Exhibit 10.30
SECOND AMENDMENT TO
AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENT
THIS SECOND AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENT (this “Amendment”) is made as of the 25th day of November, 2019, by and among GPM INVESTMENTS, LLC, a Delaware limited liability company, GPM SOUTHEAST, LLC, a Delaware limited liability company, GPM1, LLC, a Delaware limited liability company, GPM2, LLC, a Delaware limited liability company, GPM3, LLC, a Delaware limited liability company, GPM4, LLC, a Delaware limited liability company, GPM5, LLC, a Delaware limited liability company, GPM6, LLC, a Delaware limited liability company, GPM8, LLC, a Delaware limited liability company, and GPM9, LLC, a Delaware limited liability company (individually and collectively, jointly and severally, whether one or more, the “Borrower”), VILLAGE PANTRY, LLC, an Indiana limited liability company (“Grantor”; taken together with Borrower, “Obligors” and each an “Obligor”), and M&T BANK, a New York banking corporation (the “Bank”).
RECITALS
WHEREAS, Borrower and Bank entered into that certain Amended, Restated and Consolidated Credit Agreement dated as of December 21, 2016, as modified and amended by that certain First Amendment to Amended, Restated and Consolidated Credit Agreement dated as of November 16, 2017 (collectively, as further modified or amended from time to time, the “Credit Agreement”; capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement);
WHEREAS, simultaneously with the execution and delivery of this Amendment, Borrower is selling certain of the Collateral and acquiring certain additional real property and improvements thereon which Obligors desire to add to the Collateral for the Obligations; and
WHEREAS, Obligors and Bank mutually desire to modify and amend the provisions of the Credit Agreement in the manner hereinafter set out, it being specifically understood that, except as herein modified and amended, the terms and provisions of the Credit Agreement shall remain unchanged and continue in full force and effect as therein written.
AGREEMENT
NOW, THEREFORE, effective as of the date first written above, Obligors and Bank, in consideration of Bank’s continued extension of credit and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the foregoing, hereby agree that the Credit Agreement shall be, and the same hereby is, modified and amended as follows:
A. Conditions Precedent to Effectiveness of Modification. This Amendment shall not be effective unless each of the following conditions shall have been satisfied in Bank’s sole discretion or waived by Bank, for whose sole benefit such conditions exist: (a) Obligors shall have executed and delivered this Amendment to Bank; (b) Bank shall have executed this Amendment; and (c) Borrower shall have paid to Bank all fees due and payable in connection with this Amendment, including, without limitation, (i) a modification fee in the amount of $25,000.00, and (ii) all administrative expenses, legal fees (including attorneys’ fees) and/or out-of-pocket expenses.
B. Modifications. Upon satisfaction of the foregoing conditions precedent, the Credit Agreement shall be, without further act or deed, modified and amended as follows:
1. Section 1 of the Credit Agreement is hereby modified and amended as follows:
| | (a) | The following definition of “E-Z Mart Stores” is hereby added in alphabetical order: |
“E-Z Mart Stores” shall mean Collateral identified as Stores 4411, 4450, 4211, 4258 and 4318 on the Exhibit “A” attached hereto and made a part hereof.
| | (b) | The definition of “Mortgage” is hereby deleted and restated in its entirety as follows: |
“Mortgage” shall mean, individually and collectively, (i) those certain Mortgages and Assignments of Rents and Leases dated of even date herewith executed by GPM Southeast, as mortgagor, for the benefit of the Bank, encumbering the Li’l Cricket Stores, as modified or amended from time to time, (ii) that certain Mortgage and Assignment of Rents and Leases dated as of November 16, 2017 executed by Village Pantry, LLC, an Indiana limited
