CONFORMED COPY
Exhibit 10.7
AMENDMENT TO PLEDGE AND SECURITY AGREEMENT DATED AS OF
NOVEMBER 30, 2001 FROM THE GRANTORS REFERRED TO HEREIN, AS
GRANTORS TO HSBC BANK USA, AS ADMINISTRATIVE AGENT
(THE "AGREEMENT")
Date: November 10, 2004
Effective as of the date stated above, the Agreement shall be amended as
follows:
WHEREAS, Marvel Enterprises, Inc. (the "Borrower") entered into an Amended and
Restated Revolving Credit Agreement dated as of December 18, 2002 (as amended,
amended and restated, supplemented or otherwise modified from time to time, the
"Credit Agreement") with the Lenders, the Arranger and the Administrative Agent;
and
WHEREAS, pursuant to the terms of this Agreement, the Grantors granted to the
Administrative Agent, for the benefit of the Lenders, a security interest in
certain assets of the Grantors as described in the Agreement; and
WHEREAS, as of the date of this Amendment, HSBC Bank USA, National Association
(formerly known as HSBC Bank USA) is the sole Lender and the grantor of 100% of
the loans granted in accordance with the terms of the Credit Agreement; and
WHEREAS, the Administrative Agent and HSBC Bank USA, National Association as the
sole lender pursuant to the terms of the Credit Agreement have elected to enter
into this Amendment.
IT IS HEREBY AGREED:
1. Section 1(g) "Intellectual Property Collateral" shall be deleted from
the Agreement and the Administrative Agent and HSBC Bank USA, National
Association shall no longer have a security interest in the
"Intellectual Property Collateral" described in the Agreement.
2. In all other respects, the terms and conditions of the Agreement shall
remain in full force and effect without change.
HSBC BANK USA, NATIONAL ASSOCIATION
HSBC BANK USA,
As Administrative Agent
By:/s/ [illegible]
--------------------------
Name:
Title:
MARVEL ENTERPRISES, INC.
By:/s/ Xxxxxxx X. Xxxx
--------------------------
Name: Xxxxxxx X. Xxxx
Title: Executive Vice President and CFO
