FIRST LIEN CREDIT AGREEMENT Dated as of June 18, 2007 among DANKA OFFICE IMAGING COMPANY, AS BORROWER, DANKA HOLDING COMPANY, AS A GUARANTOR, THE LENDERS AND L/C ISSUERS PARTY HERETO and GENERAL ELECTRICAL CAPITAL CORPORATION, AS ADMINISTRATIVE AGENT...Credit Agreement • June 27th, 2007 • Danka Business Systems PLC • Wholesale-professional & commercial equipment & supplies • New York
This First Lien Credit Agreement, dated as of June 18, 2007, is entered into among DANKA OFFICE IMAGING COMPANY, a Delaware corporation (the “BORROWER”), DANKA HOLDING COMPANY, a Delaware corporation (“HOLDINGS”), the Lenders (as defined below), the L/C Issuers (as defined below), GENERAL ELECTRIC CAPITAL CORPORATION (“GE CAPITAL”), as administrative agent for the Lenders and the L/C Issuers (in such capacity, and together with its successors and permitted assigns, the “ADMINISTRATIVE AGENT”) and GENERAL ELECTRIC CAPITAL CORPORATION, as collateral agent for the Secured Parties and the Second Lien Secured Parties (in such capacity, and together with its successors and permitted assigns, the “COLLATERAL AGENT”).
GUARANTY AND SECURITY AGREEMENT Dated as of June 25, 2007 among DANKA OFFICE IMAGING COMPANY and Each Other Grantor From Time to Time Party Hereto and GENERAL ELECTRIC CAPITAL CORPORATION, as First Lien Collateral Agent and GENERAL ELECTRIC CAPITAL...Guaranty and Security Agreement • June 27th, 2007 • Danka Business Systems PLC • Wholesale-professional & commercial equipment & supplies • New York
Notwithstanding anything herein to the contrary, the lien and security interest granted to the Collateral Agent, in its capacity as collateral agent for the Second Lien Secured Parties, pursuant to this Agreement and the exercise of any right or remedy by the Collateral Agent on behalf of the Second Lien Secured Parties hereunder are subject to the provisions of the Intercreditor Agreement, dated as of June 25, 2007 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms thereof, the “Intercreditor Agreement”), among Danka Office Imaging Company, a Delaware corporation, the other Grantors from time to time party thereto, General Electric Capital Corporation (“GE Capital”), in its capacity as the Collateral Agent, GE Capital, in its capacity as First Lien Agent, and GE Capital, in its capacity as the Second Lien Agent thereunder. In the event of any conflict between the terms of the Intercreditor Agreement and this Agreement, the terms of
