AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of April. 6, 2004, is made and entered into by and among WELLS FARGO FOOTHILL, INC., a California corporation ("Lender"), EARL SCHEIB, INC., a Delaware corporation ("Parent"), and EARL SCHEIB REALTY CORP., a California corporation ("ES Realty") (Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the "Borrower"). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in that certain Loan and Security Agreement entered into as of August 4, 2003 between Lender and Borrower (the "Original Agreement"), as amended as of August 29, 2003 (the "First Amendment") and February 19, 2004 (the "Second Amendment").
Elden Holding Group, LLC 15206 Ventura Blvd., Suite 306 Sherman Oaks, CA 91403Scheib Earl Inc • July 27th, 2004 • Services-automotive repair, services & parking
This letter (this “Extension Letter”) is entered into for the purpose of amending certain provisions of the Letter of Intent dated May 13, 2004 (the “Letter of Intent”) between Earl Scheib, Inc. (“Scheib”) and Elden Holding Group, LLC or an affiliate of Elden Holding Group, LLC (jointly referred to below as the “Buyer”).
AXION SOLUTIONS INC. SERVICE AGREEMENT AXION SOLUTIONS INC. SERVICES AGREEMENT FOR EARL SCHEIB, INC.Services Agreement • January 7th, 2005 • Scheib Earl Inc • Services-automotive repair, services & parking • California
This Services Agreement (the “Agreement”) is between AXION SOLUTIONS INC. with its principal place of business at 30 Corporate Park, Suite 400 Irvine, CA 92606 (AXION) and Earl Scheib, Inc. with its principal place of business at 15206 Ventura Boulevard, Suite 200, Sherman Oaks, CA 91403 herein referred to as (CUSTOMER). The provisions of this Agreement shall apply to Services provided to Customer, in the United States, under this Agreement. When completed and executed by both parties, this Services Agreement shall evidence the Services to be provided and Customer’s payment obligation for same.
AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 15th, 2005 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of February 2, 2005, is made and entered into by and among WELLS FARGO FOOTHILL, INC., a California corporation (“Lender”), EARL SCHEIB, INC., a Delaware corporation (“Parent”), and EARL SCHEIB REALTY CORP., a California corporation (“ES Realty”) (Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the “Borrower”). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in that certain Loan and Security Agreement entered into as of August 4, 2003 between Lender and Borrower (the “Original Agreement”), as amended as of August 29, 2003 (the “First Amendment”), February 19, 2004 (the “Second Amendment”), April 6, 2004 (the “Third Amendment”) and June 24, 2004 (the “Fourth Amendment”) (the Original Agreement, the First Amendment, the Second Amendment, the Third Amendment and the Fourth Amendment, collectively, the “Agreeme
ADDENDUM A Customer: Earl Scheib, Inc. 15206 Ventura Boulevard, Suite 200, Sherman Oaks, CA 91403End User License Agreement • December 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking
This addendum amends the Axion End User License Agreement, (“Agreement”) dated December 27, 2004, by and between AXION SOLUTIONS, INC. (“AXION” shall have the meaning set forth in such Agreement) and EARL SCHEIB, INC. in consideration of their mutual promises and subject to its Terms and Conditions as follows.
LOAN AND SECURITY AGREEMENT by and among EARL SCHEIB, INC. and EARL SCHEIB REALTY CORP., collectively, as Borrower, and WELLS FARGO FOOTHILL, INC., as Lender Dated as of August 4, 2003Loan and Security Agreement • August 15th, 2003 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of August 4, 2003 between WELLS FARGO FOOTHILL, INC., a California corporation (“Lender”), EARL SCHEIB, INC., a Delaware corporation (“Parent”), EARL SCHEIB REALTY CORP., a California corporation (“ES Realty”), (Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the “Borrower”).
END USER LICENSE AGREEMENTEnd User License Agreement • December 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking • California
This End User License Agreement is made as of December 27, 2004 (“Effective Date”) by and between Axion Solutions, Inc. (“Axion”), a California corporation having a principal place of business at 30 Corporate Park, Suite 400, Irvine, CA 92606 and Earl Scheib, Inc. (“Licensee”), having a principal place of business at 15206 Ventura Boulevard, Suite 200, Sherman Oaks, CA 91403.
AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of February 19, 2004, is made and entered into by and among WELLS FARGO FOOTHILL, INC., a California corporation ("Lender"), EARL SCHEIB, INC., a Delaware corporation ("Parent"), and EARL SCHEIB REALTY CORP., a California corporation ("ES Realty")(Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the "Borrower"). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in that certain Loan and Security Agreement entered into as of August 4, 2003 between Lender and Borrower (the "Original Agreement"), as amended as of August 29, 2003 (the "First Amendment").
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of August 29, 2003, is made and entered into by and among WELLS FARGO FOOTHILL, INC., a California corporation ("Lender"), EARL SCHEIB, INC., a Delaware corporation ("Parent"), and EARL SCHEIB REALTY CORP., a California corporation ("ES Realty") (Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the "Borrower"). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in that certain Loan and Security Agreement entered into as of August 4, 2003 between Lender and Borrower (the "Original Agreement").
ATTACHMENT 1 ORDER FORM SCHEDULE (ENTERPRISE PRICING)Scheib Earl Inc • December 28th, 2004 • Services-automotive repair, services & parking
This Order Form Schedule ("Schedule") is made as of December 27, 2004 ("Schedule Effective Date") by and between Earl Scheib, Inc., with principal place of business at 15206 Ventura Boulevard, Suite 200, Sherman Oaks, CA 91403 ("Licensee") and Axion Solutions, Inc. ("Sublicensor”). This Schedule shall be submitted to PeopleSoft USA after execution by both Licensee and Sublicensor.
Addendum to Order Form ScheduleScheib Earl Inc • December 28th, 2004 • Services-automotive repair, services & parking
This addendum amends the Order Form Schedule, (“Schedule”) dated December 27, 2004, by and between AXION SOLUTIONS, INC. (“Axion”) and EARL SCHEIB, INC. (“Licensee”) in consideration of their mutual promises and subject to its Terms and Conditions as follows.
ELDEN HOLDING GROUP, LLC 15206 VENTURA BOULEVARD, SUITE 306 SHERMAN OAKS, CALIFORNIA 91403Scheib Earl Inc • May 20th, 2004 • Services-automotive repair, services & parking • Delaware
This letter (this “Letter of Intent”) outlines the principal terms of the proposed acquisition of Earl Scheib, Inc., a Delaware corporation (“Scheib”), by Elden Holding Group, LLC or an affiliate of Elden Holding Group, LLC (jointly referred to below as the “Buyer”). Except as provided for in Paragraph 13 of this Letter of Intent, this Letter of Intent is not binding on either Scheib or Buyer and is intended solely as a summary of the contemplated terms of the proposed Merger.
AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 28th, 2004 • Scheib Earl Inc • Services-automotive repair, services & parking • California
THIS AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of June 24, 2004, is made and entered into by and among WELLS FARGO FOOTHILL, INC., a California corporation ("Lender"), EARL SCHEIB, INC., a Delaware corporation ("Parent"), and EARL SCHEIB REALTY CORP., a California corporation ("ES Realty") (Parent and ES Realty are referred to hereinafter collectively, jointly and severally, as the "Borrower"). Capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in that certain Loan and Security Agreement entered into as of August 4, 2003 between Lender and Borrower (the "Original Agreement"), as amended as of August 29, 2003 (the "First Amendment'), February 19, 2004 (the "Second Amendment") and April 6, 2004 (the "Third Amendment").
