10.13
Captions
10.14
Counterparts
10.15
Severability
10.16
Judgment Currency
10.17
Waiver of Jury Trial
EXHIBIT A-1
Form of Amended and Restated Revolving Credit Note
EXHIBIT A-2
Form of Swing Line Note
EXHIBIT B
Disclosure
EXHIBIT C
Existing Indebtedness
EXHIBIT D
Form of Certificate of Chief Financial Officer
EXHIBIT E
Form of Legal Opinion of Goodwin, Procter & Hoar LLP
EXHIBIT F
List of Subsidiaries
EXHIBIT G
Form of Flash Report
iii
AMENDED AND RESTATED
REVOLVING CREDIT AGREEMENT
THIS AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is amended and restated as
of March 31, 2003, among COURIER CORPORATION, a Massachusetts corporation
("Courier"), COURIER COMPANIES, INC., a Massachusetts corporation ("Companies"),
COURIER FOREIGN SALES CORPORATION LIMITED, a Jamaica corporation ("FISC"),
COURIER KENDALLVILLE, INC., an Indiana corporation ("Kendallville"), COURIER
PROPERTIES, INC., a Massachusetts corporation ("Properties"), NATIONAL
PUBLISHING COMPANY, a Pennsylvania corporation ("Publishing"), COURIER NEW
MEDIA, INC., a Massachusetts corporation ("New Media"), BOOK-MART PRESS, INC.,
a Delaware corporation ("Book-Mart"), MASSACHUSETTS NATIONAL PUBLISHING BUSINESS
TRUST, a Massachusetts Business Trust ("Publishing Trust"), DOVER PUBLICATIONS,
INC., a New York corporation ("DOVER"), and DOVER BOOK STORE, INC., a New York
corporation ("Dover Book") (Courier, Companies, FISC, Kendallville, Properties,
Publishing, New Media, Book-Mart, Publishing Trust, Dover, and Dover Book being
sometimes hereinafter referred to individually as a "Borrower" and collectively
as the "Borrowers"), CITIZENS BANK OF MASSACHUSETTS (successor to State Street
Bank and Trust Company), a Massachusetts chartered stock savings bank
("Citizens"), FLEET NATIONAL BANK (f/k/a BankBoston, N.A.), a national banking
association ("Fleet"), KEYBANK NATIONAL ASSOCIATION, a national banking
association ("Key"), and SOVEREIGN BANK (a federal savings bank) ("Sovereign";
and together with Citizens, Fleet, and Key the "Banks"), and CITIZENS BANK OF
MASSACHUSETTS (successor to State Street Bank and Trust Company), executing this
Agreement in the capacity of Agent for the Banks (the "Agent").
WHEREAS, the Borrowers, the Banks and the Agent are party to that certain
Revolving Credit Agreement dated as of March 18, 1997 (as amended, the "Existing
Loan Agreement");
WHEREAS, the Borrowers, the Banks and the Agent desire to amend and restate the
Existing Loan Agreement as set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the parties hereto hereby agree that the Existing Loan Agreement
shall be amended and restated effective as of March 31, 2003 to read in its
entirety as follows:
1
SECTION 1.
DEFINITIONS AND RULES OF
INTERPRETATION.
1.1
Definitions.
As used herein -
1.1.1
"Advantage Interest Payment Date" shall have the
meaning set forth in Section 2.5.4(i) hereof.
1.1.2
"Affected Advantage Loans" shall have the meaning
set forth in Section 2.5.4(iii) hereof.
1.1.3
"Affected Standard LIBOR Loans" shall have the
meaning set forth in Section 2.5.5(iv) hereof.
1.1.4
"Affiliate" means, with reference to any Person,
(i) any director, officer or employee of that Person, (ii) any other Person
controlling, controlled by or under direct or indirect common control of that
Person, (iii) any other Person directly or indirectly holding 5% or more of any
class of the capital stock or other equity interests (including options,