Pursuant to Amendment No. 10, the Borrowers and the Lenders party thereto have agreed to amend and restate the Existing Credit Agreement in the form hereof. The amendment and restatement of the Existing Credit Agreement evidenced by this Agreement shall become effective as provided in Amendment No. 10. Accordingly, the parties hereto agree as follows:
Pursuant to Amendment No. 11, the Credit Agreement was amended to provide, among other things, for a temporary increase in the Total General Revolving Commitment from $160,000,000 to $181,000,000, and the Lenders made General Revolving Loans to the Borrower reflecting usage of such temporary increase (such General Revolving Loans reflecting such usage are referred to herein as the "DECEMBER BRIDGE LOANS").
Pursuant to Amendment No. 1 to the Original Credit Agreement, dated as of May 19, 2006, among other things, Holdings was permitted to replace CRC Intermediate Holdings, Inc. as Holdings under the Original Credit Agreement. Immediately prior to the Restatement Effective Date, the Original Term Lenders under the Original Credit Agreement held Original Term Loans under the Original Credit Agreement in the aggregate principal amount of $243,775,000. Simultaneously with the consummation of the merger of Madrid Merger Corporation, a California corporation, with and into Aspen Education Group, Inc., a California corporation (“Aspen”), with Aspen as the surviving corporation (such transactions, the “Aspen Acquisition”), the New Term Lenders extended credit to the Borrower in the form of New Term Loans, having substantially identical terms and conditions as the Original Term Loans, in an initial aggregate principal amount of $175,500,000. The proceeds of the New Term Loans made on the Restatement Effective Date, together with the proceeds of (i) the Holdings Loans and (ii) the Aspen Equity Contributions, were used, in part, to finance the repayment of then outstanding Revolving Credit Loans and certain existing Indebtedness of Aspen and its Subsidiaries, pay the Aspen Acquisition Consideration and the Aspen Transaction Expenses. On the Second Restatement Effective Date, the parties to the Original Credit Agreement as in effect immediately prior thereto agreed to amend and restate such Original Credit Agreement, and certain Existing Term Loans were reclassified into Term B-2 Loans in an aggregate principal amount of $309,052,743.94, and certain Existing Revolving Credit Commitments were reclassified into Extended Maturity Revolving Credit Commitments in an aggregate amount of $63,000,000. On the Third Restatement Effective Date, the Term B-3 Lenders provided to the Borrower in the form of Term B-3 Loans pursuant to Section 2.15 of the Original Credit Agreement, Refinancing Term Loans in an aggregate principal amount of $87,600,000 (the “Term Loan Refinancing”), the proceeds of which were used to finance the repayment in full of all of the then outstanding Term B-1 Loans and all other Obligations in respect thereof on the Third Restatement Effective Date. After giving effect to the Term Loan Refinancing on the Third Restatement Effective Date, the parties hereto have agreed to amend and restate the Original Credit Agreement in its entirety as provided in this Agreement on and as of the Third ...
Pursuant to Amendment No. 1, the Borrowers have designated Bekins Van Lines Co., a Nebraska corporation ("BVL"), as an additional Domestic Borrower under the Loan Agreement.
Pursuant to Amendment No. 2 to the Purchase Agreement, on November 10, 2008, the parties converted the Prior Notes (including accrued and unpaid interest thereon) into a Promissory Note dated November 10, 2008 in the principal amount of $9,800,000 (the “First Amended Note”), the obligations under which remain secured by the Original Security Agreement.
Pursuant to Amendment No. 3 to Amended and Restated Line of Credit Agreement and Waiver dated as of January 9, 1998 ("Amendment No. 3 and Waiver"), GUKLL was added as a Borrower for the limited purpose of making standby letters of credit available to GUKLL. Standby letters of credit were also made available to GUKL pursuant to Amendment No. 3 and Waiver. Pursuant to Amendment No. 4 to Amended and Restated Line of Credit Agreement dated as of January 30, 1998, TGC's liquidity covenant was amended for and only for TGC's fiscal year ending as of January 31, 1998. Pursuant to Amendment No. 5 to Amended and Restated Line of Credit Agreement dated as of March 9, 1998 ("Amendment No. 5"), cash advances for use by TGC were made available under the Agreement, TGC's tangible net worth covenant was amended, TGC's liquidity covenant was further amended, and a requirement for certain additional guaranties was added to the Agreement.
Pursuant to Amendment No. 9 to Amended and Restated Credit Agreement, dated as of May 31, 2000 ("AMENDMENT NO. 9"), the Credit Agreement was amended to extend the maturity of the Prior Bridge Loans and such temporary increase in the Total General Revolving Commitment from May 31, 2000 to June 30, 2000, all as more fully set forth therein.
Pursuant to Amendment No. 1, certain provisions of the Existing Credit Agreement shall be amended as reflected herein. The Lenders have indicated their willingness to lend on the terms and subject to the conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Pursuant to Amendment No. 1 Licensee agreed to pay Activision an additional nonrefundable, recoupable Advance in the total amount of $143,750 in consideration of the sublicense rights granted to Licensee by Activision with respect to EON and the SOF Agreement and the Elite Force Agreement (i.e., $71,875 per each Agreement). In consideration of the further rights granted to Licensee pursuant to this Amendment No. 2 with respect to Codemasters and the SOF Agreement and the Elite Force Agreement, Licensee agrees to pay Activision an additional non-refundable Advance in the amount of $56,250, in addition to the $143,750 payable under Amendment No. 1, bringing the total additional non-refundable, recoupable Advance due and payable by Licensee with respect to the sublicense of rights under the SOF Agreement and the Elite Force Agreement to $200,000. The parties acknowledge and agree that Licensee has already made a payment to Activision in the amount of $71,875 pursuant to Amendment No. 1, thus leaving a total balance due of $128,125 ($200,000 minus $71,875). Licensee agrees to pay Activision such remaining balance due of $128,125 via wire transfer within one (1) business day of execution of this Amendment No 2. The parties further acknowledge and agree that the $200,000 total additional, non- refundable, recoupable Advance due and payable by Licensee shall be recoupable only from the Royalties due and payable by Licensee to Activision pursuant to Section 4 of this Amendment No. 2 pertaining to sales or licenses of units of the Product by Codemasters, and shall expressly not be recoupable on a cross-collateralized basis with respect to any other Royalties due end payable by Licensee to Activision under the SOF Agreement and the Elite Force Agreement.
Pursuant to Amendment No. 1 to the Credit Agreement which Amendment was dated as of August 6, 1996 by and between the Borrower, the lenders thereto and The Bank of New York, as Issuer, Swing Line Lender and Agent (the "Agent") and the Intercreditor Agreement dated as of August 6, 1996, by and between Bank One and the Agent, as acknowledged by the Borrower (the "Intercreditor Agreement"), Bank One extended to Borrower a certain Twenty Million Dollar ($20,000,000.00) revolving line of credit (the "Swing Line") which is evidenced by the Note and a Standby Letter of Credit No. 047769 dated April 25, 1996 in the amount of $75,608.33 ("Bank One Letter of Credit"). The Borrower granted Bank One a security interest in certain collateral pursuant to the Bank One Security Agreement dated as of August 6, 1996 ("Original Security Agreement").
