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Exhibit 10.26j
FOURTH AMENDMENT
THIS FOURTH AMENDMENT (this "Amendment") is made and entered
into as of this 15th day of February, 2000, by and among GT Interactive Software
Corp., a Delaware corporation (the "Borrower"), and Infogrames Entertainment SA
(the "Lender").
Statement of Purpose
The Borrower is a party to the Credit Agreement, dated as of
September 11, 1998 (as heretofore amended, supplemented or otherwise modified,
the "Credit Agreement"), among the Borrower, the lenders from time to time
parties thereto (the "Existing Lenders") and First Union National Bank, as
administrative agent for the Existing Lenders (the "Existing Agent").
Capitalized terms used herein and not otherwise defined shall have their
respective meanings set forth in the Credit Agreement.
Pursuant to a Master Assignment and Acceptance, dated as of
the date hereof (the "Assignment and Acceptance"), the Lender has acquired all
of the commitments of each of the Existing Lenders under the Credit Agreement.
Simultaneously with the acquisition by the Lender of the
commitments under the Credit Agreement pursuant to the Assignment and
Acceptance, the Existing Agent has resigned as Administrative Agent under the
Credit Agreement and the other Loan Documents, and the Borrower has informed the
Existing Agent that the Borrower and the Lender, as the sole lender under the
Credit Agreement on the date hereof, has appointed the Lender as successor
Administrative Agent under the Credit Agreement and the other Loan Documents
pursuant to Section 12.9 of the Credit Agreement.
In connection with the resignation of the Existing Agent and
pursuant to a Collateral Assignment Agreement, dated as of the date hereof (the
"Collateral Assignment Agreement"), the Existing Agent has assigned to the
Lender, as successor Administrative Agent under the Credit Agreement, all of the
Existing Agent's right, title and interest in the Collateral and the Collateral
Documents (each such capitalized term as defined in the Collateral Assignment
Agreement).
The Borrower and the Lender have requested that certain
Letters of Credit described on Schedule A hereto that were issued under the
Credit Agreement and are outstanding on the date hereof remain outstanding until
the expiry thereof by their respective terms and have requested that the
Existing Agent, as Issuing Lender under the Credit Agreement, enter into a
Reimbursement and Cash Collateral Agreement pursuant to which such Letters of
Credit, subject to the terms and conditions hereof, will remain outstanding.
In connection with the aforesaid, the Borrower has requested
that the Lender agree to amend certain provisions of the Credit Agreement as set
forth more fully below and, subject to the terms and conditions hereof, the
Lender is willing to agree to such requested amendments.
NOW THEREFORE, for good and valuable consideration, the
receipt and adequacy of which is hereby acknowledged, the parties hereto agree
as follows:
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SECTION 1. AMENDMENTS.
1.1 Amendments to Section 1.1 (Definitions). Section 1.1 of the
Credit Agreement is hereby amended by adding the following new defined term in
its proper alphabetical order:
"Reimbursement and Cash Collateral Agreement" means the
Reimbursement and Cash Collateral Agreement, dated as of February 15,
2000, between the Borrower and First Union.
1.2 Amendment to Article X (Negative Covenants). Article X of the
Credit Agreement is hereby amended by:
(a) adding new paragraph (j) at the end of Section 10.1 as
follows:
"(j) Debt of the Borrower under the Reimbursement and
Cash Collateral Agreement.";
and
(b) adding new paragraph (l) at the end of Section 10.3 as
follows:
"(l) Liens of First Union securing Debt under the
Reimbursement and Cash Collateral Agreement.".
SECTION 2. MISCELLANEOUS.
2.1 Continuing Effect; No Other Amendments or Waivers. Except as
expressly amended pursuant to this Amendment, the Credit Agreement is and shall
continue to be in full force and effect in accordance with its terms, and this
Amendment shall not constitute the Lender's consent or indicate its willingness
to consent to any other amendment, modification or waiver of the Credit
Agreement or the other Loan Documents.
2.2 Counterparts. This Amendment may be executed by the parties
hereto on one or more counterparts, and all of such counterparts shall be deemed
to constitute one and the same instrument. This Amendment may be delivered by
facsimile transmission of the relevant signature pages hereof.
2.3 Governing Law. This Amendment shall be governed by, and
construed and interpreted in accordance with, the law of the State of New York.
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IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be executed and delivered by their respective duly authorized
officers as of the date first above written.
GT INTERACTIVE SOFTWARE CORP.
By:______________________________
Name:
Title:
INFOGRAMES ENTERTAINMENT SA,
as Administrative Agent and Lender
By:______________________________
Name:
Title:
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