CLAIMS, COUNTERCLAIMS, CAUSES
OF ACTION OF ANY KIND OR NATURE WHATSOEVER WITH RESPECT TO THE LOAN DOCUMENTS OR
THE INDEBTEDNESS EVIDENCED
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AND SECURED THEREBY, OR WITH RESPECT TO ANY OTHER DOCUMENTS OR INSTRUMENTS NOW
OR HEREAFTER EVIDENCING, SECURING OR IN ANY WAY RELATING TO THE LOAN, OR WITH
RESPECT TO THE ADMINISTRATION OR FUNDING OF THE LOAN; AND THAT BORROWER DOES
HEREBY EXPRESSLY WAIVE, RELEASE AND RELINQUISH ALL SUCH DEFENSES, SETOFFS,
OBJECTIONS, CLAIMS, COUNTERCLAIMS AND CAUSES OF ACTION;
(C)
BORROWER HAS RECEIVED NO NOTICE WITH
RESPECT TO, AND TO THE BEST OF ITS KNOWLEDGE, THERE ARE NOT ANY VIOLATIONS OF,
ANY PAST OR PRESENT GOVERNMENTAL REGULATIONS, ORDINANCES, STATUTES, CODES, OR
ORDERS OF ANY TYPE, FORMAL OR INFORMAL, WITH RESPECT TO THE COLLATERAL GRANTED
PURSUANT TO THE LOAN DOCUMENTS;
(D)
THERE IS NO ACTUAL OR THREATENED LITIGATION
INVOLVING OR AFFECTING THE BORROWER OR GUARANTOR, OR ANY OF THEIR PROPERTIES,
WHICH MAY HAVE A MATERIALLY ADVERSE EFFECT ON THE FINANCIAL CONDITIONS OR
OPERATIONS OF SUCH PERSONS; AND
(E)
THE COVENANTS, WARRANTIES AND
REPRESENTATIONS OF BORROWER IN THE LOAN DOCUMENTS REMAIN TRUE AND CORRECT.
5.
AMENDMENTS TO LOAN DOCUMENTS.
UPON SATISFACTION OF THE
CONDITIONS PRECEDENT SET FORTH ABOVE, THE LOAN DOCUMENTS SHALL BE AMENDED AS
FOLLOWS:
(A)
THE MATURITY DATE (AS DEFINED IN THE LOAN
DOCUMENTS) IS EXTENDED FROM FEBRUARY 19, 2007 TO AUGUST 15, 2011;
(B)
THE "LOAN" AND ALL LOAN DOCUMENTS ARE
AMENDED TO REFERENCE THE CURRENT UNPAID PRINCIPAL BALANCE OF $1,350,534.16;
(C)
ALL REFERENCES IN THE LOAN DOCUMENTS TO
"BORROWER" ARE HEREBY AMENDED TO REFER TO GRANITE CITY FOOD & BREWERY, LTD.,
FORMERLY KNOWN AS FOUNDERS FOOD & FIRKINS, LTD.;
(D)
THE LIMITED GUARANTY OF ARTHUR E. PEW III
AND THE GUARANTY OF WILLIAM BURDICK ARE HEREBY TERMINATED;
(E)
SECTION 5.2(A) OF THE LOAN AGREEMENT IS
HEREBY DELETED IN ITS ENTIRETY;
(F)
SECTION 5.2(B) OF THE LOAN AGREEMENT IS
HEREBY DELETED AND REPLACED WITH THE FOLLOWING:
"Create or suffer to exist any Lien on the Premises or other Collateral (as each
such term is defined in the Leasehold Mortgage dated July 19, 2001 from the
Borrower in favor of the Bank, as amended) except (i) Liens in favor of the
Bank, (ii) other Liens permitted by the Leasehold Mortgage or Security
Agreement, and (iii) purchase money Liens that secure indebtedness incurred to
purchase fixed assets, provided such Liens attach only to the fixed assets so
purchased."
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(G)
THE SECURITY AGREEMENT IS AMENDED TO LIMIT
THE LENDER'S LIEN AND SECURITY INTERESTS FOR THIS LOAN TO THE BORROWER'S
COLLATERAL LOCATED AT THE PROJECT; AND
(H)
BORROWER CONSENTS TO LENDER FILING AMENDED
UCC-1 FINANCING STATEMENTS WITH THE CASS COUNTY, NORTH DAKOTA RECORDER AND THE
MINNESOTA SECRETARY OF STATE CONSISTENT WITH THIS AGREEMENT.
6.
LOAN TERMS.
EXCEPT ONLY AS MAY BE AMENDED AND/OR MODIFIED
HEREIN, ALL OF THE TERMS, CONDITIONS AND COVENANTS OF THE LOAN DOCUMENTS SHALL
REMAIN IN FULL FORCE AND EFFECT.
BREACH OF ANY OF THE REPRESENTATIONS AND
WARRANTIES IN THIS AGREEMENT OR FAILURE BY THE BORROWER TO