EX-10.19.4 4 w65713exv10w19w4.htm EXHIBIT 10.19.4 exv10w19w4
 

Exhibit 10.19.4

FOURTH AMENDMENT TO
REVOLVING CREDIT AGREEMENT

     FOURTH AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of August 15, 2002 (the “Amendment Date”), between MERISTAR H & R OPERATING COMPANY, L.P. (“Borrower”) and MERISTAR HOSPITALITY OPERATING PARTNERSHIP, L.P. (“Lender”).

RECITALS

     A.     Lender and Borrower are parties to that certain Revolving Credit Agreement, dated as of August 3, 1998, as amended by Amendment to Revolving Credit Agreement dated as of February 29, 2000, Second Amendment to Revolving Credit Agreement, dated as of January 28, 2002 and Third Amendment to Revolving Credit Agreement, dated as of July 31, 2002 (as so amended, the “Credit Agreement”).

     B.     Borrower and Lender desire to amend the Credit Agreement in certain respects.

     NOW, THEREFORE, Borrower and Lender agree as follows:

     1.     This Amendment shall become effective as of the Amendment Date if on or prior to the close of business on August 30, 2002 (the “Termination Date”) the following conditions precedent have been satisfied:

       A. Lender shall have received counterparts of this Amendment executed by the Borrower and the Guarantors.
 
       B. The representations and warranties contained in the Credit Agreement shall be true and correct in all material respects both as of the Amendment Date except for changes which individually or in the aggregate do not constitute a Material Adverse Change.
 
       C. No Default or Event of Default shall exist as of either the Amendment Date or the date the other conditions to this Amendment’s effectiveness are satisfied.
 
       D. The Senior Credit Agreement shall be amended (the “Senior Credit Amendment”) to permit the matters contemplated by this Amendment.

     2.     From and after the Amendment Date, Section 4.08(a) of the Credit Agreement is amended by adding at the end of such paragraph immediately prior to the period the phrase “and (iii) the repurchase of the Parent’s currently outstanding common stock as permitted by the provisions of Section 6.08”. From and after the Amendment Date, Section 4.08(b) of the Credit Agreement is amended by adding after the first use of the phrase “Margin Stock” the phrase “(excluding the repurchase of the Parent’s currently outstanding common stock as permitted by the provisions of Section 6.08)”.

     3.     From and after the Amendment Date, Section 6.08 of the Credit Agreement is amended by adding at the end of such paragraph the phrase “except for such Restricted Payments as may be permitted by the Senior Credit Agreement (including the repurchase of the Parent’s currently outstanding stock), in each

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case to the extent and subject to the limitations and conditions set forth in the Senior Credit Agreement as amended by the Senior Credit Amendment.”

     4.     Any defined terms used in this Amendment and not otherwise defined shall have the meanings given to them in the Credit Agreement.

     5.     Each party hereto represents to the other parties hereto that such party is authorized to execute this Amendment. In addition, Borrower and the Guarantors represent and warrant to Lender that (a) the representations and warranties contained in this Amendment and the Credit Agreement are true and correct in all material respects as of the Amendment Date except for changes which individually or in the aggregate do not constitute a Material Adverse Change, (b) no Default or Event of Default exists as of the Amendment Date except for any such Default or Event of Default as is expressly waived or eliminated by this Amendment, and (c) such Persons have no claims, offsets, or counterclaims with respect to their respective obligations under the Credit Agreement or the Guaranty as of the Amendment Date.

     6.     As amended hereby, the Credit Agreement is ratified and shall remain in full force and effect.

     IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

 
MERISTAR H & R OPERATING COMPANY, L.P.
 
By: Interstate Hotels & Resorts, Inc., its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
MERISTAR HOSPITALITY OPERATING PARTNERSHIP, L.P.
 
By: MeriStar Hospitality Corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

 


 

JOINDER, CONSENT AND RATIFICATION

     The Guarantors join in and consent to the terms and provisions of the attached Amendment and agree that the Amended and Restated Guaranty(the “Guaranty”) executed by the Guarantors each dated July 31, 2002 remains in full force and effect, and further that the Guaranteed Obligations (as defined in the Guaranty) include the additional obligations of the Borrower under the attached Amendment.

