Exhibit 10.1


 


FIRST AMENDMENT TO
AMENDED AND RESTATED


REVOLVING CREDIT
AGREEMENT*


 


This FIRST  AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
(this “Amendment”), made and entered into as of August 12, 2009, is
by and among WINMARK CORPORATION, (the “Company”), the Subsidiaries of
the Company that are or may from time to time become parties to the Credit
Agreement (together with the Company and their respective successors and
assigns, the “Loan Parties”), each lender from time to time party to the
Credit Agreement (the “Lenders”), and BANK OF AMERICA, N.A. (as
successor by merger to LaSalle Bank National Association) as Administrative
Agent for the Lenders (the “Agent”).


 


RECITALS


 


1.             The
Lenders, the Agent, the Loan Parties and The PrivateBank and Trust Company, as
Documentation Agent (the “Documentation Agent”), entered into an Amended
and Restated Revolving Credit Agreement dated as of June 10, 2008, (as the
same may from time to time be amended, restated, or modified, the “Credit
Agreement”).


 


2.             The
Loan Parties have elected to reduce the amount of the Aggregate Commitments
pursuant to Section 6.3 of the Credit Agreement and the Lenders and the
Loan Parties desire to amend certain provisions of the Credit Agreement to
accommodate such reduction, subject to the terms and conditions set forth in
this Amendment.


 


AGREEMENT


 


NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties hereto hereby covenant
and agree to be bound as follows:


 


Section 1.               Capitalized
Terms.  Capitalized terms used herein and
not otherwise defined herein shall have the meanings assigned to them in the
Credit Agreement, unless the context shall otherwise require.


 


Section 2.               Amendment.  The Credit Agreement is
hereby amended as follows:


 


Section 2.1     Commitments and Applicable Percentages.  Schedule
2.1 to the Credit Agreement is hereby amended and restated to read as set
forth on Exhibit A to this Amendment, which Exhibit A is hereby made
a part of the Credit Agreement as Schedule 2.1 thereto.


 


Section 2.2     Real Property.  Schedule 9.17 to the Credit Agreement
is hereby amended and restated to read as set forth on Exhibit B to this
Amendment, which Exhibit B is hereby made a part of the Credit Agreement
as Schedule 9.17 thereto.


 






* Material has been omitted pursuant to a request for confidential
treatment and the material has been filed separately.


 

















 


Section 2.3     Accounts.  Schedule 9.23 to the Credit Agreement
is hereby amended and restated to read as set forth on Exhibit C to this
Amendment, which Exhibit C is hereby made a part of the Credit Agreement
as Schedule 9.23 thereto.


 


Section 3.               Effectiveness
of Amendment.  Upon
delivery by the Loan Parties of, and compliance by the Loan Parties with, the
following, this Amendment shall become effective immediately:


 


Section 3.1     Amendment. 
This
Amendment, duly executed by the Loan Parties.


 


Section 3.2     Notes.  Amended and Restated Notes, duly executed by
the Loan Parties, in favor of each Lender.


 


Section 3.3     Resolutions. 
A copy of
the resolutions of the board of directors (or similar governing body) of each
Loan Party authorizing the execution, delivery and performance of this
Amendment and any other documents or instruments to be executed by such Loan
Party in connection with this Amendment (collectively, the “Amendment
Documents”) certified as true and accurate by, with respect to Winmark
Corporation, one of its senior officers, and with respect to each other Loan
Party, one of its senior officers or its duly appointed keeper of the records,
along with a certification by such authorized individual (i) certifying
there has been no amendment to the Articles of Incorporation and Bylaws of such
Loan Party since true and accurate copies of the same were delivered to the
Agent in connection with the consummation of the Credit Agreement, or if such
documents have been amended, certifying that true and accurate copies of such
amendment have been attached thereto, or if such documents have not been
previously delivered, attaching such documents and certifying that such
documents are true, accurate and complete, and (ii) identifying each
officer of such Loan Party authorized to execute the Amendment Documents, and
certifying as to specimens of such officer’s signatures and such officer’s
incumbency in such offices as such officer holds.


