0001193125-10-000891 Sample Contracts

AMENDMENT NO. 1 AND WAIVER
And Waiver • January 5th, 2010 • Corinthian Colleges Inc • Services-educational services

THIS AMENDMENT NO. 1 AND WAIVER (this “Amendment”), dated as of January 4, 2010, is among HEALD REAL ESTATE, LLC, a Delaware limited liability company (the “Borrower”), HEALD CAPITAL, LLC, a Delaware limited liability company (“Holdings”), and BANK OF AMERICA, N.A. (the “Lender”).

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CONTINUING AND UNCONDITIONAL GUARANTY
Continuing and Unconditional Guaranty • January 5th, 2010 • Corinthian Colleges Inc • Services-educational services • California

FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, and in consideration of credit and/or financial accommodations heretofore or hereafter from time to time made or granted to HEALD REAL ESTATE, LLC, a Delaware limited liability company (the “Borrower”), by BANK OF AMERICA, N.A. and any of its subsidiaries and/or affiliates and their respective successors and assigns (collectively, the “Lender”), the undersigned Guarantor (whether one or more, the “Guarantor”, and if more than one, jointly and severally) hereby furnishes its guaranty of the Guaranteed Obligations (as hereinafter defined) as follows:

CREDIT AGREEMENT Dated as of March 24, 2009 among HEALD REAL ESTATE, LLC, as Borrower, HEALD CAPITAL, LLC, as Holdings, and BANK OF AMERICA, N.A., as Lender
Credit Agreement • January 5th, 2010 • Corinthian Colleges Inc • Services-educational services • California

This CREDIT AGREEMENT (“Agreement”) is entered into as of March 24, 2009, among HEALD REAL ESTATE, LLC, a Delaware limited liability company, as the borrower (the “Borrower”), HEALD CAPITAL, LLC, a Delaware limited liability company (“Holdings”), and BANK OF AMERICA, N.A. (the “Lender” or “Bank of America”).

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