Exhibit 10.76
JOINDER TO GUARANTY AND COLLATERAL AGREEMENT
This JOINDER AGREEMENT (this "Agreement") dated as of March 14, 2003 is
executed by the undersigned for the benefit of Madison Capital Funding, LLC, as
Agent (the "Agent") in connection with that certain Guarantee and Collateral
Agreement dated as of February 11, 2002 among the Grantors party thereto and the
Agent (as amended, supplemented or modified from time to time, the "Guaranty and
Collateral Agreement"). Capitalized terms not otherwise defined herein are being
used herein as defined in the Guaranty and Collateral Agreement.
Each Person signatory hereto is required to execute this Agreement
pursuant to Section 8.16 of the Guaranty and Collateral Agreement.
NOW THEREFORE, in consideration of the premises and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, each signatory hereby agrees as follows:
1. Each such Person assumes all the obligations of a Grantor and a
Guarantor under the Guaranty and Collateral Agreement and agrees that such
person or entity is a Grantor and a Guarantor and bound as a Grantor and a
Guarantor under the terms of the Guaranty and Collateral Agreement, as if it had
been an original signatory to such agreement. In furtherance of the foregoing,
such Person hereby assigns, pledges and grants to the Agent a security interest
in all of its right, title and interest in and to the Collateral owned thereby
to secure the Secured Obligations.
2. Schedules 1, 2, 3, 4 and 5 of the Guaranty and Collateral Agreement are
hereby amended to add the information relating to each such Person set out on
Schedules 1, 2, 3, 4 and 5, respectively, hereof. Each such Person hereby makes
to the Agent the representations and warranties set forth in the Guaranty and
Collateral Agreement applicable to such Person and the applicable Collateral and
confirms that such representations and warranties are true and correct after
giving effect to such amendment to such Schedules.
3. In furtherance of its obligations under Section 5.2 of the Guaranty and
Collateral Agreement, each such Person agrees to execute and deliver to the
Agent appropriately complete UCC financing statements naming such person or
entity as debtor and the Agent as secured party, and describing its Collateral
and such other documentation as the Agent (or its successors or assigns) may
require to evidence, protect and perfect the Liens created by the Guaranty and
Collateral Agreement, as modified hereby.
4. Each such Person's address and fax number for notices under the
Guaranty and Collateral Agreement shall be the address and fax number set forth
below its signature to this Agreement.
5. This Agreement shall be deemed to be part of, and a modification to,
the Guaranty and Collateral Agreement and shall be governed by all the terms and
provisions of the Guaranty and Collateral Agreement, with respect to the
modifications intended to be made to such agreement, which terms are
incorporated herein by reference, are ratified and confirmed and shall continue
in full force and effect as valid and binding agreements of each such person or
entity enforceable against such person or entity. Each such person or entity
hereby waives notice of the Agent's acceptance of this Agreement. Each such
person or entity will deliver an executed original of this Agreement to the
Agent.
IN WITNESS WHEREOF, FVFN ACQUISITION CORP. has caused this JOINDER AGREEMENT to
be executed by its duly authorized officer as of March 14, 2003.
FVFN ACQUISITION CORP.
By: /s/ Xxxxxxx X. Xxxxxxx
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Name: Xxxxxxx X. Xxxxxxx
Title: President and CEO
Address: 000 X. Xxxxxx Xxx.
Xxxxxxxxxx, XX 00000-0000
Fax No. 000-000-0000
