RECEIVABLES FUNDING AND ADMINISTRATION AGREEMENT Dated as of November 25, 2005 by and among VERTIS RECEIVABLES II, LLC, as Borrower, THE FINANCIAL INSTITUTIONS SIGNATORY HERETO FROM TIME TO TIME, as Lenders, and GENERAL ELECTRIC CAPITAL CORPORATION,...Funding Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • New York
THIS RECEIVABLES FUNDING AND ADMINISTRATION AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Agreement”) is entered into as of November 25, 2005 by and among VERTIS RECEIVABLES II, LLC, a Delaware limited liability company (the “Borrower”), the financial institutions signatory hereto from time to time as lenders (the “Lenders”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as a Lender, as swing line lender (in such capacity, the “Swing Line Lender”) and as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • New York
This Amendment No. 2 to Credit Agreement, dated as of November 22, 2005 (this “Amendment”), is entered into by and among Vertis, Inc. (“Vertis”) and Vertis Digital Services Limited (“Digital Limited” and, collectively with Vertis, the “Borrowers” and each, individually, a “Borrower”), as Borrowers, the other Credit Parties signatory hereto, General Electric Capital Corporation, as a Lender and as Agent for Lenders (“Agent”), and the other Lenders.
LIMITED CONSENT AND AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • New York
This Limited Consent and Amendment No. 1 to Credit Agreement, dated as of October 3, 2005 (this “Consent and Amendment”), is entered into by and among Vertis, Inc. (“Vertis”), Vertis Limited (“Vertis Limited”) and Vertis Digital Services Limited (“Digital Limited” and, collectively with Vertis and Vertis Limited, the “Borrowers” and each, individually, a “Borrower”), as Borrowers, the other Credit Parties signatory hereto, General Electric Capital Corporation, as a Lender and as Agent for Lenders (“Agent”), and the other Lenders.
RECEIVABLES SALE AND SERVICING AGREEMENT Dated as of November 25, 2005 by and among EACH OF THE ENTITIES PARTY HERETO FROM TIME TO TIME AS ORIGINATORS, VERTIS RECEIVABLES II, LLC,Receivables Sale and Servicing Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • New York
THIS RECEIVABLES SALE AND SERVICING AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) is entered into as of November 25, 2005 by and among each of the persons signatory hereto from time to time as Originators, each an “Originator” and, collectively, the “Originators”), VERTIS, INC. (“Parent”), a Delaware corporation, in its capacity as servicer hereunder (in such capacity, the “Servicer”) and VERTIS RECEIVABLES II, LLC, a Delaware limited liability company (“Buyer”).
ANNEX X to RECEIVABLES SALE AND SERVICING AGREEMENT and RECEIVABLES FUNDING AND ADMINISTRATION AGREEMENT dated as of November 25, 2005 Definitions and InterpretationReceivables Sale and Servicing Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies
TERMINATION AGREEMENTTermination Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies
THIS TERMINATION AGREEMENT (this “Agreement”) is made and entered into as of November 25, 2005, among MANUFACTURERS AND TRADERS TRUST COMPANY, not individually but solely as trustee (the “Trustee”) under the Indenture (as hereinafter defined), VERTIS RECEIVABLES, LLC (“VR”), and VERTIS, INC. (“Vertis” or the “Servicer”).
LIMITED CONSENT AND AMENDMENT NO. 3 TO CREDIT AGREEMENTCredit Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • New York
This Limited Consent and Amendment No. 3 to Credit Agreement, dated as of December 12, 2005 (this “Consent and Amendment”), is entered into by and among Vertis, Inc. (“Vertis”) and Vertis Digital Services Limited (“Digital Limited” and, together with Vertis, the “Borrowers” and each, individually, a “Borrower”), as Borrowers, the other Credit Parties signatory hereto, General Electric Capital Corporation, as a Lender and as Agent for Lenders (“Agent”), and the other Lenders.
Termination AgreementTermination Agreement • March 27th, 2006 • Vertis Inc • Services-advertising agencies • England and Wales
