NINTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 30th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York
NINTH AMENDMENT TO CREDIT AGREEMENT, dated as of July 24, 2008 (this “Amendment”) by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), certain subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Guarantors” (such subsidiaries, together with Holdings, are referred to individually as a “Guarantor” and collectively, jointly and severally, as “Guarantors”), the Lenders (as defined below) party hereto, and General Electric Capital Corporation, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 30th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • Ontario
This Asset Purchase Agreement (this “Agreement”) is made effective as of July , 2008 (the “Effective Date”) by and between Handleman Company of Canada Limited (“Seller” or “HDL-CND”), an Ontario corporation, with offices at Unit #1 60 Leek Crescent, Richmond Hill, Ontario, Canada, L4B 1H1; Handleman Company, a Michigan corporation (“HDL” or “Seller Parent”), with offices at 500 Kirts Boulevard, Troy, MI 48084 which indirectly owns all of the issued and outstanding capital stock of Seller; Anderson Merchandisers—Canada, Inc., a Delaware corporation (“Purchaser”), with offices at 421 S.E. 34th Avenue, Amarillo, TX 79103, and Anderson Merchandisers, L.P., a Texas limited partnership (“Merchandisers”), with offices at 421 S.E. 34th Avenue, Amarillo, TX 79103, an affiliate of Purchaser.
NINTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • July 30th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York
NINTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT, dated as of July 24, 2008 (this “Amendment”), to the Credit and Guaranty Agreement, dated as of April 30, 2007 (as amended, restated, supplemented or modified from time to time, the “Credit Agreement”), by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), certain subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Guarantors” (such subsidiaries, together with Holdings, are referred to individually as a “Guarantor” and collectively, jointly and severally, as “Guarantors”), the lenders party hereto from time to time (“Lenders”), and Silver Point Finance, LLC (“Silver Point”), as administrativ