 


Section 3.4     Other.  The Loan Parties shall have satisfied such other
conditions as specified by the Agent, including payment of all invoiced but
unpaid legal fees and expenses incurred by the Agent through the date of this
Amendment in connection with the Credit Agreement and the Amendment Documents.


 


2

















 


Section 4.               Representations,
Warranties, Authority, No Adverse Claim.


 


Section 4.1     Reassertion of Representations and Warranties. 
The Loan
Parties hereby represent to the Agent and the Lenders that on and as of the
date hereof and after giving effect to this Amendment (a) all of the
representations and warranties contained in the Credit Agreement are true,
correct and complete in all respects as of the date hereof as though made on
and as of such date, except for changes permitted by the terms of the Credit
Agreement, and (b) there will exist no Default, Event of Default or
Unmatured Event of Default under the Credit Agreement as amended by this
Amendment on such date which has not been waived by the Bank.


 


Section 4.2     Authority, No Conflict, No Consent Required.  Each Loan Party represents and warrants to the Agent
and the Lenders that the such Loan Party has the power and legal right and
authority to enter into the Amendment Documents and has duly authorized as
appropriate the execution and delivery of the Amendment Documents and other
agreements and documents executed and delivered by such Loan Party in
connection herewith or therewith by proper corporate action, and none of the
Amendment Documents nor the agreements contained herein or therein contravenes
or constitutes a default under any agreement, instrument or indenture to which
such Loan Party is a party or a signatory or a provision of such Loan Party’s
Articles of Incorporation, Bylaws or any other agreement or requirement of law,
or result in the imposition of any Lien on any of its property under any
agreement binding on or applicable to such Loan Party or any of its property
except, if any, in favor of the Agent for the benefit of the Lenders.  The Loan Parties represent and warrant that
no consent, approval or authorization of or registration or declaration with
any Person, including but not limited to any governmental authority, is
required in connection with the execution and delivery by the Loan Parties of
the Amendment Documents or other agreements and documents executed and
delivered by the Loan Parties in connection therewith or the performance of
obligations of the Loan Parties therein described, except for those which the
Loan Parties have obtained or provided and as to which the Loan Parties have
delivered certified copies of documents evidencing each such action to the
Agent.


 


Section 4.3     No Adverse Claim. 
The Loan
Parties warrant, acknowledge and agree that no events have been taken place and
no circumstances exist at the date hereof which would give the Loan Parties a
basis to assert a defense, offset or counterclaim to any claim of the Lenders
and the Agent with respect to the Obligations.


 


3

















 


Section 5.               Affirmation of Credit Agreement, Further References,
Affirmation of Security Interest.  Each Lender, the Agent and each Loan Party
acknowledges and affirms that the Credit Agreement, as hereby amended, is
hereby ratified and confirmed in all respects and all terms, conditions and
provisions of the Credit Agreement, except as amended by this Amendment, shall
remain unmodified and in full force and effect. 
All references in any document or instrument to the Credit Agreement are
hereby amended and shall refer to the Credit Agreement as amended by this
Amendment.  Each Loan Party confirms to
the Lenders and the Agent that the Obligations under the Security Agreement to
which it is a party, as amended hereby, and all of the terms, conditions,
provisions, agreements, requirements, promises, obligations, duties, covenants
and representations of such Loan Party under such documents and any and all
other documents and agreements entered into with respect to the obligations
under the Credit Agreement are incorporated herein by reference and are hereby
ratified and affirmed in all respects by such Loan Party.


 


Section 6.               Merger and
Integration, Superseding Effect.  This Amendment, from and after the date hereof, embodies the entire
agreement and understanding between the parties hereto and supersedes and has
merged into this Amendment all prior oral and written agreements on the same
subjects by and between the parties hereto with the effect that this Amendment
shall control with respect to the specific subjects hereof and thereof.