     This Joinder, Consent and Ratification is dated as of the date of the Amendment.

 
INTERSTATE HOTELS & RESORTS, INC.
a Delaware corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
BRIDGESTREET CORPORATE HOUSING WORLDWIDE, INC.
a Delaware corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
MERISTAR MANAGEMENT (CANMORE) LTD.
a British Columbia (Canada) corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
MERISTAR MANAGEMENT (VANCOUVER-METROTOWN) LTD.
a British Columbia (Canada) corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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BRIDGESTREET CANADA, INC.
an Ontario (Canada) corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
BRIDGESTREET ACCOMMODATIONS, LTD.
Incorporated under the laws of England and Wales
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
BRIDGESTREET ACCOMMODATIONS
LONDON LIMITED
Incorporated under the laws of England and Wales
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
BRIDGESTREET WARDROBE PLACE LIMITED
Incorporated under the laws of England and Wales
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
LORYT(1) LIMITED
Incorporated under the laws of England and Wales
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
APALACHEE BAY SAS
Incorporated under the laws of France
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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MERISTAR MANAGEMENT COMPANY, L.L.C.
a Delaware limited liability company
 
MERISTAR AGH COMPANY, L.L.C.
a Delaware limited liability company
 
CAPSTAR WINSTON COMPANY, L.L.C.
a Delaware limited liability company
 
CAPSTAR BK COMPANY, L.L.C.
a Delaware limited liability company
 
CAPSTAR KCII COMPANY, L.L.C.
a Delaware limited liability company
 
CAPSTAR WYANDOTTE COMPANY, L.L.C.
a Delaware limited liability company
 
CAPSTAR ST. LOUIS COMPANY, L.L.C.
a Delaware limited liability company
 
MERISTAR LAUNDRY, L.L.C.
a Delaware limited liability company
 
MERISTAR PRESTON CENTER, L.L.C.
a Delaware limited liability company
 
MERISTAR HGI COMPANY, L.L.C.
a Delaware limited liability company
 
MERISTAR STORRS COMPANY, L.L.C.
a Delaware limited liability company
 
By: MeriStar H & R Operating Company, L.P.
a Delaware limited partnership, its managing member
 
By: Interstate Hotels & Resorts, Inc.
a Delaware corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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MERISTAR VACATIONS, L.L.C.
a Delaware limited liability company
 
THE NETEFFECT STRATEGIC ALLIANCE, LLC
a Delaware limited liability company
 
MERISTAR FLAGSTONE, LLC
a Delaware limited liability company
 
By: MeriStar H & R Operating Company, L.P.
a Delaware limited partnership, its managing member
 
By: Interstate Hotels & Resorts, Inc.
a Delaware corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
BRIDGESTREET TEXAS, L.P.
a Delaware limited partnership
 
By: BridgeStreet Nevada, LLC
a Delaware limited liability company, its partner
 
By: BridgeStreet Corporate Housing Worldwide, Inc.
a Delaware corporation, its member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
By: BridgeStreet Arizona, LLC
a Delaware limited liability company, its partner
 
By: BridgeStreet Corporate Housing Worldwide, Inc.
a Delaware corporation, its member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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BRIDGESTREET MARYLAND, LLC
a Delaware limited liability company
 
BRIDGESTREET MINNEAPOLIS, LLC
a Delaware limited liability company
 
BRIDGESTREET MIDWEST, LLC
a Delaware limited liability company
 
BRIDGESTREET ARIZONA, LLC
a Delaware limited liability company
 
BRIDGESTREET NEVADA, LLC
a Delaware limited liability company
 
BRIDGESTREET SOUTHWEST, LLC
a Delaware limited liability company
 
BRIDGESTREET OHIO, LLC
a Delaware limited liability company
 
BRIDGESTREET CALIFORNIA, LLC
a Delaware limited liability company
 
BRIDGESTREET COLORADO, LLC
a Delaware limited liability company
 
BRIDGESTREET NORTH CAROLINA, LLC
a Delaware limited liability company
 
BRIDGESTREET RALEIGH, LLC
a Delaware limited liability company
 
By: BridgeStreet Corporate Housing Worldwide, Inc.
a Delaware corporation, member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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INTERSTATE HOTELS COMPANY
a Delaware corporation
 
