CPI Corp s/ Barry Arthur ------------------------------------ Barry Arthur Executive Vxxx Xxxxxxxxt, CFO 1706 Washington Avenue Sx. Xxxxx, Xxxxxxxx 00000 Xxxxxxxxx: Xxxxx Xxxxxxial Officer Telecopy No.: (314) 878-4537 MERCANTIXX XXXX XXXXXXAL ASSOCIATION /s/ Timothy W. Hassler ------------------------------------ Timothy W. Hassler Assisxxxx Xxxx Xxxxxxxxt 721 Locust Street St. Loxxx, Xxxxxxxx 00000 Xxxxxxxxx: Xxxxx Xxxxxxate Accounts Telecopy No.: (314) 425-2162 HARRIS TXXXX XXX XXXXXGS BANK /x/ Donald J. Buse ------------------------------------ Donald J. Buse Vice Presxxxxx 111 West Monroe Street Cxxxxxx, Xxxxxxxx 00000 Xxxxxxxxx:__________________________ Telecopy No.: (312) 461-2591 THE SUMIXXXX XXXX, XXXITED /s/ Michael F. Murphy ------------------------------------ Michael F. Murphy Vice Pxxxxxxxx xxx Xxxxger /s/ Teresa A. Lekich ------------------------------------ Teresa A. Lekich Vice Prxxxxxxx 200 North Broadway Suite 0000 Xx. Xxxxx, Xxxxxxxx 00000 Xxxxxxxxx: _________________________ Telecopy No.: (314) 241-0736 MERCANTILE BANK NATIONAL ASSOCIATION, as Agent /s/ Timothy W. Hassler ------------------------------------ Timothy W. Hassler Assisxxxx Xxxx Xxxxxxxxt 721 Locust Street St. Loxxx, Xxxxxxxx 00000 Xxxxxxxxx: Xxxxx Xxxxxxate Accounts Telecopy No.: (314) 425-2162 SCHEDULE 3.02 EXISTING LETTERS OF CREDIT
CPI Corp guarantees all lines of credits to its subsidiaries and routinely guarantees leases entered into by subsidiaries. There are numerous intercompany accounts payable and notes arising in the ordinary course of the business of the Company and its subsidiaries. The above information represents both short- and long-term debt agreements of CPI Corp. as of its most recent fiscal period close, May 24, 1997. No additional short- or long-term debt, loan or guarantees agreements have been entered into as of June 16, 1995. SCHEDULE 5.12 EXISTING LIENS NONE SCHEDULE 5.16 PATENTS, LICENSES, TRADEMARKS, ETC. NONE SCHEDULE 5.17 ENVIRONMENTAL AND HEALTH AND SAFETY MATTERS Borrower and its Subsidiaries are required by Federal, state and local wastewater authorities to report or respond to any exceedance of assigned wastewater discharge limits. To date, all reports or violation notices were minor and had no Material Adverse Effect on the operations of Borrower and its Subsidiaries. SCHEDULE 6.02(l) RESTRICTIVE AGREEMENTS NONE EXHIBIT A REVOLVING CREDIT NOTE $________________ St. Louis, Missouri June 16, 1997 FOR VALUE RECEIVED, on the last day of the Revolving Credit Period, the undersigned, CPI CORP., a Delaware corporation ("Borrower"), hereby promises to pay to the order of ___________ __________________________________ ("Bank"), the principal sum of _______________ Million Dollars ($______________), or such lesser sum as may then constitute the aggregate unpaid principal amount of all Revolving Credit Loans made by Bank to Borrower pursuant to the Revolving Credit Agreement referred to below. The aggregate principal amount of Revolving Credit Loans which Bank shall be committed to have outstanding hereunder at any time shall not exceed _____________ Million Dollars ($_________), which amount may be borrowed, paid, reborrowed and repaid, in whole or in part, subject to the terms and conditions hereof and of the Revolving Credit Agreement referred to below. Borrower further promises to pay to the order of Bank interest on the aggregate unpaid principal amount of such Revolving Credit Loans on the dates and at the rate or rates provided for in the Revolving Credit Agreement. All such payments of principal and interest shall be made in lawful currency of the United States in Federal or other immediately available funds at the office of Mercantile Bank National Association, 721 Locust Street, St. Louis, Missouri 63101. Xxx Xxxxxxxxx Xxxxxx Xxxxx xxxx xx Xank and all repayments...