 


Section 7.               Successors.  The
Amendment Documents shall be binding upon each Loan Party, the Lenders and the
Agent and their respective successors and assigns, and shall inure to the
benefit of the Loan Parties, the Lenders and the Agent and the successors and
assigns of the Lenders and the Agent.


 


Section 8.               Legal Expenses.  As provided in Section 16.5 of the Credit Agreement, the Loan
Parties agree to reimburse the Agent upon demand for all reasonable
out-of-pocket expenses (including filing and recording costs and fees, charges
and disbursements of outside counsel to the Agent (determined on the basis of
such counsel’s generally applicable rates, which may be higher than the rates
such counsel charges the Agent in certain matters) and/or the allocated costs
of in-house counsel incurred from time to time) incurred in connection with the
negotiation, preparation, enforcement and collection of this Amendment and the
Loan Documents and all other documents negotiated and prepared in connection
with this Amendment and the Loan Documents.


 


Section 9                Counterparts.  The Amendment Documents may be executed in several counterparts as deemed
necessary or convenient, each of which, when so executed, shall be deemed an
original, provided that all such counterparts shall be regarded as one and the
same document, and either party to the Amendment Documents may execute any such
agreement by executing a counterpart of such agreement.


 


Section 10              Governing Law. 
THE AMENDMENT DOCUMENTS SHALL BE GOVERNED BY THE INTERNAL LAWS OF THE
STATE OF MINNESOTA, WITHOUT GIVING EFFECT TO CONFLICT OF LAW PRINCIPLES
THEREOF, BUT GIVING EFFECT TO FEDERAL LAWS APPLICABLE TO NATIONAL BANKS, THEIR
HOLDING COMPANIES AND THEIR AFFILIATES.


 


4

















 


IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be executed as of the date and year first above written.


 


	
  LOAN PARTIES:

  	
  WINMARK
  CORPORATION

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Brett D.
  Heffes

  
	
   

  	
  Name:

  	
  Brett D. Heffes

  
	
   

  	
  Title:

  	
  President,
  Finance and Administration and Treasurer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  WIRTH
  BUSINESS CREDIT, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Brett D.
  Heffes

  
	
   

  	
  Name:

  	
  Brett D. Heffes

  
	
   

  	
  Title:

  	
  Treasurer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  WINMARK
  CAPITAL CORPORATION

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Brett D.
  Heffes

  
	
   

  	
  Name:

  	
  Brett D. Heffes

  
	
   

  	
  Title:

  	
  Chief Financial
  Officer and Treasurer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  GROW
  BIZ GAMES, INC.

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Brett D.
  Heffes

  
	
   

  	
  Name:

  	
  Brett D. Heffes

  
	
   

  	
  Title:

  	
  Treasurer

  



 


 


[Signature Page to First Amendment to Amended and Restated Revolving
Credit Agreement]


 

















 


	
   

  	
  BANK OF
  AMERICA, N.A. (as successor by merger to LaSalle Bank National Association), as Administrative Agent

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ A. Quinn
  Richardson

  
	
   

  	
  Name:

  	
  A. Quinn
  Richardson

  
	
   

  	
  Title:

  	
  Senior Vice
  President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  BANK OF
  AMERICA, N.A (as successor by merger to LaSalle Bank National Association), as a Lender and L/C Issuer

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ A. Quinn
  Richardson

  
	
   

  	
  Name:

  	
  A. Quinn
  Richardson

  
	
   

  	
  Title:

  	
  Senior Vice
  President

  



 


 


[Signature Page to First
Amendment to Amended and Restated Revolving Credit Agreement]


 

















 


	
   

  	
  THE
  PRIVATEBANK AND TRUST COMPANY, as a Lender

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Peter Pricco

  
	
   

  	
  Name:

  	
  Peter Pricco

  
	
   

  	
  Title:

  	
  Associate
  Managing Director

  



 


 


