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COURIER CORPORATION
COURIER CITIZEN COMPANY
COURIER COMPANIES, INC.
COURIER DELAWARE HOLDING CORPORATION
COURIER FOREIGN SALES CORPORATION LIMITED
COURIER INVESTMENT CORPORATION
COURIER KENDALLVILLE, INC.
COURIER PROPERTIES, INC.
COURIER STOUGHTON, INC.
COURIER WESTFORD, INC.
NATIONAL PUBLISHING COMPANY
COURIER EPIC, INC.
(formerly known as THE COURIER CONNECTION, INC.)
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Dated as of: December 29, 1995
The First National Bank of Boston
000 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Modification No. 7 To Revolving Credit Agreement
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Ladies and Gentlemen:
We refer to the Revolving Credit Agreement, dated as of September 26, 1991
(as amended, the "Agreement"), among the twelve entities listed at the top of
this letter of agreement (collectively, the "Borrowers") and The First National
Bank of Boston (the "Lender"). Terms and expressions used in this letter of
agreement (hereinafter, "Modification No. 7") which are not defined herein, but
which are defined in the Agreement, shall have the same respective meanings
herein as therein.
We have requested you to make certain amendments to the Agreement. You have
advised us that you are willing to make the amendments so requested by us on the
condition that we join with you in this Modification No. 7.
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Accordingly, in consideration of these premises, the promises, mutual
covenants and agreements contained in this Modification No. 7, and fully
intending to be legally bound by this Modification No. 7, we hereby agree with
you as follows: '
ARTICLE I
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MODIFICATION OF AGREEMENT
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Effective as of December 29, 1995 (the "Modification Date"), the
Agreement is amended as follows:
(a) The term "Loan Documents" shall, whenever used in the Agreement or any
of the other Loan Documents, be deemed to also mean and include Modification No.
7 to Revolving Credit Agreement, dated as of December 29, 1995, among the
Borrowers and the Lender.
(b) Clause (iv) of Section 1.1.45 is amended to read in its entirety as
follows:
"(iv) minus (a) for the fiscal quarter
ending March 31, 1995, the lesser of
$7,000,000 or actual Capital Expenditures
made during such period, (b) for the fiscal
quarter ending June 30, 1995, the lesser of
$5,000,000 or actual Capital Expenditures
made during such period, (c) for the fiscal
quarter ending September 30, 1995, the
lesser of $7,000,000 or actual Capital
Expenditures made during such period, (d)
for the fiscal quarter ending December 31,
1995, the lesser of $7,000,000 or actual
Capital Expenditures made during such
period, (e) for the fiscal quarter ending
March 31, 1996, the lesser of $7,000,000 or
actual Capital Expenditures made during such
period, and (f) for the fiscal quarter
ending June 30, 1996 and each fiscal quarter
thereafter, actual Capital Expenditures made
during such period."
ARTICLE II
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REPRESENTATIONS, WARRANTIES AND COVENANTS
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The Borrowers hereby jointly and severally represent, warrant and covenant to
you as follows:
(a) REPRESENTATIONS IN AGREEMENT. Each of the representations and
warranties made by or on behalf of the Borrowers to you in the Agreement was
true and correct when made and is true and correct in all material respects on
and as of the Modification Date with the same full force and effect as if each
of such representations and warranties had been made by the Borrowers on such
date, except to the extent that such representations and warranties relate
solely to a prior date.
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(b) NO EVENTS OF DEFAULT. No Event of Default exists on the Modification
Date (after giving effect to all of the arrangements and transactions
contemplated by this Modification No. 7). No condition exists on the
Modification Date which would, with notice or the lapse of time, or both,
constitute an Event of Default.
(c) BINDING EFFECT OF DOCUMENTS. This Modification No. 7 has been duly
executed and delivered to you by the Borrowers, and is in full force and effect
as of the date hereof, and the agreements and obligations of the Borrowers
contained herein constitute legal, valid and binding obligations of the
Borrowers enforceable against the Borrowers in accordance with their respective
terms.
ARTICLE III
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MISCELLANEOUS
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This Modification No. 7 may be executed in any number of counterparts, but
all such counterparts shall together constitute but one and the same agreement.
In making proof of this Modification No. 7, it shall not be necessary to produce
or account for more than one counterpart thereof signed by each of the parties
hereto. Except to the extent specifically amended and supplemented hereby, all
of the terms, conditions and the provisions of the Agreement, the Note and each
of the Loan Documents shall remain unmodified, and the Agreement, the Note and
each of the Loan Documents as amended and supplemented by this Modification No.
7 are confirmed as being in full force and effect.
If you are in agreement with the foregoing, please sign the form of
acceptance on the enclosed counterpart of this letter of agreement and return
such counterpart to the undersigned, whereupon this letter agreement, as so
accepted by you, shall become a binding agreement between you and the
undersigned.
Very truly yours,
The Borrowers:
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COURIER CORPORATION
By: /s/ Xxxxxx X. Story, Jr.
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Title: Senior V.P. & CFO
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COURIER CITIZEN COMPANY
By: /s/ Xxxxxx X. Story, Jr.
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Title: Senior V.P. & CFO
COURIER COMPANIES, INC.
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
COURIER DELAWARE HOLDING
CORPORATION
By: /s/ Xxxxxxx X. Xxxxx, Xx.
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Title: Vice President, Treasurer
COURIER FOREIGN SALES
CORPORATION LIMITED
By: /s/ Xxxxxx X. Story, Jr.
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Title: President
COURIER INVESTMENT
CORPORATION
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
COURIER KENDALLVILLE, INC.
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
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COURIER PROPERTIES, INC.
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
COURIER STOUGHTON, INC.
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
COURIER WESTFORD, INC.
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
NATIONAL PUBLISHING COMPANY
By: /s/ Xxxxxxx X. Xxxxx, Xx.
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Title: Treasurer
COURIER EPIC, INC. (formerly known as
THE COURIER CONNECTION, INC.)
By: /s/ Xxxxxx X. Story, Jr.
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Title: Treasurer
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The foregoing letter of agreement is accepted by the undersigned as of
January 3, 1996.
The Lender:
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THE FIRST NATIONAL BANK OF
BOSTON
By: /s/ Xxxxxxx X. X'Xxxxx
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Title: Managing Director
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