at the
Agent's opening of business on the date of payment.
10.17
WAIVER OF JURY TRIAL.
THE BORROWERS HEREBY
IRREVOCABLY WAIVE TRIAL BY JURY IN ANY JURISDICTION AND IN ANY COURT WITH
RESPECT TO, IN CONNECTION WITH, OR ARISING OUT OF THIS AGREEMENT, THE
OBLIGATIONS, OR ANY INSTRUMENT OR DOCUMENT DELIVERED PURSUANT HERETO OR THERETO,
OR ANY CLAIM OR DISPUTE
HOWSOEVER ARISING, BETWEEN ANY OF THE BORROWERS AND
THE AGENT AND/OR THE BANKS.
THIS WAIVER OF JURY TRIAL SHALL BE EFFECTIVE FOR
EACH AND EVERY DOCUMENT EXECUTED BY THE BORROWERS, THE AGENT AND/OR THE BANKS
AND DELIVERED TO THE AGENT, THE BANKS OR THE BORROWERS, AS THE CASE MAY BE,
WHETHER OR NOT SUCH DOCUMENT SHALL CONTAIN A WAIVER OF JURY TRIAL.
THE
BORROWERS FURTHER ACKNOWLEDGE THAT ALL DOCUMENTS DELIVERED BY THE AGENT, THE
BANKS OR THE BORROWERS ARE SUBJECT TO THIS WAIVER OF JURY TRIAL AS TO ANY ACTION
THAT MAY BE BROUGHT AS TO ANY OF SUCH DOCUMENTS, INSTRUMENTS OR LETTERS OR THE
LIKE.
THE BORROWERS FURTHER CONFIRM THAT THE FOREGOING WAIVERS ARE INFORMED AND
FREELY MADE.
60
WITNESS the execution hereof under seal on the day and year first above written.
The Borrowers:
COURIER CORPORATION
By:
/s/ Lee Cochrane
Title: V. P. & Treasurer
COURIER COMPANIES, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
COURIER FOREIGN SALES
CORPORATION LIMITED
By:
/s/ Lee Cochrane
Title:
Treasurer
COURIER KENDALLVILLE, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
COURIER PROPERTIES, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
61
NATIONAL PUBLISHING COMPANY
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
COURIER NEW MEDIA, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
BOOK-MART PRESS, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
MASSACHUSETTS NATIONAL
PUBLISHING BUSINESS TRUST
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
DOVER PUBLICATIONS, INC.
By:
/s/ Lee Cochrane
Title:
Asst. Treasurer
62
The Banks:
CITIZENS BANK OF MASSACHUSETTS
(successor to State Street Bank
& Trust Company)
By:
/s/ S. F. Foley
Title: S. F. Foley, Vice President
FLEET NATIONAL BANK
(f/k/a BankBoston, N.A.)
By:
/s/ Elise M. Russo
Title:
S.V.P.
KEYBANK NATIONAL ASSOCIATION
By:
/s/ Mitchell B. Feldman
Title:
S.V.P.
SOVEREIGN BANK (a federal savings bank)
By:
/s/ Michael S. Tager S.V.P.
Title: Sr. Vice President
The Agent:
CITIZENS BANK OF MASSACHUSETTS
(successor to State Street Bank
& Trust Company)
By:
/s/ S. F. Foley
Title: S. F. Foley, Vice President
63
EXHIBIT A-1
Amended and Restated
Revolving Credit Note
$15,000,000
Boston, Massachusetts
March 31, 2003
FOR VALUE RECEIVED, the undersigned (hereinafter, together with their respective
successors in title and assigns, collectively called the "Borrowers"), by this
promissory note (hereinafter, called "this Note"), absolutely and
unconditionally promise to pay to the order of FLEET NATIONAL BANK (f/k/a
BankBoston, N.A.) (hereinafter, together with its successors in title and
assigns, called the "Bank"), the principal sum of FIFTEEN MILLION DOLLARS
($15,000,000), or so much thereof as shall have been advanced by the Bank to the
Borrowers by way of revolving loans under the Credit Agreement (as hereinafter