[Signature Page to First Amendment to Amended and
Restated Revolving Credit Agreement]


 
















 


EXHIBIT A TO


FIRST AMENDMENT TO


CREDIT AGREEMENT


 


SCHEDULE 2.1


 


COMMITMENTS

AND APPLICABLE PERCENTAGES


 


	
  Lender

  	
   

  	
  Commitment

  	
   

  	
  Applicable

  Percentage

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Bank of America, N.A. (as successor by merger to LaSalle
  Bank National Association)

  	
   

  	
  $

  	
  21,818,181.82

  	
   

  	
  54.545454546

  	
  %

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  The PrivateBank and Trust Company

  	
   

  	
  $

  	
  18,181,818.18

  	
   

  	
  45.454545454

  	
  %

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Total

  	
   

  	
  $

  	
  40,000,000

  	
   

  	
  100.00

  	
  %

  



 

















 


EXHIBIT B TO


FIRST AMENDMENT TO


CREDIT AGREEMENT


 


SCHEDULE
9.17


REAL PROPERTY


 


	
  Property Type:   Winmark
  Corporation headquarters

  	
  (Leased)

  
	
   

  	
   

  	
   

  
	
  Property Location:

  	
  605 Highway 169 North,
  Suite 400

  	
   

  
	
   

  	
  Minneapolis, MN 55441

  	
   

  
	
   

  	
   

  	
   

  
	
  Lessor:

  	
  Utah State Retirement
  Investment Fund,

  	
   

  
	
   

  	
  an independent agency
  of the State of Utah

  	
   

  
	
   

  	
  c/o CB Richard Ellis

  	
   

  
	
   

  	
  510 Marquette Ave.,
  Suite 250

  	
   

  
	
   

  	
  Minneapolis, MN 55435

  	
   

  
	
   

  	
   

  	
   

  
	
  Property Type:   Winmark Capital Corporation Office Space

  	
  (Leased)

  
	
   

  	
   

  	
   

  
	
  Property Location:

  	
  1942 Broadway
  Suite # 318 & 317

  	
   

  
	
   

  	
  Boulder, CO 80302

  	
   

  
	
   

  	
   

  	
   

  
	
  Lessor:

  	
  Office
  Partners, Inc. (d/b/a Broadway Suites, Inc.)

  
	
   

  	
  1942 Broadway

  	
   

  
	
   

  	
  Boulder, CO 80302

  	
   

  
	
   

  	
   

  	
   

  
	
  Property Type:   Winmark Capital Corporation Office Space

  	
  (Leased)

  
	
   

  	
   

  	
   

  
	
  Property Location:

  	
  2 Ravinia Drive,
  Suite # 500

  	
   

  
	
   

  	
  Atlanta, GA 30346

  	
   

  
	
   

  	
   

  	
   

  
	
  Lessor:

  	
  The Regus Group

  	
   

  
	
   

  	
  3003 Summit Blvd.,
  Suite 1400

  	
   

  
	
   

  	
  Atlanta, GA 30319

  	
   

  
	
   

  	
   

  	
   

  
	
  Property Type:   Winmark Capital Corporation Office Space

  	
  (Leased)

  
	
   

  	
   

  	
   

  
	
  Property Location:

  	
  1309 State Street,
  Suite A

  	
   

  
	
   

  	
  Santa Barbara, CA 93101

  	
   

  
	
   

  	
   

  	
   

  
	
  Lessor:

  	
  State Street GBF, LLC

  	
   

  
	
   

  	
  116 East Sola Street

  	
   

  
	
   

  	
  Santa Barbara, CA 93101

  	
   

  



 

















 


EXHIBIT C TO


FIRST AMENDMENT TO


CREDIT AGREEMENT


 


SCHEDULE
9.23


ACCOUNTS


 


I.              Winmark Corporation


 


	
  Bank of America

  	
   

  
	
  Winmark Corporation
  Corporate*

  	
   

  
	
