Common use of INDEX OF APPENDICES Clause in Contracts

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 9.1(a) - Form of Assignment Exhibit B-1 - Application for Standby Letter of Credit Schedule 1.1 - Agent's Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of November 30, 2010 among CONSOLIDATED ENTERTAINMENT, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada corporation (“Borrower”); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b1.1(b)(i) - Form of Term A Note Exhibit 1.1(b)(ii) - Form of Term B Note Exhibit 1.1(b)(v) - Borrowers' Ratable Share of Term Loans Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.1(d)(i) - Form of Notice of Acquisition Advance Exhibit 1.1(d)(i)(2) - Form of Joinder Agreement Exhibit 1.1(d)(ii) - Form of Acquisition Loan Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Exhibit B-1 - Application for Standby Letter of Credit Agreement Schedule 1.1 - Agent's Representatives Responsible Individual Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, ; FEIN Disclosure Schedule 3.4(a3.4(A) - Financial Statements Disclosure Schedule 3.4(b3.4(B) - Pro Forma Disclosure Schedule 3.4(c3.4(C) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Advisor's Fees Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Material Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.2 - Existing Investments Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT Annex A (this “Agreement”Recitals) - Definitions Annex B (SECTION 1.2) - Letters of Credit Annex C (SECTION 1.8) - Cash Management System Annex D (SECTION 2.1(a), dated as ) - Schedule of November 30, 2010 among CONSOLIDATED ENTERTAINMENT, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada corporation Additional Closing Documents Annex E (“Borrower”SECTION 4.1(a); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation ) - Financial Statements and Projections -- Reporting Annex F (in its individual capacity, “GE Capital”SECTION 4.1(b), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.) - Collateral Reports

