0001047469-03-031884 Sample Contracts

CREDIT AGREEMENT
Credit Agreement • September 26th, 2003 • Varsity Brands Inc • Sporting & athletic goods, nec • California

THIS CREDIT AGREEMENT, dated as of September 24, 2003, is entered into by and among: (1) VB MERGER CORPORATION, a Delaware corporation (“VB”); (2) each of the financial institutions from time to time listed in Schedule I hereto, as amended, restated, supplemented or otherwise modified from time to time (collectively, the “Lenders”); (3) MERRILL LYNCH CAPITAL, A DIVISION OF MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC., as syndication agent (in such capacity, the “Syndication Agent”) and (4) WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), L/C Issuer and Swing Line Lender.

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VB MERGER CORPORATION VBR HOLDING CORPORATION 13.75% SENIOR SUBORDINATED NOTES DUE SEPTEMBER 24, 2013 and EQUITY INTERESTS
Securities Purchase Agreement • September 26th, 2003 • Varsity Brands Inc • Sporting & athletic goods, nec

The undersigned, VB Merger Corporation, a Delaware corporation (herein called “VB”), and VBR Holding Corporation, a Delaware corporation (herein called the “Parent”) hereby agree with the purchasers named in the Purchaser Schedule attached hereto (herein called the “Purchasers”) as set forth below. Reference is made to Paragraph 11 hereof for definitions of capitalized terms used herein and not otherwise defined herein.

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