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COURIER CORPORATION
COURIER CITIZEN COMPANY
COURIER COMPANIES, INC.
COURIER DELAWARE HOLDING CORPORATION
COURIER FOREIGN SALES CORPORATION LIMITED
COURIER INVESTMENT CORPORATION
COURIER KENDALLVILLE, INC.
COURIER PROPERTIES, INC.
COURIER STOUGHTON, INC.
COURIER WESTFORD, INC.
NATIONAL PUBLISHING COMPANY
COURIER EPIC, INC.
(formerly known as THE COURIER CONNECTION, INC.)
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Dated as of: March 31, 1995
The First National Bank of Boston
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Modification No. 6 to Revolving Credit Agreement
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Ladies and Gentlemen:
We refer to the Revolving Credit Agreement, dated as of September 26,
1991 (as amended, the "Agreement"), among the twelve entities listed at the
top of this letter of agreement (collectively, the "Borrowers") and The First
National Bank of Boston (the "Lender"). Terms and expressions used in this
letter of agreement (hereinafter, "Modification No. 6") which are not defined
herein, but which are defined in the Agreement, shall have the same respective
meanings herein as therein.
We have requested you to make certain amendments to the Agreement. You
have advised us that you are willing to make the amendments so requested by us
on the condition that we join with you in this Modification No. 6.
Accordingly, in consideration of these premises, the promises, mutual
covenants and agreements contained in this Modification No. 6, and fully
intending to be legally bound by this Modification No. 6, we hereby agree with
you as follows:
ARTICLE I
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MODIFICATION OF AGREEMENT
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Effective as of March 31, 1995 (the "Modification Date"), the Agreement
is amended as follows:
(a) The term "Loan Documents" shall, whenever used in the Agreement or
any of the other Loan Documents, be deemed to also mean and include
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Modification No. 6 to Revolving Credit Agreement, dated as of March 31, 1995,
among the Borrowers and the Lender.
(b) Clause (iv) of Section 1.1.45 is amended to read in its entirety as
follows:
"(iv) minus (a) for the fiscal quarter ending December 31, 1994
and for each fiscal quarter prior thereto, actual Capital
Expenditures made during such period, (b) for the fiscal
quarter ending March 31, 1995, the lesser of $7,000,000 or actual
Capital Expenditures made during such period, (c) for the fiscal
quarter ending June 30, 1995, the lesser of $5,000,000 or actual
Capital Expenditures made during such period, (d) for the fiscal
quarter ending September 30, 1995, the lesser of $7,000,000 or
actual Capital Expenditures made during such period, and (e) for
the fiscal quarter ending December 31, 1995 and each fiscal
quarter thereafter, actual Capital Expenditures made during such
period."
ARTICLE II
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REPRESENTATIONS, WARRANTIES AND COVENANTS
-----------------------------------------
The Borrowers hereby jointly and severally represent, warrant and
covenant to you as follows:
(a) REPRESENTATIONS IN AGREEMENT. Each of the representations and
warranties made by or on behalf of the Borrowers to you in the Agreement was
true and correct when made and is true and correct in all material respects on
and as of the Modification Date with the same full force and effect as if each
of such representations and warranties had been made by the Borrowers on such
date, except to the extent that such representations and warranties relate
solely to a prior date.
(b) NO EVENTS OF DEFAULT. No Event of Default exists on the
Modification Date (after giving effect to all of the arrangements and
transactions contemplated by this Modification No. 6). No condition exists on
the Modification Date which would, with notice or the lapse of time, or both,
constitute an Event of Default.
(c) BINDING EFFECT OF DOCUMENTS. This Modification No. 6 has been
duly executed and delivered to you by the Borrowers, and is in full force and
effect as of the date hereof, and the agreements and obligations of the
Borrowers contained herein constitute legal, valid and binding obligations of
the Borrowers enforceable against the Borrowers in accordance with their
respective terms.
ARTICLE III
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MISCELLANEOUS
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This Modification No. 6 may be executed in any number of counterparts,
but all such counterparts shall together constitute but one and the same
agreement. In making proof of this Modification No. 6, it shall not be
necessary to produce or account for more than one counterpart thereof signed
by each of the parties hereto. Except to the extent specifically amended and
supplemented hereby, all of the terms, conditions and the provisions of the
Agreement, the Note and each of the Loan Documents shall remain unmodified,
and the Agreement, the Note and each of the Loan Documents as amended and
supplemented by this Modification No. 6 are confirmed as being in full force
and effect.
If you are in agreement with the foregoing, please sign the form of
acceptance on the enclosed counterpart of this letter of agreement and return
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such counterpart to the undersigned, whereupon this letter agreement, as so
accepted by you, shall become a binding agreement between you and the
undersigned.
Very truly yours,
The Borrowers:
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COURIER CORPORATION
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
COURIER CITIZEN COMPANY
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
COURIER COMPANIES, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
COURIER DELAWARE HOLDING CORPORATION
/s/ Xxxxxxx X. Xxxxx, Xx.
By:________________________________
Title: Treasurer, Vice President
COURIER FOREIGN SALES CORPORATION
LIMITED
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
COURIER INVESTMENT CORPORATION
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
COURIER KENDALLVILLE, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:________________________________
Title:
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COURIER PROPERTIES, INC.
s/ Xxxxxx Xxxxx, Jr.
By:_______________________________
Title:
COURIER STOUGHTON, INC.
s/ Xxxxxx Xxxxx, Jr.
By:_______________________________
Title:
COURIER WESTFORD, INC.
s/ Xxxxxx Xxxxx, Jr.
By:_______________________________
Title:
NATIONAL PUBLISHING COMPANY
s/ Xxxxxxx X. Xxxxx, Xx.
By:_______________________________
Title: Treasurer
COURIER EPIC, INC. (formerly known as THE
COURIER CONNECTION, INC.)
s/ Xxxxxx Xxxxx, Jr.
By:_______________________________
Title:
The foregoing letter of agreement is accepted by the undersigned as of
March 31, 1995.
The Lender:
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THE FIRST NATIONAL BANK OF BOSTON
s/ Xxxxxxx X. X'Xxxxx
By:_______________________________
Title: Director
