FIRST AMENDMENT TO LOAN AGREEMENT
This First Amendment to Loan Agreement (the "Amendment") is entered into as
of February 17, 2006 by and between SUPERTEL HOSPITALITY, INC., a Virginia
corporation (f/k/a Xxxxxxxx Hospitality Trust, Inc.) (the "Borrower"), and GREAT
WESTERN BANK, a Nebraska corporation (the "Lender").
WHEREAS, the Lender has made loan advances available to Borrower in the
principal amount of up to $22,000,000.00 (the "Loan") as evidenced by a
Promissory Note dated January 13, 2005 from Borrower to Lender (the "Original
Note"), which is secured without limitation by that certain Loan Agreement dated
as of January 13, 2005 by and between Borrower and Lender (the "Loan Agreement")
and the Security Documents (as defined in the Loan Agreement"); and
WHEREAS, Borrower and Lender have agreed to extend the Maturity Date and to
extend the Step-Down Effective Date; and
WHEREAS, the parties hereto wish to amend the Loan Agreement to reflect the
amended agreements between Borrower and Lender.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
1. Section 1.01 of the Loan Agreement is hereby deleted in its entirety and
the following paragraph substituted in its place:
1.01. The Loan. The Bank agrees, on the terms and conditions
hereinafter set forth, to loan to the Borrower, by means of one or more
advances made from time to time during the period of time from the date
hereof, to and including the earlier of January 13, 2008 (the "Maturity
Date"), or the date of the occurrence of an Event of Default (as
hereinafter defined), not to exceed the lesser of the Borrowing Base
(as hereinafter defined) or the principal sum of Twenty-Two Million and
no/100ths Dollars ($22,000,000) (the "Initial Loan Limit Amount"),
which Initial Loan Limit Amount will be reduced to Twenty Million and
no/100ths Dollars ($20,000,000) (the "Step-Down Loan Limit Amount") on
February 13, 2007 (the "Step-Down Effective Date") (the lesser of the
Borrowing Base, the Initial Loan Limit Amount or the Step-Down Loan
Limit Amount, as applicable, is collectively referred to as the
"Loan"). The books and records of the Bank shall, in the absence of
manifest error, be prima facie evidence in any court or other
proceeding brought to enforce the Note (as hereinafter defined) as to
the principal balance of the Loan outstanding at any time and the
amount of accrued interest.
2. Section 1.05(C) is hereby amended by deleting the first sentence in its
entirety and substituting the following sentence in its place:
(C) Prepayment. If Borrower repays this Loan in full prior to January
13, 2008 and requests a release of all, or substantially all, of the
Collateral given to secure the Loan, Borrower shall pay to Bank a
prepayment fee of $75,000 (the "Prepayment Fee"), which will be added
to the then unpaid principal balance as of the payoff date.
3. Upon execution of this Amendment, Borrower shall pay to Lender a fee of
$7,500.00 in consideration of the Lender amending the terms of the Loan as
evidenced by the Amendment plus Bank's reasonable legal fees incurred in
connection with this Amendment.
4. Except as specifically amended herein, the Loan Agreement shall remain
in full force and effect as originally executed.
5. This Amendment shall be binding on the successors and assigns of the
parties hereto.
6. This Amendment may be executed in any number of counterparts, each of
which when so executed shall be deemed to be an original and all of which when
taken together shall constitute but one and the same agreement
IN WITNESS WHEREOF, the undersigned have executed this Amendment effective
as of the first date written above.
BORROWER:
SUPERTEL HOSPITALITY, INC., a Virginia
corporation (f/k/a Xxxxxxxx Hospitality
Trust, Inc.)
By: /s/ Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx, Chief Financial
Officer, Treasurer and Secretary
LENDER:
GREAT WESTERN BANK, a Nebraska corporation
By: /s/ Xxxxxxx Xxxxxx
Xxxxxxx Xxxxxx, Vice President
