Common use of Existing Investments Clause in Contracts

Existing Investments. EXHIBITS: A Form of Amended and Restated Guarantee and Collateral Agreement B-1 Form of Borrower Compliance Certificate B-2 Form of Holdings Compliance Certificate B-3 Form of SuperHoldings Compliance Certificate C-1 Form of Borrower Closing Certificate C-2 Form of Holdings Closing Certificate C-3 Form of Subsidiary Closing Certificate C-4 Form of SuperHoldings Closing Certificate D Form of Mortgage E Form of Assignment and Assumption F Form of Legal Opinion of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLP G-1 Form of Term Note G-2 Form of Revolving Credit Note G-3 Form of Swing Line Note H Form of Prepayment Option Notice I Form of Exemption Certificate J Form of Borrowing Base Certificate AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 13, 1998, as amended and restated as of December 10, 2003, as further amended and restated as of March 4, 2004, among NBC Holdings Corp., a Delaware corporation ("SuperHoldings"), NBC Acquisition Corp., a Delaware corporation ("Holdings"), Nebraska Book Company, Inc., a Kansas corporation (the "Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders") and JPMORGAN CHASE BANK, as administrative agent and collateral agent (in such capacity, the "Administrative Agent"), CITIGROUP GLOBAL MARKETS INC., as syndication agent (in such capacity, the "Syndication Agent") and FLEET NATIONAL BANK and ▇▇▇▇▇ FARGO BANK, N.A., as co-documentation agents (in such capacities, the "Co-Documentation Agents").

Existing Investments. EXHIBITS: A Form of Amended and Restated Guarantee and Collateral Agreement B-1 Form of Borrower Compliance Certificate B-2 Form of Holdings Compliance Certificate B-3 Form of SuperHoldings Compliance Certificate C-1 Form of Borrower Closing Certificate C-2 Form of Holdings Closing Certificate C-3 Form of Subsidiary Closing Certificate C-4 Form of SuperHoldings Closing Certificate D Form of Mortgage E Form of Assignment and Assumption F Form of Legal Opinion of Paul, Weiss, Rifkind, Wharton & Garrison LLP G-1 Form of Term Not▇ ▇▇▇▇▇▇-▇ Form of ▇▇▇▇▇▇▇▇▇ LLP G-1 Form of Term Note G-2 Form of Revolving g Credit Note G-3 Form of Swing Line Note H Form of Prepayment Option Notice I Form of Exemption Certificate J Form of Borrowing Base Certificate AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 13, 1998, as amended and restated as of December 10, 2003, as further amended and restated as of March 4, 2004, among NBC Holdings Corp., a Delaware corporation ("SuperHoldings"), NBC Acquisition Corp., a Delaware corporation ("HoldingsHOLDINGS"), Nebraska Book Company, Inc., a Kansas corporation (the "BorrowerBORROWER"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "LendersLENDERS") and JPMORGAN CHASE BANK, as administrative agent, documentation agent and collateral agent (in such capacitycapacities, the "Administrative AgentADMINISTRATIVE AGENT"), the "DOCUMENTATION AGENT", respectively) and CITIGROUP GLOBAL MARKETS INC., as syndication agent (in such capacity, the "Syndication Agent") and FLEET NATIONAL BANK and ▇▇▇▇▇ FARGO BANK, N.A., as co-documentation agents (in such capacities, the "Co-Documentation AgentsSYNDICATION AGENT").

