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EXHIBIT 10.1
TENTH AMENDMENT TO LOAN INSTRUMENTS
THIS TENTH AMENDMENT TO LOAN INSTRUMENTS (this "Tenth Amendment"), dated
as of November 3, 1998, is among CITADEL BROADCASTING COMPANY, CITADEL LICENSE,
INC., CITADEL COMMUNICATIONS CORPORATION, each a Nevada corporation, FINOVA
CAPITAL CORPORATION, a Delaware corporation, in its individual capacity and as
Agent for all Lenders (this and all other capitalized terms used but not
elsewhere defined herein shall have the respective meanings ascribed to such
terms in the Loan Agreement defined below), and the Lenders which are parties
hereto.
R E C I T A L S
A. Borrowers, Agent and Lenders entered into an Amended and Restated
Loan Agreement dated as of July 3, 1997 (such Amended and Restated Loan
Agreement, as amended to the date hereof, hereinafter is referred to as the
"Loan Agreement").
B. Borrowers have requested that Lenders amend the Loan Agreement to
increase the amount of permitted L/C Guaranty Obligations from $5,000,000 to
$10,000,000.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. AMENDMENT TO LOAN AGREEMENT. The Loan Agreement is hereby amended by
deleting subsection 2.2.1 of the Loan Agreement in its entirety and substituting
the following in lieu thereof:
"2.2.1 OBLIGATION OF LENDERS. Subject to the conditions set forth in
Section 2.3, each Lender severally agrees to make Additional Loans to
Borrowers and to issue L/C Guaranties on behalf of Borrowers from time to
time on or after the Closing Date to the Maturity Date, in the case of
Additional Loans, and to the L/C Expiration Date, in the case of L/C
Guaranties (i) except Additional Loans shall be made pursuant to
subsection 2.4.3 after the Maturity Date (by acceleration) to pay L/C
Guaranty Obligations incurred pursuant to L/C Guaranties issued prior to
the L/C Expiration Date and (ii) provided at no time shall the aggregate
amount of such Lender's Loans and L/C Guaranty Obligations exceed such
Lender's Commitment and the L/C Guaranty Obligations of all Lenders exceed
$10,000,000. The failure of any Lender to perform its obligations
hereunder or under any other Loan Instrument shall not affect the
obligations of Borrowers under this Loan Agreement or any other Loan
Instrument nor shall any other Lender or Agent be liable for the failure
of such Lender to perform its obligations hereunder or under such other
Loan Instrument."
2. FEES AND EXPENSES. Borrowers hereby agree to reimburse Lenders for
all reasonable fees and expenses incurred in connection with the consummation of
the transactions contemplated by this Tenth Amendment.
3. REPRESENTATIONS AND WARRANTIES. In order to induce Lenders to
execute this Tenth Amendment, each Obligor represents and warrants to Lenders
that the representations and warranties made by each such Person in each of the
Loan Instruments to which such Person is a party, as such Loan Instruments have
been amended, are true and correct in all material respects as of the date
hereof, except to the extent such representations and warranties by their nature
relate to an earlier date.
4. CONFIRMATION OF EFFECTIVENESS. Guarantor hereby consents to the
execution of this Tenth Amendment. Each Obligor hereby agrees that each Loan
Instrument executed by such Person remains in full force and effect in
accordance with the original terms thereof as amended.
5. COUNTERPARTS. This Tenth Amendment may be executed in one or more
counterparts, each of which counterparts shall be deemed to be an original, but
all such counterparts when taken together shall constitute one and the same
instrument.
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IN WITNESS WHEREOF, this Tenth Amendment has been executed and
delivered by each of the parties hereto by a duly authorized officer of each
such party on the date first set forth above.
CITADEL BROADCASTING COMPANY,
CITADEL LICENSE, INC. and
CITADEL COMMUNICATIONS CORPORATION, each a Nevada
corporation
By:___________________________________________________
Donna L. Heffner
Vice President of each corporation
FINOVA CAPITAL CORPORATION, a Delaware corporation,
individually and as Agent
By:___________________________________________________
Name:_________________________________________________
Title:________________________________________________
BANKBOSTON, N.A.
By:___________________________________________________
Name:_________________________________________________
Title:________________________________________________
NATIONSBANK OF TEXAS, N.A.
By:___________________________________________________
Name:_________________________________________________
Title:________________________________________________
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THE BANK OF NEW YORK
By:___________________________________________________
Name:_________________________________________________
Title:________________________________________________
UNION BANK OF CALIFORNIA, N.A.
By:___________________________________________________
Name:_________________________________________________
Title:________________________________________________
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