13.25
Joint and Several Liability
108
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EXHIBITS
A FORM OF REQUEST FOR REVOLVING CREDIT ADVANCE
B FORM OF REVOLVING CREDIT NOTE
C FORM OF SWING LINE NOTE
D FORM OF REQUEST FOR SWING LINE ADVANCE
E FORM OF NOTICE OF LETTERS OF CREDIT
F FORM OF SECURITY AGREEMENT
G FORM OF COLLATERAL ACCESS AGREEMENT
H FORM OF ASSIGNMENT AGREEMENT
I FORM OF GUARANTY
J FORM OF COVENANT COMPLIANCE REPORT
K -1 FORM OF TERM LOAN A NOTE
L FORM OF TERM LOAN RATE REQUEST
M FORM OF SWING LINE PARTICIPATION CERTIFICATE
N-1 FORM OF DRAW-TO NOTE
N-2 FORM OF REQUEST FOR DRAW-TO-FACILITY ADVANCE
O FORM OF NEW LENDER ADDENDUM
SCHEDULES
SCHEDULE 1.1 APPLICABLE MARGIN GRID
SCHEDULE 1.2 PERCENTAGES AND ALLOCATIONS
SCHEDULE 1.3 COMPLIANCE INFORMATION
SCHEDULE 5.2 JURISDICTIONS IN WHICH EACH CREDIT PARTY IS AUTHORIZED TO DO
BUSINESS
SCHEDULE 6.3(b) ALL REAL PROPERTY OWNED AND LEASED
SCHEDULE 6.4 TAXES
SCHEDULE 6.10 CONSENTS, APPROVALS AND FILINGS, ETC.
SCHEDULE 6.13 PENSION PLANS
SCHEDULE 6.15 ENVIRONMENTAL AND SAFETY MATTERS
SCHEDULE 6.16 SUBSIDIARIES OF CREDIT PARTIES
SCHEDULE 6.17 MANAGEMENT AGREEMENTS
SCHEDULE 6.18 MATERIAL CONTRACTS
SCHEDULE 6.19 COMPANY TRADE NAMES
SCHEDULE 6.20 CAPITAL STRUCTURE
SCHEDULE 6.21(b) ACCURACY OF INFORMATION
SCHEDULE 6.23 UNION CONTRACTS AND AGREEMENTS
SCHEDULE 8.1 EXISTING DEBT
SCHEDULE 8.2 EXISTING LIENS
SCHEDULE 8.7 INVESTMENTS
SCHEDULE 8.8 TRANSACTIONS WITH AFFILIATES
SCHEDULE 8.15 GUARANTY OBLIGATIONS
SCHEDULE 13.6 NOTICES
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AMENDED AND RESTATED CREDIT AGREEMENT
This Amended and Restated Credit Agreement ("Agreement") is made as of the 3rd
day of August, 2011, by and among the financial institutions from time to time
signatory hereto (individually a "Lender," and any and all such financial
institutions collectively the "Lenders"), Comerica Bank, as Administrative Agent
for the Lenders (in such capacity, the "Agent") and Arranger, Wells Fargo Bank,
National Association as Syndication Agent, and Multimedia Games, Inc., a
Delaware corporation (formerly known as MegaBingo, Inc.) and MGAM Systems, Inc.,
a Delaware corporation (each, individually a "Borrower," and collectively the
"Borrowers").
RECITALS
A.
Borrowers, Agent, and certain financial institutions are parties to
a Revolving Credit Agreement dated as of April 27, 2007, as amended by the
Amendment to Credit Agreement dated October 26, 2007, the Second Amendment to
Credit Agreement dated December 20, 2007, the Third Amendment to Credit
Agreement dated July 22, 2009, and the Fourth Amendment to Credit Agreement
dated April 6, 2010 (the "Prior Credit Agreement").
Borrowers are indebted in
the aggregate principal amount of $43,875,000.00 to the financial institutions
that are the lenders under the Prior Credit Agreement.
B.
Pursuant to the Prior Credit Agreement, Multimedia Games Holding
Company, Inc., a Texas corporation (formerly known as Multimedia Games, Inc.)
("Parent"), MegaBingo International, LLC, a Delaware limited liability company,
MGAM Systems International, Inc., a Delaware corporation (which has since merged
with and into MGAM Systems, Inc.), Innovative Sweepstakes Systems, Inc., a
Delaware corporation (which has since merged with and into Parent), and MGAM
Services, L.L.C., a Delaware limited liability company (which has since merged
with and into Multimedia Games, Inc.) (collectively, the "Original Guarantors")
executed