  Winmark Corporation
  Buying Group*

  	
   

  
	
  Winmark Corporation
  Payroll*

  	
   

  
	
  Winmark Corporation
  Royalty*

  	
   

  
	
   

  	
   

  
	
  Bank of Montreal

  	
  Piper Jaffray*

  
	
  Winmark Corporation*

  	
   

  
	
   

  	
   

  
	
  Royal Bank of Canada

  	
  Fidelity Investments*

  
	
  Winmark Corporation*

  	
   

  
	
   

  	
   

  
	
  The PrivateBank

  	
  Feltl and Company*

  
	
  Winmark Corporation*

  	
   

  



 


II.            Wirth Business Credit, Inc.


 


Bank of America


Wirth Business
Credit, Inc.*


Wirth Business
Credit, Inc. Payroll*


 


III.           Winmark Capital Corporation


 


Bank of America


Winmark Capital
Corporation*


Winmark Capital
Corporation Payroll*


 






*  Material has been omitted pursuant to a
request for confidential treatment and the material has been file separately.


 

















 


FOURTH AMENDED AND RESTATED NOTE


 


	
   

  	
  August 12, 2009

  
	
  $21,818,181.82

  	
  Minneapolis, Minnesota

  



 


The
undersigned, jointly and severally, for value received, promise to pay to the
order of Bank of America, N.A. (as successor by merger to LaSalle Bank National
Association) (the “Lender”) at the Administrative Agent’s Office (as
defined in the Credit Agreement) the aggregate unpaid amount of all Loans made
to the undersigned by the Lender pursuant to the Credit Agreement referred to
below (as shown in the records of the Lender), such principal amount to be
payable on the dates set forth in the Credit Agreement.


 


The
undersigned, jointly and severally, further promise to pay interest on the
unpaid principal amount of each Loan from the date of such Loan until such Loan
is paid in full, payable at the rate(s) and at the time(s) set forth
in the Credit Agreement.  Payments of
both principal and interest are to be made in lawful money of the United States
of America.


 


This
Fourth Amended and Restated Note amends and restates that certain Third Amended
and Restated Note dated June 10, 2008, in the original principal amount of
$30,000,000 issued by the undersigned to the order of the Lender (the “Prior
Note”).  It is expressly intended,
understood and agreed that this Fourth Amended and Restated Note shall replace
the Prior Note as evidence of such indebtedness of the undersigned to the
Lender, and such indebtedness of the undersigned to the Lender heretofore
represented by the Prior Note, as of the date hereof, shall be considered
outstanding hereunder from and after the date hereof and shall not be
considered paid (nor shall the undersigned’s obligation to pay the same be
considered discharged or satisfied) as a result of the issuance of this Fourth
Amended and Restated Note.


 


This
Fourth Amended and Restated Note evidences indebtedness incurred under, and is
subject to the terms and provisions of, the Amended and Restated Revolving
Credit Agreement, dated as of June 10, 2008 (as amended, supplemented or
modified, the “Credit Agreement”; terms not otherwise defined herein are
used herein as defined in the Credit Agreement), among the undersigned, certain
lenders party thereto and the Lender, to which Credit Agreement reference is
hereby made for a statement of the terms and provisions under which this Fourth
Amended and Restated Note may or must be paid prior to its due date or its due
date accelerated.


 


This
Fourth Amended and Restated Note is made under and governed by the laws of the
State of Minnesota applicable to contracts made and to be performed entirely
within such State.


 


	
  WINMARK CORPORATION

  	
   

  	
  GROW BIZ GAMES, INC.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Brett D. Heffes

  	
   

  	
  By:
  

  	
  /s/
  Brett D. Heffes

  
	
  Name:

  	
  Brett
  D. Heffes

  	
   

  	
  Name:

  	
  Brett
  D. Heffes

  
	
  Title:

  	
  President,
  Finance and Administration

  	
   

  	
  Title:

  	
  Treasurer

  
	
   

  	
  and
  Treasurer

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  WIRTH BUSINESS CREDIT, INC.

