EXHIBIT C GUARANTEE OF STERLING CAPITAL PARTNERS III, L.P.Guarantee • May 26th, 2009 • Select Comfort Corp • Household furniture • Delaware
GUARANTEE, dated as of May 22, 2009 (this “Guarantee”), by Sterling Capital Partners III, L.P., a Delaware limited partnership (the “Guarantor”), in favor of Select Comfort Corporation, a Delaware corporation (the “Company”).
AMENDMENT NO. 11 TO CREDIT AGREEMENTCredit Agreement • May 26th, 2009 • Select Comfort Corp • Household furniture • New York
This Amendment No. 11 to Credit Agreement (this “Eleventh Amendment”) is entered into as of May 22, 2009 by and among Select Comfort Corporation (the “Company”), JPMorgan Chase Bank, National Association, as Administrative Agent and Collateral Agent, Bank of America, N.A., as Syndication Agent, and the financial institutions signatories hereto as lenders (the “Lenders”).
SECURITIES PURCHASE AGREEMENT Dated as of May 22, 2009 by and among Select Comfort Corporation, Sterling SC Investor, LLC and the other investors, if any, listed on the Schedule of Buyers attached heretoSecurities Purchase Agreement • May 26th, 2009 • Select Comfort Corp • Household furniture • Delaware
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 22, 2009, by and among Select Comfort Corporation, a Minnesota corporation, with principal offices located at 9800 59th Avenue North, Minneapolis, MN 55442 (the “Company”), Sterling SC Investor, LLC, a Delaware limited liability company (“Sterling”) and the other investors, if any, listed on the Schedule of Buyers attached hereto (including Sterling, each, a “Buyer” and, collectively, the “Buyers”). Capitalized terms used and not defined elsewhere in this Agreement have the respective meanings assigned to such terms in the Appendix hereto.
