0001341004-05-000347 Sample Contracts

FIFTH AMENDMENT
Credit Agreement • November 18th, 2005 • Panavision Inc • Photographic equipment & supplies • New York

FIFTH AMENDMENT, dated as of November 14, 2005 (this “Amendment”), with respect to the Amended and Restated Credit Agreement, dated as of May 28, 1998, as amended and restated as of January 16, 2004 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”; unless otherwise defined herein, capitalized terms which are defined in the Credit Agreement are used herein as defined therein), among Panavision Inc., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

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