Exhibit 10.1
Execution Version
AMENDMENT NO. 7
TO
AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDMENT NO. 7 TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment")
dated as of May 23, 2008, is entered into among GLADSTONE BUSINESS LOAN, LLC,
(the "Borrower"), TAHOE FUNDING CORP., as CP Lender, RELATIONSHIP FUNDING
COMPANY, LLC, as CP Lender, DEUTSCHE BANK AG, NEW YORK BRANCH ("Deutsche Bank"),
KEYBANK, NATIONAL ASSOCIATION ("KeyBank") and BRANCH BANKING AND TRUST COMPANY
("BB&T"), as Committed Lenders (collectively, the "Committed Lenders"), Deutsche
Bank, KeyBank and BB&T 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 CONDITION SET FORTH
IN SECTION 3 HEREOF, THE PARTIES HERETO HEREBY AGREE:
(A)
TO DELETE THE DEFINITION OF "AMORTIZATION
PERIOD" IN SECTION 1.1 OF THE CREDIT AGREEMENT AND SUBSTITUTE THE FOLLOWING
THEREFOR:
Amortization Period: means the period beginning on the Termination Date and
ending on the Maturity Date.
(B)
TO DELETE THE DEFINITION OF "BORROWING BASE"
IN SECTION 1.1 OF THE CREDIT AGREEMENT AND SUBSTITUTE THE FOLLOWING THEREFOR:
Borrowing Base:
On any date of determination, the lesser of (a) (i) the
Aggregate Purchased Loan Balance minus (ii) the Required Equity Investment or
(b) an amount equal to 40% of the Aggregate Purchased Loan Balance.
(c)
to delete the definition of "Commitment Termination Date" in
Section 1.1 of the Credit Agreement and substitute the following therefor:
Commitment Termination Date:
June 6, 2008, or such later date to which the
Commitment Termination Date may be extended (if extended) in the sole discretion
of the Lenders in accordance with the terms of Section 2.1(b).
(D)
TO INSERT THE FOLLOWING CLAUSE (C) IN THE
DEFINITION OF "INTEREST RATE" IN SECTION 1.1 OF THE CREDIT AGREEMENT.
(c)
notwithstanding anything in clause (a) or (b) to the contrary, following
the occurrence and during the continuation of an Early Termination Event, a rate
equal to the Default Rate.
(E)
TO INSERT THE FOLLOWING DEFINED TERMS IN
SECTION 1.1 OF THE CREDIT AGREEMENT IN APPROPRIATE ALPHABETICAL ORDER:
"Default Rate" is defined in each Fee Letter.
"Maturity Date" means the date that is one year after the Termination Date.
The
Advances Outstanding will be due and payable in full on the Maturity Date.
(F)
TO DELETE SECTION 2.4(A) OF THE CREDIT
AGREEMENT AND SUBSTITUTE THE FOLLOWING THEREFOR:
(a) The Advances Outstanding shall be due and payable in accordance