ACKNOWLEDGMENT AND AGREEMENT OF REVOLVING CREDIT COMMITMENT INCREASE
Exhibit
10.14
ACKNOWLEDGMENT AND AGREEMENT OF
REVOLVING CREDIT COMMITMENT INCREASE
REVOLVING CREDIT COMMITMENT INCREASE
November 18, 2009
To: Borrower and Agent
Reference is made to that certain Revolving Credit and Term Loan Agreement dated as of
September 29, 2008 (as otherwise amended or modified from time to time, the “Credit Agreement”),
among QuinStreet, Inc. (“Borrower”), each of the financial institutions parties thereto
(collectively, the “Lenders”) and Comerica Bank, as Agent for the Lenders.
Each of the undersigned hereby acknowledges and agrees that, effective as of the Effective
Date (as defined below), such Xxxxxx’s Revolving Credit Commitment and Revolving Credit Percentage
shall be as set forth in the attached revised Schedule 1.2 (Percentages). To facilitate the
foregoing, each undersigned, which as a result of the adjustments of Revolving Credit Percentages
evidenced by the attached revised Schedule 1.2 is to have a greater principal amount of Revolving
Credit Advances than it had outstanding immediately prior to the Effective Date, shall remit to
Agent immediately available funds in amounts sufficient to cover such greater principal amount of
Revolving Credit Advances (and the Agent shall, to the extent of the funds so received, disburse
funds to each Lender which, as a result of the adjustment of the Revolving Credit Percentages, is
to have a lesser principal amount of Revolving Credit Advances outstanding than such Lender had
under the Credit Agreement immediately prior to the Effective Date). Each of the undersigned
acknowledges and agrees that any fees paid prior to the Effective Date, including any Letter of
Credit Fees, shall not be recalculated, redistributed or reallocated by Borrower, Agent or the
other Lenders.
As used herein, the term “Effective Date” means the date the Agent shall have received (i) for
each of the undersigned, a fully executed replacement Revolving Credit Note payable to each of the
undersigned in the amount of the undersigned’s Revolving Credit Percentage of the Revolving Credit,
as set forth in the attached revised Schedule 1.2 and (ii) a non-refundable fee in an amount equal
to 50 basis points on the increase of the Revolving Credit Aggregate Commitment, for distribution
to the undersigned Lenders based on their share of such increase.
The Agent shall notify the undersigned and the Borrower of the Effective Date.
Terms defined in the Credit Agreement and not otherwise defined herein shall have their
defined meanings when used herein.
IN WITNESS WHEREOF, the undersigned has caused this Acknowledgment and Agreement to be
executed and delivered by a duly authorized officer on the date first above written.
| COMERICA BANK, as Lender and as Agent |
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| By: | /s/ Illegible | |||
| Its: | Senior Vice President | |||
| BANK OF AMERICA, N.A., as a Lender |
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| By: | /s/ Illegible | |||
| Its: | SVP | |||
| UNION BANK, N.A. (f/k/a Union Bank of California), as a Lender | ||||
| By: | /s/ Illegible | |||
| Its: | Assistant Vice President | |||
| Acknowledged and accepted by: | ||
| Quinstreet, Inc. | ||
| By: | Xxxxxxx Xxxxxxx | |
| Its: | CEO | |
| REVOLVING | REVOLVING | |||||||||||||||||||
| CREDIT | CREDIT | TERM LOAN | TERM LOAN | WEIGHTED | ||||||||||||||||
| LENDERS | PERCENTAGE | ALLOCATIONS | PERCENTAGE | ALLOCATIONS | PERCENTAGE | |||||||||||||||
Comerica Bank |
35 | % | $ | 35,000,000 | 35 | % | $ | 9,450,000 | 35.00 | % | ||||||||||
Union Bank |
25 | % | $ | 25,000,000 | 25 | % | $ | 6,750,000 | 25.00 | % | ||||||||||
Bank of America |
26 | % | $ | 26,000,000 | 20 | % | $ | 5,400,000 | 24.72 | % | ||||||||||
Xxxxx Fargo |
14 | % | $ | 14,000,000 | 20 | % | $ | 5,400,000 | 15.28 | % | ||||||||||
TOTALS |
100 | % | $ | 100,000,000 | 100 | % | $ | 27,000,000 | 100 | % | ||||||||||
