Exhibit 10.1
AMENDMENT NO. 4
TO
LOAN AND SECURITY AGREEMENT
AMENDMENT NO. 4 (this "Amendment"), dated as of December 28, 2006, by and among
K-SEA OPERATING PARTNERSHIP L.P. (the "Borrower"), the several financial
institutions party hereto (the "Lenders"), KEYBANK NATIONAL ASSOCIATION, as
Administrative Agent for the Lenders (in such capacity, the "Administrative
Agent") and as collateral trustee for the Lenders, and LASALLE BANK, NATIONAL
ASSOCIATION, as syndication agent.
RECITALS
A.
BORROWER, THE LENDERS AND THE ADMINISTRATIVE AGENT ARE PARTIES TO
A LOAN AND SECURITY AGREEMENT, DATED AS OF MARCH 24, 2005 (AS HERETOFORE
AMENDED, AND AS IT MAY BE FURTHER AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE
MODIFIED FROM TIME TO TIME, THE "LOAN AGREEMENT").
UNLESS OTHERWISE DEFINED
HEREIN, ALL CAPITALIZED TERMS USED HEREIN OR IN THE ACKNOWLEDGEMENT AND CONSENT
ANNEXED HERETO SHALL HAVE THE MEANINGS ASCRIBED TO THEM IN THE LOAN AGREEMENT.
B.
BORROWER HAS REQUESTED THAT THE ADMINISTRATIVE AGENT AND THE
LENDERS AMEND THE LOAN AGREEMENT IN CERTAIN RESPECTS.
C.
THE ADMINISTRATIVE AGENT HAS ADVISED BORROWER THAT THE LENDERS ARE
WILLING TO AGREE TO ITS REQUESTS TO AMEND THE LOAN AGREEMENT ON THE TERMS AND
SUBJECT TO THE CONDITIONS SET FORTH IN THIS AMENDMENT.
Accordingly, in consideration of the foregoing, the parties hereto hereby agree
as follows:
1.
AMENDMENTS TO LOAN AGREEMENT.
(A)
ADDITIONAL DEFINITIONS.
SECTION 1.01 OF THE LOAN AGREEMENT IS
HEREBY AMENDED BY ADDING THE FOLLOWING NEW DEFINITIONS IN THE APPROPRIATE
ALPHABETICAL ORDER:
"Amendment No. 4" means Amendment No. 4 to Loan and Security Agreement, dated as
of December 28, 2006, among Borrower, the Lenders party thereto and the
Administrative Agent.
"Amendment No. 4 Effective Date" means as of December 28, 2006.
"Fair Market Value" means, with respect to any Pool Vessel, the fair market
value of such Pool Vessel as reasonably determined by the Administrative Agent
or by independent appraisers appointed by the Administrative Agent at the
expense of Borrower.
"Net Worth" means the excess of total assets over total liabilities, total
assets and total liabilities each to be determined in accordance with
GAAP consistent with those applied in the preparation of the Financial
Statements referred to in Section 6.01 hereof.
"Total Capitalization" means, as of any date, the sum of Net Worth at such date
plus Total Funded Debt at such date.
"Total Funded Debt to Total Capitalization Ratio" means, at any date of
determination, the ratio of Total Funded Debt divided by Total Capitalization.
(B)
AMENDMENTS TO DEFINITIONS.
(I)
APPLICABLE MARGIN.
SECTION 1.01 OF THE LOAN AGREEMENT IS HEREBY
AMENDED BY DELETING THE DEFINITION OF "APPLICABLE MARGIN" IN ITS ENTIRETY AND
SUBSTITUTING THE FOLLOWING THEREFOR:
"Applicable Margin" means, at all times during the applicable periods set forth
below: (a) with respect to Base Rate Loans, the percentage set forth below under
the heading "Base Rate Margin" and adjacent to such period, (b) with respect to
LIBOR Loans, the percentage set forth below under the heading "LIBOR Margin" and
adjacent to such period and (c) with respect to the Commitment Fees, the
percentage set forth