ContractPledge Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
GUARANTY, PLEDGE AND SECURITY AGREEMENTGuaranty and Security Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
This GUARANTY, PLEDGE AND SECURITY AGREEMENT, dated as of February 28, 2013 (as amended, restated, supplemented or otherwise modified, renewed or replaced from time to time, this “Agreement”), by CINEDIGM DC HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), and each of the other Subsidiaries of Borrower listed on the signature pages hereof or that becomes a party hereto pursuant to Section 8.6 (collectively, the “Guarantors”, and each, a “Guarantor”, and together with the Borrower, collectively, the “Loan Parties” and each, a “Loan Party”), in favor of PROSPECT CAPITAL CORPORATION, a Maryland corporation (“Prospect”), as collateral agent for the benefit of the Secured Parties (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).
LIMITED RECOURSE PLEDGE AGREEMENTLimited Recourse Pledge Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
This LIMITED RECOURSE PLEDGE AGREEMENT (as amended, restated, supplemented or otherwise modified, renewed or replaced from time to time, this “Agreement”), dated as of February 28, 2013, is made by CINEDIGM DIGITAL CINEMA CORP., a Delaware corporation ( the “Pledgor”), in favor of PROSPECT CAPITAL CORPORATION, a Maryland corporation (“Prospect”), as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).
ContractGuaranty and Security Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
ContractLimited Recourse Guaranty Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED ON A REQUEST FOR CONFIDENTIAL TREATMENT OMITTED PORTIONS HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.Cinema and Administrative Agreement • March 4th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
Page ARTICLE I DEFINITIONS 2 SECTION 1.01 Defined Terms 2 SECTION 1.02 Other Interpretive Provisions 43 SECTION 1.03 Accounting Terms and Principles 43 SECTION 1.04 Rounding 43 SECTION 1.05 References to Agreements, Laws, etc 44 SECTION 1.06 Times of Day 44 SECTION 1.07 Timing of Payment of Performance 44 SECTION 1.08 Corporate Terminology 44 ARTICLE II AMOUNT AND TERMS OF CREDIT FACILITIES 44 SECTION 2.01 Term Loans 44 SECTION 2.02 Disbursement of Funds 45 SECTION 2.03 Payment of Term Loans; Notes 45 SECTION 2.04 Pro Rata Borrowings 46 SECTION 2.05 Interest 46 SECTION 2.06 Increased Costs, Illegality, etc 47 SECTION 2.07 Compensation 49 SECTION 2.08 Change of Lending Office 49 ARTICLE III FEES AND COMMITMENT TERMINATIONS 49 SECTION 3.01 Fees 49 SECTION 3.02 Termination of Commitments 50 ARTICLE IV PAYMENTS 50 SECTION 4.01 Voluntary Prepayments 50 SECTION 4.02 Mandatory Prepayments 51 SECTION 4.03 Payment of Obligations; Method and Place of Payment 53 SECTION 4.04 Taxes 54 SECTION 4.05
