Exhibit 10.1
AMENDMENT NO. 2
TO
AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment")
dated as of February 9, 2007, is entered into among GLADSTONE BUSINESS LOAN,
LLC, as the Borrower, DEUTSCHE BANK AG, NEW YORK BRANCH ("Deutsche Bank") and
KEYBANK, NATIONAL ASSOCIATION ("KeyBank"), as Committed Lenders (collectively,
the "Committed Lenders"), Deutsche Bank and KeyBank as Managing Agents (in such
capacity, collectively the "Managing Agents") and Deutsche Bank as
Administrative Agent (in such capacity, the "Administrative Agent").
Capitalized terms used herein without definition shall have the meanings
ascribed thereto in the "Credit Agreement" referred to below.
PRELIMINARY STATEMENTS
A.
Reference is made to that certain Amended and Restated Credit
Agreement dated as of May 26, 2006 among the Borrower, Gladstone Management
Corporation, as Servicer, the CP Lenders, the Committed Lenders, the Managing
Agents and the Administrative Agent (as amended, modified or supplemented from
time to time, the "Credit Agreement").
B.
The parties hereto have agreed to amend certain provisions of the
Credit Agreement upon the terms and conditions set forth herein.
SECTION 1.
AMENDMENT.
SUBJECT TO THE SATISFACTION OF THE CONDITIONS SET FORTH
IN SECTION 3 HEREOF, THE PARTIES HERETO HEREBY AGREE:
(I)
TO DELETE THE DEFINITION OF "FACILITY AMOUNT" IN SECTION 1.1 AND
SUBSTITUTE THE FOLLOWING THEREFOR:
Facility Amount:
At any time, $170,000,000; provided, however, that on or after
the Termination Date, the Facility Amount shall be equal to the amount of
Advances outstanding.
(II)
TO DELETE CLAUSE (A) IN THE DEFINITION OF "COMMITMENT" IN SECTION
1.1 AND SUBSTITUTE THE FOLLOWING THEREFOR:
(a) for each Committed Lender, the commitment of such Committed Lender to fund
any Advance to the Borrower in an amount not to exceed $85,000,000, as such
amount may be modified in accordance with the terms hereof;
SECTION 2.
REPRESENTATIONS AND WARRANTIES.
THE BORROWER HEREBY REPRESENTS AND
WARRANTS TO EACH OF THE OTHER PARTIES HERETO, THAT:
(A)
THIS AMENDMENT CONSTITUTES ITS LEGAL, VALID AND BINDING
OBLIGATION, ENFORCEABLE AGAINST IT IN ACCORDANCE WITH ITS TERMS; AND
(B)
ON THE DATE HEREOF, BEFORE AND AFTER GIVING EFFECT TO THIS
AMENDMENT, OTHER THAN AS AMENDED OR WAIVED PURSUANT TO THIS AMENDMENT, NO EARLY
TERMINATION EVENT OR UNMATURED TERMINATION EVENT HAS OCCURRED AND IS CONTINUING.
SECTION 3.
CONDITIONS.
(A)
THIS AMENDMENT SHALL BECOME EFFECTIVE ON THE FIRST BUSINESS DAY
(THE "EFFECTIVE DATE") ON WHICH THE ADMINISTRATIVE AGENT OR ITS COUNSEL HAS
RECEIVED COUNTERPART SIGNATURE PAGES OF THIS AMENDMENT, EXECUTED BY EACH OF THE
PARTIES HERETO.
SECTION 4.
REFERENCE TO AND EFFECT ON THE TRANSACTION DOCUMENTS.
(A)
UPON THE EFFECTIVENESS OF THIS AMENDMENT, (I) EACH REFERENCE IN
THE CREDIT AGREEMENT TO "THIS CREDIT AGREEMENT", "THIS AGREEMENT", "HEREUNDER",
"HEREOF", "HEREIN" OR WORDS OF LIKE IMPORT SHALL MEAN AND BE A REFERENCE TO THE
CREDIT AGREEMENT AS AMENDED OR OTHERWISE MODIFIED HEREBY, AND (II) EACH
REFERENCE TO THE CREDIT AGREEMENT IN ANY OTHER TRANSACTION DOCUMENT OR ANY OTHER
DOCUMENT, INSTRUMENT OR AGREEMENT EXECUTED AND/OR DELIVERED IN CONNECTION
THEREWITH, SHALL MEAN AND BE A REFERENCE