[CHASE GRAPHIC/LOGO]
THE CHASE MANHATTAN BANK
000 XXXX XXXXXX
XXX XXXX, XXX XXXX 00000
December 5, 1997
Dove Entertainment, Inc.
0000 Xxxxxxx Xxxxxxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
Attention: Xxxx Xxxxxx
Re: Consent Regarding "Limitations on Indebtedness"
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Ladies and Gentlemen:
Reference is made to that certain Credit, Security, Guaranty and Pledge
Agreement dated as of November 4, 1997 (said agreement being the "Credit
Agreement", the terms defined therein being used herein as therein defined),
among Dove Entertainment, Inc., a California corporation (the "Company"), the
Guarantors named therein and The Chase Manhattan Bank (the "Lender").
The Company has informed the Lender that the Company desires to enter into that
certain Commercial Insurance Premium Finance and Security Agreement, a form of
which is attached hereto (the "Finance Agreement"), and incur Indebtedness in
accordance therewith for the purpose of financing the payment of premiums for
the Company's directors and officers liability insurance policies (the
"Specified Indebtedness"). At the request of the Company, the Lender hereby
consents to the execution, delivery and performance by the Company of the
Finance Agreement, the incurrence of the Specified Indebtedness, and the
granting of the security interest as provided in the Finance Agreement
(collectively, the "Transaction").
Without limiting the generality of the provisions of Section 1210 of the Credit
Agreement, the consent set forth herein shall be limited precisely as written
and is provided solely for the purpose of permitting the Company to enter into
and perform the Transaction without violating the provisions of Sections 6.1 and
6.2 of the Credit Agreement, and this Consent does not constitute, nor should it
be construed as, a waiver of compliance by the Company with respect to (i)
Sections 6.1 or 6.2 of the Credit Agreement in any other instance or (ii) any
other term, provision or condition of the Credit Agreement or any other
instrument or agreement referred to therein.
In order to induce the Lender to enter into this Consent, the Company, by its
execution of a counterpart of this Consent, represents and warrants that after
giving effect to this Consent (a) no Default or Event of Default exists under
the Credit Agreement, (b) all representations and warranties contained in the
Credit Agreement and the other Fundamental Documents are true, correct and
complete in all material respects on and as of the date hereof except to the
extent such representations and warranties specifically relate to an earlier
date, in which case they were true, correct and complete in all material
respects on and as of such earlier date, and (c) the Company has performed all
agreements to be performed on its part as set forth in the Credit Agreement.
This Consent may be executed in any number of counterparts and by different
parties hereto in separate counterparts, each of which when so executed and
delivered shall be deemed an original, but all such counterparts together shall
constitute but one and the same instrument. The consent set forth herein shall
become effective as of the date hereof upon the execution of counterparts hereof
by the Company, the Corporate Guarantors and the Lender and receipt by the
Company and the Lender of written or telephonic notification of such execution
and authorization of delivery thereof.
THIS CONSENT SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN
ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO
CONFLICTS OF LAWS PRINCIPLES.
THE CHASE MANHATTAN BANK
By: /s/ XXXX X. XXXXXXXXX
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Title Vice President
DOVE ENTERTAINMENT, INC.
By: /s/ XXXX XXXXXX
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Title VP & CFO
DOVE FOUR POINT, INC.
By: /s/ XXXX XXXXXX
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Title VP & CFO
DOVE INTERNATIONAL, INC.
By: /s/ XXXX XXXXXX
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Title VP & CFO
