0000950134-06-017147 Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 31st, 2006 • Sportsmans Guide Inc • Retail-catalog & mail-order houses • Minnesota

THIS AGREEMENT is entered into as of August 29, 2006, by and between THE SPORTSMAN’S GUIDE, INC., a Minnesota corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).

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USD 40,000,000 REVOLVING CREDIT AGREEMENT dated as of August 25th, 2006 between REDCATS S.A. as Lender and The Sportsman’s Guide, Inc. as Borrower
Revolving Credit Agreement • August 31st, 2006 • Sportsmans Guide Inc • Retail-catalog & mail-order houses • New York

The Sportsman’s Guide Inc., a corporation duly organized and existing under the laws of the State of Minnesota, United States of America,

SUBORDINATION AGREEMENT
Subordination Agreement • August 31st, 2006 • Sportsmans Guide Inc • Retail-catalog & mail-order houses • Minnesota

This Agreement, dated as of 29th of August, 2006, is made by Redcats SA, a Société Anonyme duly organized and existing under the laws of France, and whose registered office is at 100 rue de Blanchemaille, 59100 Roubaix, France (the “Subordinated Creditor”), for the benefit of Wells Fargo Bank, National Association, a national banking association (the “Lender”).

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