CPI Corp. Board Approval...............................20 8.7
CPI Corp. Guaranty ....................... 26 11.5 Notices .................................. 26 11.6
CPI Corp. BY: \s\ Barry Arthur ----------------------- Barry Xxxxxx Xhief Financial Officer
CPI Corp and its past, present, or future trusts, trustees, executors, estates, administrators, beneficiaries, foundations, agents, attorneys, employees, parents, subsidiaries, divisions, affiliates, officers, managers, directors, principals, members, direct or indirect affiliates, predecessors, predecessors-in-interest, successors, successors-in-interest, assigns, advisors, consultants, attorneys, personal or legal representatives, accountants, auditors, insurers, co-insurers, and reinsurers, and associates; and (c) anyone who acted for or on behalf of the Plan or its participants, including, but not limited to, Plan sponsors, administrators, attorneys, representatives, recordkeepers, service providers, trustees, agents, fiduciaries, consultants, and advisors, including but not limited to Xxxxxxx Xxxxxx Bank, as well as any other Xxxxxxx Xxxxxx entity with responsibilities to the Plan. Upon the Effective Date, Named Plaintiff and the Settlement Class will be permanently enjoined and barred from commencing or prosecuting any action asserting any of Plaintiff’s Released Claims, either directly, derivatively, representatively, or in any other capacity against any of the Plaintiff’s Released Persons.
CPI Corp an unlimited liability company organized under the laws of Nova Scotia (“CPI Canada”), CPI Portrait Studios of Canada Corp., an unlimited liability company organized under the laws of Nova Scotia (“Studios Canada”), CPI Canadian Images, an Ontario partnership (“Images Canada” and with CPI Canada and Studios Canada, each a “Canadian Guarantor”, and collectively, the “Canadian Guarantors”); and (v) Bank of America, N.A., as Administrative Agent (“Agent”) for the various financial institution parties identified as Lenders in the Loan Agreement (collectively, “Lenders”). Borrower, the Original Guarantors, the Additional Guarantors and the Canadian Guarantors are collectively referred to herein as the “Borrower Parties.” RECITALS A.Lenders extended a loan to Borrower (the “Loan”) pursuant to that certain Credit Agreement dated as of August 30, 2010, as amended by that certain First Amendment to Credit Agreement dated December 16, 2011 (the “First Amendment”), as further amended by that certain Forbearance Agreement dated May 18, 2012 (the “Forbearance Agreement”), as further amended by that certain Second Amendment to Credit Agreement dated as of June 6, 2012 (“Second Amendment”), as further amended by that certain Third Amendment to Credit Agreement dated as of August 28, 2012 (“Third Amendment” and as further amended by that certain Fourth Amendment to Credit Agreement dated as of November 9, 2012 (“Fourth Amendment”, and collectively with the above, the “Loan Agreement”). B.The Company and the Original Guarantors executed and delivered that certain Guaranty and Collateral Agreement dated as of August 30, 2010 (the “Guaranty/Collateral Agreement”), pursuant to which, among other things, the Original Guarantors guaranteed the Company's payment and performance of its obligations under the Loan Agreement and the Company and the Original Guarantors granted Administrative Agent a security interest in the Collateral (as defined therein). The Additional Guarantors executed and delivered a Joinder Agreement to the Guaranty/Collateral Agreement dated as of May 23, 2012, pursuant to which the Additional Guarantors assumed, jointly and severally with the Original Guarantors, all of the obligations of the Company and the Original Guarantors arising under the Guaranty/Collateral Agreement. As a condition precedent to the effectiveness of this Agreement, the Canadian Guarantors will execute and deliver a Joinder Agreement to the Guaranty/Collateral Agreement, pursuant to w...
CPI Corp. By: /s/Xxxxxx White Xxxxxx White Chairman, Compensation Committee Agreed to this 25 day of September, 2009 /s/Xxxxx X. Xxxxx Xxxxx X. Xxxxx
CPI Corp guarantees all lines of credits to its subsidiaries and routinely guarantees leases entered into by subsidiaries. There are numerous intercompany accounts payable and notes arising in the ordinary course of the business of the Company and its subsidiaries. The above information represents both short- and long-term debt agreements of CPI Corp. as of its most recent fiscal period close, May 24, 1997. No additional short- or long-term debt, loan or guarantees agreements have been entered into as of June 16, 1995.
CPI Corp guarantees all lines of credits to its subsidiaries and routinely guarantees leases entered into by subsidiaries.
