0001140361-17-004079 Sample Contracts

RESIGNATION, WAIVER AND APPOINTMENT AGREEMENT AND SIXTH AMENDMENT
Resignation, Waiver and Appointment Agreement And • February 2nd, 2017 • Intrawest Resorts Holdings, Inc. • Services-miscellaneous amusement & recreation • New York

This RESIGNATION, WAIVER AND APPOINTMENT AGREEMENT AND SIXTH AMENDMENT, dated as of December 30, 2016 (this “Amendment”), to the Credit Agreement referred to below is made among INTRAWEST OPERATIONS GROUP HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), INTRAWEST OPERATIONS GROUP, LLC, a Delaware limited liability company (the “Borrower”), the Lenders (as defined below) party hereto, GOLDMAN SACHS LENDING PARTNERS LLC (“GSLP”), as administrative agent (in such capacity, the “Administrative Agent”) and swing line lender (in such capacity, the “Swing Line Lender”), Bank of America, N.A. (“Bank of America”), as Successor Agent (as defined below) and GOLDMAN SACHS BANK USA (“GS Bank”), as Issuing Bank. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Credit Agreement. This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement and the other Loan Documents.

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