0000886206-16-000063 Sample Contracts

CONSENT AND AGREEMENT OF GUARANTOR
Consent and Agreement of Guarantor • May 24th, 2016 • Franklin Covey Co • Services-management services • Utah

With respect to that certain Fifth Modification Agreement of even date herewith (the “Modification”), by and between FRANKLIN COVEY CO., a Utah corporation (“Borrower”), and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”), the undersigned, FRANKLIN DEVELOPMENT CORPORATION, a Utah corporation, FRANKLIN COVEY TRAVEL, INC., a Utah corporation, and FRANKLIN COVEY CLIENT SALES, INC., a Utah corporation (individually and collectively, as the context requires, and jointly and severally, “Guarantor”), agree for the benefit of Lender as of May 24, 2016 as follows:

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FIFTH MODIFICATION AGREEMENT
Modification Agreement • May 24th, 2016 • Franklin Covey Co • Services-management services • Utah

This FIFTH MODIFICATION AGREEMENT (the “Agreement”) is made effective as of May 24, 2016, by and among FRANKLIN COVEY CO., a Utah corporation (“Borrower”), each undersigned Guarantor (together with Borrower, each a “Loan Party” and collectively, the “Loan Parties”), and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

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