FIRST
AMENDMENT
TO
SENIOR SECURED CREDIT AGREEMENT
FIRST AMENDMENT, dated as of May 29, 1998 (this "Amendment") to the
Senior Secured Credit Agreement dated as of May 20, 1998 (the "Credit
Agreement"), by and among Skyline Multimedia Entertainment, Inc., a New York
corporation (the "Company"), New York Skyline, Inc., a New York corporation
("NYSI"), Skyline Virtual Reality, Inc., a Delaware corporation ("SVRI"),
Skyline Chicago, Inc., a Delaware corporation ("SCI"), Skyline Magic, Inc., a
Delaware corporation ("SMI"), Skyline Las Vegas, Inc., a Delaware corporation
("SLVI") (the Company, NYSI, SVRI, SCI, SMI and SLVI, together the
"Borrowers"), Prospect Street NYC Discovery Fund, L.P., a Delaware limited
partnership ("Prospect"), and Bank of New York, as Trustee for the Employees
Retirement Plan of Keyspan Energy Corp. ("KEP").
WHEREAS, capitalized terms not otherwise defined herein have the
respective meanings set forth in the Credit Agreement;
WHEREAS, each of the Borrowers, Prospect and KEP desire to amend
Schedule 2.1 of the Credit Agreement in order to increase the Loan Amount of
KEP from $500,000 to $1,850,000.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:
1. Amendment to Schedule 2.1 of the Credit Agreement. Schedule 2.1 of
the Credit Agreement is hereby amended by deleting "$500,000" in the column
entitled "Loan Amount" and inserting in lieu thereof "$1,850,000".
2. Effectiveness of Amendment. Pursuant to Section 8.7 of the Credit
Agreement, this Amendment shall become effective upon the execution and
delivery of this Agreement by the Lenders and each Borrower.
3. Effect on Credit Agreement. The Credit agreement shall continue in
full force and effect as amended by this Amendment. From and after the date
hereof, all references to the Credit Agreement shall be deemed to mean the
Credit Agreement as amended by this Amendment.
4. Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE DOMESTIC LAWS OF THE STATE OF
NEW YORK WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICT OF LAW
PROVISION OR RULE (WHETHER OF THE STATE OF NEW YORK OR ANY OTHER JURISDICTION)
THAT WOULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN
THE STATE OF NEW YORK.
5. Counterparts. This Amendment may be executed in any number of
counterparts, each of which will be deemed an original, but all of which
together will constitute one and the same instrument.
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In WITNESS WHEREOF, this Amendment has been duly executed and
delivered by the duly authorized officer of each party hereto as of the date
first above written.
SKYLINE MULTIMEDIA ENTERTAINMENT, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Executive Director of Operations
and Finance
NEW YORK SKYLINE, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Secretary
SKYLINE VIRTUAL REALITY, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Secretary
SKYLINE CHICAGO, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Secretary
SKYLINE MAGIC, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Secretary
SKYLINE LAS VEGAS, INC.
By:
-----------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Secretary
0
XXXXXXXX XXXXXX NYC DISCOVERY FUND, L.P.
By: Prospect Street Discovery Fund, Inc.,
its general partner
By:
-------------------------------
Name: Xxxx X. Xxxxx, III
Title:
BANK OF NEW YORK, as Trustee for the
Employees Retirement Plan of Keyspan
Energy Corp.
By:
-----------------------------------
Name:
Title:
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