  	
   

  	
  WINMARK CAPITAL CORPORATION

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Brett D. Heffes

  	
   

  	
  By:

  	
  /s/
  Brett D. Heffes

  
	
  Name:

  	
  Brett
  D. Heffes

  	
   

  	
  Name:

  	
  Brett
  D. Heffes

  
	
  Title:

  	
  Treasurer

  	
   

  	
  Title:

  	
  Chief
  Financial Officer and Treasurer

  



 

















 


AMENDED AND RESTATED REVOLVING NOTE


 


	
   

  	
  August 12, 2009

  
	
  $18,181,818.18

  	
  Minneapolis, Minnesota

  



 


The undersigned, jointly
and severally, for value received, promise to pay to the order of The
PrivateBank and Trust Company (the “Lender”) at the Administrative Agent’s
Office (as defined in the Credit Agreement) the aggregate unpaid amount of all
Loans made to the undersigned by the Lender pursuant to the Credit Agreement
referred to below (as shown in the records of the Lender), such principal
amount to be payable on the dates set forth in the Credit Agreement.


 


The undersigned, jointly
and severally, further promise to pay interest on the unpaid principal amount
of each Loan from the date of such Loan until such Loan is paid in full,
payable at the rate(s) and at the time(s) set forth in the Credit
Agreement.  Payments of both principal
and interest are to be made in lawful money of the United States of America.


 


This Amended and Restated
Revolving Note amends and restates that certain Revolving Note dated June 10,
2008, in the original principal amount of $25,000,000 issued by the undersigned
to the order of the Lender (the “Prior Note”). 
It is expressly intended, understood and agreed that this Amended and
Restated Revolving Note shall replace the Prior Note as evidence of such
indebtedness of the undersigned to the Lender, and such indebtedness of the
undersigned to the Lender heretofore represented by the Prior Note, as of the
date hereof, shall be considered outstanding hereunder from and after the date
hereof and shall not be considered paid (nor shall the undersigned’s obligation
to pay the same be considered discharged or satisfied) as a result of the
issuance of this Amended and Restated Revolving Note.


 


This Amended and Restated
Revolving Note evidences indebtedness incurred under, and is subject to the
terms and provisions of, the Amended and Restated Revolving Credit Agreement,
dated as of June 10, 2008 (as amended, supplemented or modified, the “Credit
Agreement”; terms not otherwise defined herein are used herein as defined in
the Credit Agreement), among the undersigned, Bank of America, N.A. (as
successor by merger to LaSalle Bank National Association), certain other
lenders party thereto and the Lender, to which Credit Agreement reference is
hereby made for a statement of the terms and provisions under which this
Amended and Restated Revolving Note may or must be paid prior to its due date
or its due date accelerated.


 


This Amended and Restated
Revolving Note is made under and governed by the laws of the State of Minnesota
applicable to contracts made and to be performed entirely within such State.


 


	
  WINMARK CORPORATION

  	
   

  	
  GROW BIZ GAMES, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Brett D. Heffes

  	
   

  	
  By:

  	
  /s/
  Brett D. Heffes

  
	
  Name:

  	
  Brett
  D. Heffes

  	
   

  	
  Name:

  	
  Brett
  D. Heffes

  
	
  Title:

  	
  President, Finance and
  Administration

  	
   

  	
  Title:

  	
  Treasurer

  
	
   

  	
  and Treasurer

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  WIRTH BUSINESS CREDIT, INC.

  	
   

  	
  WINMARK CAPITAL CORPORATION

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Brett D. Heffes

  	
   

  	
  By:

  	
  /s/
  Brett D. Heffes

  
	
  Name:

  	
  Brett
  D. Heffes

  	
   

  	
  Name:

  	
  Brett
  D. Heffes

  
	
  Title:

  	
  Treasurer

  	
   

  	
  Title:

  	
  Chief Financial Officer and Treasurer