0001193125-07-035865 Sample Contracts

THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND FIRST AMENDMENT TO NOTES AND FORM OF COMPLIANCE CERTIFICATE
Credit Agreement • February 21st, 2007 • Callaway Golf Co /Ca • Sporting & athletic goods, nec • California

THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND FIRST AMENDMENT TO NOTES AND FORM OF COMPLIANCE CERTIFICATE (this “Third Amendment”) is made and dated as of the 15th day of February, 2007 by and among CALLAWAY GOLF COMPANY, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and each Lender party with the Borrower, the Administrative Agent, Swing Line Lender and L/C Issuer to the Amended and Restated Credit Agreement dated as of November 5, 2004, as amended by a First Amendment dated as of March 31, 2005 and a Second Amendment dated as of January 23, 2006 (the “Credit Agreement”).

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