0001193125-08-053006 Sample Contracts

FOURTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • March 11th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York

This FOURTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT, dated as of January 10, 2008 (this “Amendment”), to the Credit and Guaranty Agreement, dated as of April 30, 2007, by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), the other subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Credit Parties” (“Credit Parties”), the lenders party hereto from time to time (“Lenders”), and Silver Point Finance, LLC (“Silver Point”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”) and as collateral agent for the Lenders (in such capacity, together with it

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FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 11th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York

This FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of January 10, 2008 (this “Amendment”), to the Credit Agreement, dated as of April 30, 2007, by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), the other subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Credit Parties” (“Credit Parties”), the lenders party hereto from time to time (“Lenders”), and General Electric Capital Corporation (“GE Capital”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Agent”).

FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 11th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York

This FIFTH AMENDMENT TO CREDIT AGREEMENT, dated as of March 11, 2008 (this “Amendment”), by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), the other subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Credit Parties” (“Credit Parties”), the Lenders (as defined below) party hereto, and General Electric Capital Corporation (“GE Capital”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Agent”).

FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • March 11th, 2008 • Handleman Co /Mi/ • Wholesale-durable goods, nec • New York

FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT, dated as of March 11, 2008 (this “Amendment”), to the Credit and Guaranty Agreement, dated as of April 30, 2007 (as amended, restated, supplemented or modified from time to time, the “Credit Agreement”), by and among Handleman Company, a Michigan corporation (“Holdings”), Handleman Services Company, a Michigan corporation (“Handleman Services”), certain subsidiaries of Holdings identified on the signature page hereto as “Borrowers” (such Subsidiaries, together with Handleman Services, are referred to individually as a “Borrower” and collectively, jointly and severally, as “Borrowers”), certain subsidiaries of Holdings identified on the signature page hereto as “Guarantors” (such subsidiaries, together with Holdings, are referred to individually as a “Guarantor” and collectively, jointly and severally, as “Guarantors”), the lenders party hereto from time to time (“Lenders”), and Silver Point Finance, LLC (“Silver Point”), as administrati

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