0001193125-05-177424 Sample Contracts

WAIVER AND MODIFICATION AGREEMENT
Waiver and Modification Agreement • August 30th, 2005 • New Horizons Worldwide Inc • Services-educational services • California

This Waiver and Modification Agreement (this “Agreement”) dated as of August 24, 2005, is made with reference to (a) the Credit Agreement dated as of February 27, 2003, by and among NEW HORIZONS WORLDWIDE, INC., a Delaware corporation (“Borrower”), the lenders that are party thereto (the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (the “Administrative Agent”), as administrative agent for the Lenders (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), and (b) the Third Amendment to Credit Agreement, dated as of July 25, 2005, by and among Borrower, the Lenders and the Administrative Agent (“Amendment No. 3”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth for such terms in the Credit Agreement.

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