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EXHIBIT 10.7
FOURTH AMENDMENT TO
AMENDED AND RESTATED LOAN AGREEMENT
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
("Amendment") is made as of January 30, 1998 by and among BANK OF AMERICA
NATIONAL TRUST AND SAVINGS ASSOCIATION, d\b\a SEAFIRST BANK ("Seafirst Bank");
KEYBANK NATIONAL ASSOCIATION; U.S. BANK; and LASALLE NATIONAL BANK, a national
banking association (each individually a "Lender" and collectively the
"Lenders"); SEAFIRST BANK as agent for Lenders (the "Agent"); and SHURGARD
STORAGE CENTERS, INC., a Washington corporation, successor by merger to Shurgard
Storage Centers, Inc., a Delaware corporation ("Borrower").
RECITALS
A. Lenders, Agent and Borrower are parties to that certain Amended and
Restated Loan Agreement dated as of September 9, 1996 (the "Original Loan
Agreement").
B. Lenders, Agent and Borrower entered into a First Amendment to Amended
and Restated Loan Agreement dated as of November 14, 1996 (the "First
Amendment"), a Second Amendment to Amended and Restated Loan Agreement dated as
of March 12, 1997 ("Second Amendment"), and a Third Amendment to Amended and
Restated Loan Agreement dated as of July 28, 1997 ("Third Amendment"). The
Original Loan Agreement, as amended by the First Amendment, the Second
Amendment, the Third Amendment and the Fourth Amendment, and as otherwise
amended from time to time, is referred to herein as the "Loan Agreement."
C. Borrower is the General Partner of Shurgard Texas Limited Partnership
("Shurgard Texas"), a Washington limited partnership formed after execution of
the Loan Agreement. Borrower holds a one percent (1%) direct and a ninety-nine
percent (99%) indirect ownership interest in Shurgard Texas.
D. Borrower has transferred certain Applicable Properties located in
Texas to Shurgard Texas. Such transfer required the consent of Agent (acting
with the approval of Majority Lenders). The execution and delivery of this
Amendment on or before January 31, 1998 was a material condition to Agent's
consent to such transfer. The execution and delivery of this Amendment is also a
material condition precedent to Lenders' obligation to make further Revolving
Loans to Borrower after that date.
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NOW, THEREFORE, Lenders, Agent and Borrower agree as follows:
AMENDMENT
1. Capitalized Terms. Capitalized terms not otherwise defined in this
Amendment shall have the meanings set forth in the Loan Agreement.
2. Shurgard Texas as Subsidiary. The parties hereto acknowledge and
agree that Shurgard Texas is a Guarantor, a Subsidiary, a Relevant Subsidiary,
and an Affiliate of Borrower under the Loan Agreement, as those terms are
defined therein.
3. Amendment to Schedule 5. Schedule 5 is hereby deleted and replaced
with the attached Schedule 5.
4. Counterpart; Effectiveness of Amendment. This Amendment may be
executed in any number of counterparts and by different parties in separate
counterparts, each of which when so executed shall be deemed to be an original
and all of which taken together shall constitute one and the same agreement.
This Amendment shall become effective immediately upon the execution and
delivery hereof by Borrower, Agent and each Lender.
5. Representations and Warranties. Borrower hereby repeats the
representations and warranties set forth in Article 6 of the Loan Agreement on
and as of the date hereof.
6. Loan Agreement Remains in Effect. Except as expressly amended by this
Amendment, the Loan Agreement shall remain in full force and effect.
7. Choice of Law. This Amendment shall be governed by and construed in
accordance with the laws of the State of Washington without regard to principles
of conflicts of laws.
ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY. TO EXTEND CREDIT.
OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE
UNDER WASHINGTON LAW.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective officers or agents thereunto duly authorized as of
the date first above written.
BORROWER:
SHURGARD STORAGE CENTERS, INC.
By /s/ XXXXXXX XXXXX
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Its Senior Vice President
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Address: 0000 Xxxxx Xxxxxx
Xxxxx 0000
Xxxxxxx, XX 00000
Attn: Xxxxxxx Xxxxx
Telephone: (000) 000-0000
Telefax: (000) 000-0000
LENDERS:
SEAFIRST BANK
By /s/ Xxxxxx Xxxxxx
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Its Vice President
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Address: Columbia Seafirst Center
Floor 11
000 Xxxxx Xxxxxx
Xxxxxxx, XX 00000
Attn: Xxxxxx Xxxxxx
Metropolitan Commercial Banking
Division
Telephone: (000) 000-0000
Telefax: (000) 000-0000
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KEYBANK NATIONAL ASSOCIATION
By /s/ Xxxxxxxx Xxxxxxxx
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Its Vice President
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Address: 000 Xxxxx Xxxxxx
Xxxxx 00
Xxxxxxx, XX 00000
Attn: Xxxxxxxx Xxxxxxxx
Telephone: (000) 000-0000
Telefax: (000) 000-0000
U.S. BANK
By /s/ Miles Xxxxxxxxxxx
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Its Vice President
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Address: 0000 Xxxxx Xxxxxx,
Xxxxx 00, XXX000
Xxxxxxx, XX 00000
Attn: Miles Xxxxxxxxxxx
Telephone: (000) 000-0000
Telefax: (000) 000-0000
LASALLE NATIONAL BANK
By /s/ Xxxxx Xxxxxxxxxx
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Its First Vice President
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Address: 000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attn: Xxxxx Xxxxxxxxxx
Telephone: (000) 000-0000
Telefax: (000) 000-0000
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AGENT:
SEAFIRST BANK
By /s/ Xxxx Xxxxx
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It's A.V.P.
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Address: Seafirst Bank
000 Xxxxx Xxx., Xxxxx 00
Xxxxxxx, XX 00000
Attn: Seafirst Agency Services
Telephone: (000) 000-0000
Telefax: (000) 000-0000
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