and Commitments as
provided for in such Section.
3. Schedule 1.1 of the Loan Agreement entitled "Commitments" is hereby
deleted in its entirety from the Loan Agreement, and the Schedule 1.1 attached
to this Amendment and incorporated herein by reference shall be inserted in lieu
thereof.
4. Except as modified and amended herein, all other terms, provisions,
conditions and obligations imposed under the terms of the Loan Agreement and the
other Loan Documents shall remain in full force and effect and are hereby
ratified and affirmed by Borrower. To the extent necessary, the other Loan
Documents are hereby amended to be consistent with the terms of this Amendment.
5. Borrower certifies and reaffirms by its execution hereof that the
representations and warranties set forth in the Loan Agreement and the other
Loan Documents are true as of this date, and that no Event of Default under the
Loan Agreement or any other Loan Document, and no event which, with the giving
of notices or passage of time or both, would become such an Event of Default,
has occurred as of execution hereof.
[SIGNATURE PAGES FOLLOW]
2
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment
on the date first written above.
FIRST NATIONAL BANK OF OMAHA
By:
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Title:
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3
SUMMIT HOTEL PROPERTIES, LLC,
a South Dakota limited liability
company, by its Company Manager,
THE SUMMIT GROUP, INC,
By: /s/ Xxxxx X. Xxxxxxxxxxx
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Xxxxx X. Xxxxxxxxxxx,
President
4
M & I XXXXXXXX & XXXXXX BANK
By:
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Title:
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5
BANK MIDWEST, N.A.
By:
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Title:
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6
XXXXXXXX COUNTY TRUST & SAVINGS
By:
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Title:
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7
QUAD CITY BANK & TRUST CO.
By:
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Title:
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8
XXXXXX BANK, NATIONAL ASSOCIATION
By:
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Title:
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SCHEDULE 1.1
(COMMITMENTS)
First National Bank of Omaha $ 5,000,000.00
M & I Xxxxxxxx & Ilsley Bank $10,000,000.00
Bank Midwest, N.A $15,000,000.00
Xxxxxxxx County Trust & Savings $ 5,000,000.00
Quad City Bank & Trust Co. $ 5,000,000.00
Xxxxxx Bank, National Association $ 5,000,000.00
