0000880059-13-000036 Sample Contracts

Contract
Facility Agreement • May 10th, 2013 • Education Management Corporation • Services-educational services • New York

AMENDMENT NO. 1, dated as of January 29, 2013 (this “Amendment”), to the LETTER OF CREDIT FACILITY AGREEMENT, dated as of November 30, 2011, as amended, supplemented, amended and restated or otherwise modified from time to time (the “Facility Agreement”) among EDUCATION MANAGEMENT LLC, a Delaware limited liability company (“Borrower”), EDUCATION MANAGEMENT HOLDINGS LLC, a Delaware limited liability company (“Holdings”), the Grantor Subsidiaries, each lender from time to time party thereto (collectively, the “Lenders” and, individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent and Issuing Bank. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Facility Agreement.

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FIRST AMENDMENT TO THE LETTER OF CREDIT FACILITY AGREEMENT
Credit Facility Agreement • May 10th, 2013 • Education Management Corporation • Services-educational services • New York

This FIRST AMENDMENT TO THE LETTER OF CREDIT FACILITY AGREEMENT (this “First Amendment”), dated as of February 15, 2013, is entered into by and among Education Management LLC, a Delaware limited liability company (the “Account Party”), for purposes of Sections B and C hereof, Education Management Holdings LLC, a Delaware limited liability company (the “Guarantor”) and the Grantor Subsidiaries listed on the signature pages hereto, the Lender party hereto, and BNP Paribas, as Administrative Agent, Collateral Agent and Issuing Bank for the Lenders. Unless otherwise defined herein, all capitalized terms used herein and defined in the LC Facility Agreement referred to below are used herein as therein defined.

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