OTHER LOAN
DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON
CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO
REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY
OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK
TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER
PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER
THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION
§ 14.15 Severability.
The provisions of this Agreement are severable and if any one clause or
provision hereof shall be held invalid or unenforceable in whole or in part in
any jurisdiction, then such invalidity or unenforceability shall affect only
such clause or provision, or part thereof, in such jurisdiction, and shall not
in any manner affect such clause or provision in any other jurisdiction, or any
other clause or provision of this Agreement in any jurisdiction.
{B1036286; 2}-75-
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed and delivery as of the day and year first above written.
BORROWERS: LOJACK CORPORATION By:
/s/
Timothy P. O'Connor
Title:
Senior Vice President and
Chief Financial Officer
{B1036286; 2}Signature Page to Credit Agreement
LOJACK GLOBAL LLC By:
LOJACK CORPORATION, its
Manager-Member By:
/s/
Timothy P. O'Connor
Title:
Senior Vice President and
Chief Financial Officer
{B1036286; 2}-2-
LOJACK OPERATING COMPANY, L.P. By:
LOJACK CORPORATION, its
general partner
By:
/s/
Timothy P. O'Connor
Title:
Senior Vice President and
Chief Financial Officer
{B1036286; 2}-3-
LOJACK SAFETYNET, INC. By:
/s/
Timothy P. O'Connor
Title:
Treasurer
{B1036286; 2}-4-
BOOMERANG TRACKING, INC. By:
/s/
Timothy P. O'Connor
Title:
Vice President, Finance
{B1036286; 2}Signature Page to Credit Agreement
GUARANTORS:
LSC LOCATOR SYSTEMS
INTERNATIONAL CORP.
By:
/s/
Timothy P. O'Connor
Title:
Treasurer
{B1036286; 2}-2-
RBS CITIZENS, N.A. as Lender and Administrative Agent By:
/s/
David J. Bugbee
Title:
Senior Vice President
{B1036286; 2}-3-
TD BANK, N.A., as Lender and Issuing Bank By:
/s/
Meg McIsaac
Title:
Senior Commercial Lending Officer
{B1036286; 2}Signature Page to Credit Agreement
EXHIBIT A
FORM OF
ASSIGNMENT AND ACCEPTANCE
This Assignment and Acceptance (the "Assignment and Acceptance") is dated as of
the Effective Date set forth below and is entered into by and between [Insert
name of Assignor] (the "Assignor") and [Insert name of Assignee] (the
"Assignee"). Capitalized terms used but not defined herein shall have the
meanings given to them in the Credit Agreement identified below (as amended, the
"Credit Agreement"), receipt of a copy of which is hereby acknowledged by the
Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto
are hereby agreed to and incorporated herein by reference and made a part of
this Assignment and Acceptance as if set forth herein in full.
For an agreed consideration, the Assignor hereby irrevocably sells and assigns
to the Assignee, and the Assignee hereby irrevocably purchases and assumes from
the Assignor,