INTERSTATE INVESTMENT CORPORATION
a Delaware corporation
 
INTERSTATE PARTNER CORPORATION
a Delaware corporation
 
INTERSTATE PROPERTY CORPORATION
a Delaware corporation
 
INTERSTATE/KP HOLDING CORPORATION
a Delaware corporation
 
NORTHRIDGE HOLDINGS, INC.
a Delaware corporation
 
IHC HOLDINGS, INC.
a Delaware corporation
 
INTERSTATE MEMBER INC.
a Delaware corporation
 
CROSSROADS HOSPITALITY MANAGEMENT COMPANY
a Delaware corporation
 
COLONY HOTELS AND RESORTS COMPANY
a Delaware corporation
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
NORTHRIDGE INSURANCE COMPANY
a corporation organized under the laws of the Cayman Islands
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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INTERSTATE PROPERTY PARTNERSHIP, L.P.
a Delaware limited partnership
 
By: Interstate Property Corporation
a Delaware corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
INTERSTATE/DALLAS GP, L.L.C.
a Delaware limited liability company
 
By: Interstate Property Corporation
a Delaware corporation, its managing member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
INTERSTATE KISSIMMEE PARTNER, L.P.
a Delaware limited partnership
 
By: Interstate/KP Holding Corporation
a Delaware corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
INTERSTATE HOTELS, LLC
a Delaware limited liability company
 
By: Northridge Holdings, Inc.
a Delaware corporation, its managing member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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INTERSTATE PITTSBURGH HOLDINGS, L.L.C.
a Delaware limited liability company
 
INTERSTATE MANCHESTER COMPANY, L.L.C.
a Delaware limited liability company
 
By: Interstate Property Partnership, L.P.
a Delaware limited liability company, their sole member
 
By: Interstate Property Corporation
a Delaware corporation, its general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
INTERSTATE HOUSTON PARTNER, L.P.
a Delaware limited partnership
 
INTERSTATE/DALLAS PARTNERSHIP, L.P.
a Delaware limited partnership
 
By: Interstate Property Corporation
a Delaware corporation, their general partner
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
HILLTOP EQUIPMENT LEASING COMPANY, L.P.
a Delaware limited partnership
 
By: PAH-Hilltop GP, LLC
a Delaware limited liability company, its general partner
 
By: Interstate Hotels, LLC
a Delaware limited liability company, its sole member
 
By: Northridge Holdings, Inc.
a Delaware corporation, its managing member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO
 
CONTINENTAL DESIGN AND SUPPLIES COMPANY, L.L.C.

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a Delaware limited liability company
 
IHC MOSCOW SERVICES, L.L.C.
a Delaware limited liability company
 
PAH-HILLTOP GP, LLC
a Delaware limited liability company
 
PAH-CAMBRIDGE HOLDINGS, LLC
a Delaware limited liability company
 
CROSSROADS HOSPITALITY COMPANY, L.L.C.
a Delaware limited liability company
 
IHC INTERNATIONAL DEVELOPMENT (UK), L.L.C.
a Delaware limited liability company
 
IHC SERVICES COMPANY, L.L.C.
a Delaware limited liability company
 
CROSSROADS HOSPITALITY TENANT COMPANY, L.L.C.
a Delaware limited liability company
 
By: Interstate Hotels, LLC
a Delaware limited liability company, their managing member
 
By: Northridge Holdings, Inc.
a Delaware corporation, its managing member
 
By: /s/ John Emery

Name: John Emery
Title: President and COO

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