AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 1.1. Section 1 of the Note Purchase Agreements is hereby amended by adding two new paragraphs at the end thereof reading in their entirety as set forth below: As an inducement to you entering into Amendment No. 1 to Note Purchase Agreements, the Company has executed and delivered or will cause to be executed and delivered, or simultaneously with the execution and delivery of Amendment No. 1 to Note Purchase Agreements will execute and deliver, and the Notes, together with all other Obligations (as defined in the Intercreditor Agreement described below), will be secured by, the Security Agreement dated as of July 1, 2003 (the "Security Agreement") from the Company and each Material Subsidiary to Bank of America, N.A., as Collateral Agent (the "Collateral Agent"), pursuant to which the Company and each Material Subsidiary shall grant a security interest (which shall be a pari passu, first priority, perfected security interest, subject to Liens permitted by Section 10.5) in the collateral defined therein to the Collateral Agent for the benefit of the holders of the Notes, certain other creditors of the Company and Bank of America, N.A. (the "Bank"), which Security Agreement will be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit A. In addition, pursuant to that certain Intercreditor Agreement dated as of July 1, 2003 (the "Intercreditor Agreement") among the Company, the Bank, individually and as Collateral Agent, certain other creditors of the Company and the holders of the Notes, which shall be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit B, the Bank, such other creditors and the holders of the Notes have agreed, among other things, to share in the manner set forth therein the proceeds arising from the disposition of Collateral subject to the Security Agreement.
Section 1.2. A new sentence is hereby added to the end of Section 8.2 of the Note Purchase Agreements reading in its entirety as set forth below: If amounts are to be applied to the principal of the Notes pursuant to the terms of the Intercreditor Agreement, such principal amount together with interest owing thereon to the prepayment date pursuant to the Intercreditor Agreement and the Make-Whole Amount, if any, with respect to such principal amount of each Note shall be due and payable on such date.
Section 1.3. The definition of "Reinvestment Yield" in Section 8.6 of the Note Purchase Agreements is...
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. 1.1 Section 10.5 of each Note Purchase Agreement is amended by inserting the following proviso at the end thereof: "; provided, however, that solely during such period of time Consolidated EBITDA for the period of four fiscal quarters ended September 30, 2001 is Navigant International, Inc. October 10, 2001 Page Two relevant, the Company may permit such ratio to be in excess of 2.75:1.00 but not greater than 3.75:1.00."
1.2 The following is added to each Note Purchase Agreement as a new Section 9.10 thereof:
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 10.5 of each Note Purchase Agreement is amended and restated as of June 29, 2003 in its entirety, as follows: Navigant International, Inc. July 28, 2003
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 1.1. Section 2 of the Note Purchase Agreements is hereby amended as of the date hereof by deleting the reference to “(the “Other Agreements”)” appearing therein and substituting the reference “(as amended, restated, supplemented or modified from time to time, the “Other Agreements”)” therefor.
Section 1.2. Section 8.1 of the Note Purchase Agreements is hereby amended and restated in its entirety as of the date hereof as follows:
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 2.1. Section 9 of the Note Purchase Agreements is hereby amended as of the date hereof by adding a new Section 9.8 thereto as follows:
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Promptly upon receipt thereof, a copy of any amendments, modifications or supplements to any agreement or instrument evidencing any obligation of the Borrower under the Note Purchase Agreements or any agreement or instrument related thereto.
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. 4.1 Section 1.1 of each of the Class A Note Purchase Agreement, the Class B Note Purchase Agreement and the Class C Note Purchase Agreement is hereby amended by adding the following definitions in the appropriate alphabetical order:
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. 1.1 Amendment of Schedule 5.4. Schedule 5.4 of the Note Purchase Agreements is amended to add HSI Aviation, Inc., a Missouri corporation, and a wholly-owned subsidiary of Huntco Steel, Inc., formed on October 8, 1996. The original Schedule 5.4 shall be replaced in its entirety by the attached Schedule 5.4.
1.2 Amendment of Schedule 5.15. Schedule 5.15 of the Note Purchase Agreement shall be deleted in its entirety and replaced by the attached Schedule 5.15.
1.3 Amendment of Section 10.4 Section 10.4 of the Note Purchase Agreements is amended by adding the following new paragraph (f):
AMENDMENTS TO NOTE PURCHASE AGREEMENTS. 1.1 Section 10.2 of each Note Purchase Agreement is amended to insert the following language in clause (a) thereof immediately following the semi- colon: "provided that if the Restricted Subsidiary that is merged is a Guarantor, then any Wholly-Owned Restricted Navigant International, Inc. February 11, 2002 Page Two Subsidiary into which such Restricted Subsidiary merges shall be a Guarantor immediately prior to consummation of such merger;"
1.2 Section 10.5 of each Note Purchase Agreement is amended and restated in its entirety effective December 31, 2001, as follows:
AMENDMENTS TO NOTE PURCHASE AGREEMENTS
