EXHIBIT 10.15(C)
ASSUMPTION AGREEMENT
June 17, 2002
TO: The Agent and the Lenders that
are parties to the Credit Agreement
referred to below
Please refer to the Amended and Restated Credit Agreement (Five Year) dated
as of May 29, 2001 (as amended or otherwise modified on or prior to the date
hereof, the "Credit Agreement") among NASCO International, Inc., as Borrower
(the "Borrower"), the commercial lending institutions party thereto and Bank of
America, N.A., as Administrative Agent (the "Agent"). This Assumption Agreement
is delivered pursuant to Section 3.1 of the First Amendment to the Credit
Agreement.
The undersigned, The Aristotle Corporation, hereby (a) assumes all rights
and obligations of the Borrower under the Credit Agreement and the other Loan
Documents (as defined in the Credit Agreement), (b) acknowledges that it has
received a copy of the Credit Agreement and each of the other Loan Documents as
in effect on the date hereof and (c) acknowledges that it shall be bound by the
provisions of the Credit Agreement and the other Loan Documents (to the extent
the Borrower was party thereto) as if it were an original signatory thereto and
that all references to the "Borrower" in the Credit Agreement and each other
Loan Document shall hereafter be deemed to be references to The Aristotle
Corporation.
This Assumption Agreement shall be governed by, and construed in accordance
with, the laws of the State of Illinois applicable to contracts made and to be
performed entirely within such State.
IN WITNESS WHEREOF, the undersigned has duly executed and delivered this
Assumption Agreement as of the date and year first written above.
THE ARISTOTLE CORPORATION
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Chief Financial Officer
