0001104659-07-026510 Sample Contracts

FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT
Credit Agreement • April 6th, 2007 • Palace Entertainment Holdings, Inc. • Services-amusement & recreation services • New York

THIS FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT (this “Amendment”), is made and entered into as of October 9, 2006 (the “Effective Date”), by and among PALACE ENTERTAINMENT HOLDINGS, INC. (“Holdings”), FESTIVAL FUN PARKS, LLC, the other Borrowers signatory thereto (sometimes collectively referred to herein as the “Borrowers” and individually as a “Borrower”), the other Credit Parties signatory thereto, the Lenders party to the Credit Agreement, and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, for itself, as a Lender, and as Agent for the Lenders parties from time to time to the Credit Agreement described below (“Agent”).

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CONSENT AND SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 6th, 2007 • Palace Entertainment Holdings, Inc. • Services-amusement & recreation services • New York

THIS CONSENT AND SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), is made and entered into as of March 22, 2007 (the “Effective Date”), by and among PALACE ENTERTAINMENT HOLDINGS, INC. (“Holdings”), FESTIVAL FUN PARKS, LLC, the other Borrowers signatory thereto (sometimes collectively referred to herein as the “Borrowers” and individually as a “Borrower”), the other Credit Parties signatory thereto, the Lenders party to the Credit Agreement, and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, for itself, as a Lender, and as Agent for the Lenders parties from time to time to the Credit Agreement described below (“Agent”).

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