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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: January 26, 1995
The First National Bank of Boston
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Modification No. 5 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"), by and between each and all of the twelve
entities listed at the top of this letter of agreement (collectively, the
"Borrowers"), on the one hand, and The First National Bank of Boston (the
"Lender"), on the other. Terms and expressions used in this letter of
agreement (hereinafter, the "Modification No. 5") 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. 5.
Accordingly, in consideration of these premises, the promises, mutual
covenants and agreements contained in this Modification No. 5, and fully
intending to be legally bound by this Modification No. 5, we hereby agree with
you as follows:
ARTICLE I
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MODIFICATION OF AGREEMENT
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Effective as of January 26, 1995 (the "Modification Date"), the Agreement
is amended as follows:
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(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
Modification No. 5 to Revolving Credit Agreement, dated as of January 26, 1995,
by and 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 Capital Expenditures actually paid for by the
Borrowers out of earnings from operations (and not financed)
during such period."
(c) Section 1.1.57 is amended to read in its entirety as follows:
1.1.57 "Revolving Loan Maturity Date" means January 30, 1998.
(d) The fourth sentence of Section 2.5.4 (i) is amended to read in its
entirety as follows:
2.5.4 (i) Except as otherwise provided herein, each Euroloan
Rate Amount shall bear interest during each Interest Period
relating thereto at an annual rate (the "Euroloan Rate")
equal to the Eurocurrency Rate plus one and one-quarter
percent (1-1/4%).
(d) The third paragraph of EXHIBIT A to the Agreement is amended: (i)
by deleting the reference to "January 30, 1996" from the first line thereof;
and (ii) by inserting in place thereof the following: "January 30, 1998."
ARTICLE II
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AMENDMENT TO NOTE
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Effective January 26, 1995, the third paragraph of the Note is amended:
(i) by deleting the reference to "January 30, 1996" from the first line
thereof; and (ii) by inserting in place thereof the following: "January 30,
1998."
ARTICLE III
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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. 5). 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. 5 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.
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ARTICLE IV
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MISCELLANEOUS
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This Modification No. 5 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. 5, 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. 5 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
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: Senior V.P. and CFO
COURIER CITIZEN COMPANY
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Senior V.P. and CFO
COURIER COMPANIES, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
COURIER DELAWARE HOLDING
CORPORATION
/s/ Xxxxxx X. Xxxxxxx
By:__________________________
Title: President
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COURIER FOREIGN SALES CORPORATION
LIMITED
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: President
COURIER INVESTMENT CORPORATION
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
COURIER KENDALLVILLE, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
COURIER PROPERTIES, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
COURIER STOUGHTON, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
COURIER WESTFORD, INC.
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
NATIONAL PUBLISHING COMPANY
/s/ Xxxxxx X. Xxxxxxx
By:__________________________
Title: President
COURIER EPIC, INC. (formerly known as THE
COURIER CONNECTION, INC.)
/s/ Xxxxxx Xxxxx, Jr.
By:__________________________
Title: Treasurer
The foregoing letter of agreement is accepted by the undersigned as of
January 26, 1995.
The Lender:
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THE FIRST NATIONAL BANK OF BOSTON
/s/ Xxxxxxx X. X'Xxxxx
By:__________________________
Title: Director
