Exhibit 10.1
SIXTH AMENDMENT TO
REVOLVING CREDIT AND
LETTER OF CREDIT LOAN
AGREEMENT
THIS SIXTH AMENDMENT TO REVOLVING CREDIT AND
LETTER OF CREDIT LOAN AGREEMENT (this “ Amendment
”) is entered into February 13, 2007, by and between, U.S.
XPRESS ENTERPRISES, INC., a Nevada corporation (the “
Borrower ”), and SUNTRUST BANK, BANK OF AMERICA, N.A.,
LASALLE BANK NATIONAL ASSOCIATION, BRANCH BANKING AND TRUST
COMPANY, NATIONAL CITY BANK, REGIONS FINANCIAL CORPORATION
(collectively the “ Lenders ”), and SUNTRUST
BANK, in its capacity as Administrative Agent for the Lenders (the
“ Administrative Agent ”).
RECITALS:
A. The Borrower, Administrative Agent and the
Lenders previously entered into that certain Revolving Credit and
Letter of Credit Loan Agreement dated October 14, 2004 (as
previously amended and as it may be amended from time to time, the
“Credit Agreement”).
B. The Borrower, Administrative Agent and the
Lenders desire to further amend the Credit Agreement to clarify
that the calculation of Consolidated Net Worth under Section 6.4 of
the Credit Agreement shall be reduced by certain stock redemptions
allowable under Section 7.5 of the Credit Agreement.
C. Capitalized terms not otherwise defined herein
shall have the meanings ascribed to such terms in the Credit
Agreement.
NOW, THEREFORE, in consideration of the premises
and for other good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, the Borrower,
Administrative Agent and the Lenders executing this Amendment agree
as follows:
1. Amendment to Section 6.4 . Section 6.4 of the Credit Agreement concerning
“Consolidated Tangible Net Worth” is amended by adding
the following provision at the end thereof:
Notwithstanding any provision of this Section to
the contrary, the required Consolidated Tangible Net Worth shall be
reduced by the allowable stock redemptions made under Section
7.5 since February 27, 2006.
2. Conditions . The effectiveness of this Amendment is subject
to the satisfaction of the following conditions
precedent:
(a) The Lenders shall have received this Amendment
duly executed by the Borrower and the Guarantors;
(b) The representations and warranties in the Loan
Documents, as amended hereby, shall be true and correct in all
material respects as of the date hereof as if made on the date
hereof, except for such representations and warranties limited by
their terms to a specific date; and
(c) No Default shall exist.
3. Payment of Expenses . The Borrower agrees to pay or reimburse the
Administrative Agent for all its reasonable out-of-pocket costs and
expenses incurred in connection with the preparation and
ex