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' ’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b1.1(b)(i)(B) - Form of Term Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 9.1(a9.1(b) - Form of Assignment Agreement Exhibit A-1 - Corporate Expense Allocation Basis Exhibit B-1 - Application Request for Standby Letter of Credit Schedule 1.1 - Agent's ’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a3.4(A) - Financial Statements Disclosure Schedule 3.4(b3.4(B) - Pro Forma Disclosure Schedule 3.4(c3.4(C) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Disclosure Schedule 3.24 - Cable Franchise Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 5.4 - Insurance Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of November 30December 31, 2010 among CONSOLIDATED ENTERTAINMENTNORTHLAND CABLE TELEVISION, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada Washington corporation (“NCTV”) and NORTHLAND CABLE PROPERTIES, INC., a Washington corporation (“NCPI” and together with NCTV each a “Borrower” and collectively the “Borrowers”); NCTV, as Borrower Representative; the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Lenders’ Wire Transfer Information Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' Wire Transfer Information Annex I (Section 11.1011.9) - Notice Addresses Annex J D (from Annex A- Commitments definition) A – - Commitments as of Closing Date Commitments definition) Annex E (from Annex A – - Assessed Equipment Assessed Equipment definition) Exhibit 1.1(a)(i1.2(a) - Form of Notice of Revolving Credit Advance Advance/Election of BA Periods Exhibit 1.1(a)(ii1.2(b) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.5(e1.2(d) - Form of Notice of Conversion/Continuation Extension Exhibit 9.1(a1.4(b) - Form of Term Loan B Note Exhibit 3.4(b) - Form of Notice of Rollover or Conversion Exhibit 5.1(b) - Form of Borrowing Base Certificate Exhibit 6.8(a) - Form of Environmental Certificate Exhibit 11.1(b) - Form of Assignment Exhibit B-1 Agreement Schedule 5.4 - Application for Standby Letter of Credit Schedule 1.1 - Agent's Representatives Insurance Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 4.1 - Type of Entity; State Jurisdiction of Organization Disclosure Schedule 3.2 4.2 - Executive Offices, Collateral Locations, FEIN Locations Disclosure Schedule 3.4(a4.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c4.4(b) - Projections Disclosure Schedule 3.6 4.7 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Labour Matters Disclosure Schedule 3.8 4.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 4.10 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 4.11 - Litigation Disclosure Schedule 3.14 4.12 - Pension and Benefit Plans Disclosure Schedule 4.13 - Brokers Disclosure Schedule 3.15 4.14 - Intellectual Property Disclosure Schedule 3.17 4.16 - Hazardous Materials Disclosure Schedule 3.18 4.17 - Insurance Disclosure Schedule 3.19 4.18 - Deposit and Disbursement Accounts Disclosure Schedule 3.22 4.19 - Government Contracts Disclosure Schedule 4.21 - Bonds; Patent, Trademark Trademark, Industrial Design Licenses Disclosure Schedule 6.3 6.1 - Trade Names Disclosure Schedule 7.4 - Indebtedness Disclosure Schedule 6.4(a7.5(a) - Transactions with Affiliates Disclosure Schedule 6.7 7.5(b) - Transactions with Employees Disclosure Schedule 7.7 - Guaranteed Indebtedness Disclosure Schedule 7.8 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT Amended and Restated Credit Agreement (this “Agreement”), dated as of November 30December 31, 2010 2008, among CONSOLIDATED ENTERTAINMENT, INCEVEREADY ENERGY SERVICES CORP., f/k/a Consolidated Amusement Theatres, Inc., a Nevada corporation incorporated under the laws of Alberta (“Borrower”); , the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation and GE CANADA ASSET FINANCING HOLDING COMPANY (in its individual capacity, “GE CapitalCanada” or “Agent”), for itselfitself as Lender and Agent, [The names of Lenders have been omitted from the SEDAR version of this Agreement in accordance with National Instrument 51-102 in order to comply with the confidentiality requirements of Section 13.13 of this Agreement], as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' ’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- A - Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 Annex E - Application for Standby Letter Form of Credit Compliance Certificate Schedule 1.1 - Agent's ’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.5 - Material Adverse Effect Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.21 - Customer and Trade Relations Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Disclosure Schedule 3.27 - Key Contracts Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.2 - Existing Investments Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of November 30June 6, 2010 2006, among CONSOLIDATED ENTERTAINMENTOREGON STEEL XXXXX, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada Delaware corporation (“OSM”), NEW CF&I, INC., a Delaware corporation (“New CF&I”), CF&I STEEL, L.P., a Delaware limited partnership (“CF&I”), COLORADO AND WYOMING RAILWAY COMPANY, a Delaware corporation (“C&W”) (OSM, New CF&I, CF&I and C&W is each individually referred to herein as, a “Borrower” and, collectively, as the “Borrowers”); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as Lender, and as Agent for Lenders; GE CAPITAL FINANCIAL, INC., as an L/C Issuer (an “L/C Issuer”); and the other Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D C (Section 2.1(a)) - Closing Checklist Annex E D (Section 4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G E (Section 6.10) - Financial Covenants Annex H F (Section 9.9(a)) - Lenders' ’ Wire Transfer Information Annex I G (Section 11.10) - Notice Addresses Annex J H (from Annex A- A-Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i1.1(a) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term SCIL Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 6.1 Form of Acquisition Compliance Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 E-1 Form of Compliance Certificate Exhibit ECF - Application for Standby Letter Form of Credit Excess Cash Flow Computation Exhibit PA - Permitted Adjustments Schedule 1.1 - SCIL Agent's ’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 2.1(f) - Capital Structure Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Material Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.4(b) - Transactions with Employees Disclosure Schedule 6.7 - Existing Liens Disclosure Schedule 6.12 - Permitted Sale–Leasebacks This AMENDED AND RESTATED SCIL CREDIT AGREEMENT (this “Agreement”), dated as of November 30June 29, 2010 2004, among CONSOLIDATED ENTERTAINMENTROLLER BEARING COMPANY OF AMERICA, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada Delaware corporation (“Borrower”); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as SCIL Lender, and as SCIL Agent for SCIL Lenders, and the other SCIL Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.5(e4.1(b) - Form of Notice of Conversion/Continuation Borrowing Base Certificate Exhibit 9.1(a5.9(b)(i) - Form of Assignment Landlord’s Agreement Exhibit B-1 5.9(b)(ii) - Application for Standby Letter Form of Credit Landlord’s Consent to Leasehold Mortgage Schedule 1.1 A (Recitals) - Agent's Defined Terms Schedule B - Lender’s Representatives Disclosure Schedule 1.4 C - Sources Cash Management System Schedule D - Closing Agenda Schedule E - Financial Statements and Uses; Funds Flow Memorandum Projections -- Reporting Schedule F - Collateral Reports Schedule G - Financial Covenants Schedule H - Lenders’ Wire Transfer Information Schedule I - Notice Addresses Disclosure Schedule 3.1 - Type of Entity; State of Organization Organizational Information Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Location Information Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate Owned and Leases Leased Properties Disclosure Schedule 3.7 - Labor Matters Issues Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.10 - Taxes Disclosure Schedule 3.11 - Tax Matters ERISA Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.16 - Environmental Issues Disclosure Schedule 3.17 - Hazardous Materials Insurance Disclosure Schedule 3.18 - Insurance Bank Accounts Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Government Contracts Disclosure Schedule 3.22 3.21 - Bonds; Patent, Trademark Licenses Material Agreements Disclosure Schedule 6.3 5.1 - Indebtedness Trade Names Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT LOAN AGREEMENT (this “Agreement”), dated as of November 302007 among BIG CO PROPERTIES, 2010 among CONSOLIDATED ENTERTAINMENTLLC, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada corporation an Ohio limited liability company (“Borrower”); the other Credit Loan Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATIONand TIGHT FISTED US NATIONAL BANK, a Delaware corporation national banking association (in its individual capacity, “GE CapitalLender”), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.

INDEX OF APPENDICES. Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.81.7) - Cash Management System Annex D (Section 2.1(a)) - Closing Checklist Annex E (Section 4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders' ’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- A - Commitments definition) - Commitments as of Closing Date - Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 - Application for Standby Letter of Credit Schedule 1.1 - Agent's ’s Representatives Schedule 1.1(b) - Ratable Shares of each Borrower Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 2.3(a) Deposit and Disbursement Accounts to be Closed Disclosure Schedule 2.3(d) Financing Statement/Judgment Terminations Disclosure Schedule 2.3(e) Good Standing Certificates Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN FEIN; Organization Identification Numbers Disclosure Schedule 3.4(a3.4(A) - Financial Statements Disclosure Schedule 3.4(b3.4(B) - Pro Forma 2003 Balance Sheet Disclosure Schedule 3.4(c3.4(C) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Material Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of November 30March 17, 2010 2004 among CONSOLIDATED ENTERTAINMENTONESOURCE HOLDINGS, INC., f/k/a Consolidated Amusement Theatres, Inc., a Nevada Delaware corporation (“OHI”), SOUTHERN MANAGEMENT CO., an Alabama partnership (“SMC”), and each of OHI’s Subsidiaries identified on the signature pages hereof (such Subsidiaries, together with OHI and SMC are sometimes collectively referred to herein as “Borrowers” and individually as a “Borrower”); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.