0001193125-14-396258 Sample Contracts

FIRST AMENDMENT, CONSENT AND LIMITED WAIVER TO LOAN AGREEMENT AND GUARANTEE AND COLLATERAL AGREEMENT
Loan Agreement and Guarantee • November 4th, 2014 • School Specialty Inc • Wholesale-durable goods • New York

FIRST AMENDMENT, CONSENT AND LIMITED WAIVER TO LOAN AGREEMENT AND GUARANTEE AND COLLATERAL AGREEMENT, dated as of October 31, 2014 (this “Agreement”), among SCHOOL SPECIALTY, INC., a Delaware corporation (“Company”), CLASSROOMDIRECT.COM, LLC, a Delaware limited liability company (“Classroom”), SPORTIME, LLC, a Delaware limited liability company (“Sportime”), DELTA EDUCATION, LLC, a Delaware limited liability company (“Delta”), PREMIER AGENDAS, LLC, a Delaware limited liability company (as successor in interest to Premier Agendas, Inc., a Washington corporation, “Premier”), CHILDCRAFT EDUCATION, LLC, a Delaware limited liability company (as successor in interest to Childcraft Education Corp., a New York corporation, “Childcraft”), BIRD-IN-HAND WOODWORKS, LLC, a Delaware limited liability company (as successor in interest to Bird-In-Hand Woodworks, Inc., a New Jersey Corporation, “Bird”), CALIFONE INTERNATIONAL, LLC, a Delaware limited liability company (as successor in interest to Calif

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AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • November 4th, 2014 • School Specialty Inc • Wholesale-durable goods • New York

AMENDMENT dated as of October 31, 2014 to the Credit Agreement dated as of June 11, 2013 (the “Existing Credit Agreement”) among SCHOOL SPECIALTY, INC., a Delaware corporation (the “Borrower”), the Lenders party thereto and CREDIT SUISSE AG, as administrative agent and collateral agent for the Lenders (in each such capacity, the “Agent”).

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