Common Contracts

Limited Waiver and Forbearance Agreement and Consent Letter Relating to

And Forbearance Agreement • May 10th, 2007 • New York

• Contract Type
  And Forbearance Agreement
• Filed
  May 10th, 2007
• Jurisdiction
  New York

Bally Total Fitness Holding Corporation (the “Company”) is soliciting a consent, upon the terms and subject to the conditions set out in the Limited Waiver and Forbearance Agreement attached hereto and in the accompanying Consent Letter, to amendments to the Indenture, dated as of July 2, 2003 (as amended or supplemented, the “Indenture”), between the Company, the Guarantors party thereto and U.S. Bank National Association, as trustee, pursuant to which the 10 1/2% Senior Notes due 2011 of the Company (the “Notes”) were issued. Each holder of Notes that consents will also be waiving the defaults described in the Limited Waiver and Forbearance Agreement upon the terms and subject to the conditions set out in the Limited Waiver and Forbearance Agreement.