Existing Investments. EXHIBITS: A A-1 Form of Amended and Restated Guarantee and Collateral Agreement B-1 A-2 Form of Borrower SAC Pledge Agreement B Form of Compliance Certificate B-2 C Form of Holdings Compliance Closing Certificate B-3 D-1 Form of SuperHoldings Compliance Certificate C-1 Mortgage--Borrower D-2 Form of Borrower Closing Certificate C-2 Form of Holdings Closing Certificate C-3 Form of Mortgage--Subsidiary Closing Certificate C-4 Form of SuperHoldings Closing Certificate D Form of Mortgage Guarantor E Form of Assignment and Assumption Acceptance F Form of Legal Opinion of ▇▇▇▇▇Weil, Gotshal & Mang▇▇ ▇▇▇▇▇▇▇▇▇ LLP G-1 G Form of Incremental Term Note G-2 Loan Activation Notice H Form of Swingline Loan Participation Certificate I-1 Form of Revolving Credit Note G-3 I-2 Form of Swing Line Term Loan Note H I-3 Form of Prepayment Option Notice I Form of Exemption Certificate Swingline Note J Form of Borrowing Base Certificate Notice AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 13July 2, 1998, as amended and restated as of December 10among SUNRISE TELEVISION CORP., 2003, as further amended and restated as of March 4, 2004, among NBC Holdings Corp., a Delaware corporation ("SuperHoldings"), NBC Acquisition Corp., a Delaware corporation ("Holdings"), Nebraska Book CompanySTC BROADCASTING, Inc., a Kansas corporation INC. (the "Borrower"), the several banks and other financial institutions or entities from time to time parties to this Agreement (the "Lenders") and JPMORGAN ), THE CHASE MANHATTAN BANK, as administrative agent and collateral agent (in such capacity, the "Administrative Agent"), CITIGROUP GLOBAL MARKETS INC.as issuing lender (in such capacity, the "Issuing Lender"), and as swingline lender (in such capacity, the "Swingline Lender"), NationsBank, N.A., as documentation agent (in such capacity, the "Documentation Agent"), and Salomon Brothers Holding Company Inc, as syndication agent (in such capacity, the "Syndication Agent"). The Borrower, certain of the Lenders, the Administrative Agent and the Documentation Agent are parties to the Credit Agreement, dated as of February 28, 1997 (the "Existing Credit Agreement"). Pursuant to the Asset Purchase Agreement, dated as of February 3, 1998 (the "Purchase Agreement"), by and among Tuscaloosa Broadcasting, Inc., WPTZ Licensee, Inc. and WNNE Licensee, Inc. (collectively, the "Sinc▇▇▇▇ ▇▇▇s") and FLEET NATIONAL BANK STC Broadcasting of Vermont, Inc. ("STCBV"), the Sinc▇▇▇▇ ▇▇▇s have agreed to assign, transfer and convey to STCBV (i) all of their right, title and interest in the assets of television stations WPTZ-TV, Channel 5, North Pole, New York (the "North Pole Station") and WNNE-TV, Channel 31, Hartford, Vermont (the "Hartford Station") and (ii) certain assets and rights of television station WFFF-TV, Channel 44, Burlington, Vermont (the "Burlington Station" and, collectively with the North Pole Station and the Hartford Station, the "Sinc▇▇▇▇ ▇▇▇tions") and STCBV has agreed to pay to the Sinc▇▇▇▇ ▇▇▇s $72,000,000 (subject to certain adjustments) as consideration for the purchase of the assets of the Sinc▇▇▇▇ ▇▇▇tions under the Purchase Agreement (all of the foregoing transactions, collectively, the "Purchase Transactions"). Pursuant to the Assignment and Assumption Agreement, dated as of April 20, 1998 (the "Assignment and Assumption Agreement"), STCBV has assigned all of its rights and obligations under the Purchase Agreement to its wholly-owned subsidiary, STC Broadcasting of Vermont Subsidiary, Inc. ("STCBV Sub"). The closing of the Purchase Transactions shall take place in two stages as follows: (i) on April 24, 1998, (A) the Sinc▇▇▇▇ ▇▇▇s transferred the non-license assets relating to the Sinc▇▇▇▇ ▇▇▇tions to STCBV Sub (such transfer, the "Sinc▇▇▇▇ ▇▇▇-License Transfer") in return for consideration from STCBV Sub of $70,000,000 (subject to certain adjustments) and (B) STCBV Sub entered into a time brokerage agreement (the "Sinc▇▇▇▇ ▇▇▇e Brokerage Agreement") with the Sinc▇▇▇▇ ▇▇▇s, which provides for STCBV Sub to operate the Sinc▇▇▇▇ ▇▇▇tions for the Sinc▇▇▇▇ ▇▇▇s and (ii) on and as of the date hereof, the Federal Communications Commission (the "FCC") has granted initial approval for the transfer of the licenses relating to the North Pole Station and the Hartford Station from the Sinc▇▇▇▇ ▇▇▇s to STCBV Sub, and on the date hereof the licenses relating to those stations will be so transferred and the balance of the consideration owing under the Purchase Agreement will be paid (the "Sinc▇▇▇▇ ▇▇▇ense Transfer"). Pursuant to the Letter Agreement by and between STCBV Sub and Smit▇ ▇▇▇adcasting of Vermont LLC ("Smit▇ ▇▇"), dated as of Apri▇ ▇▇, ▇▇▇▇, ▇▇▇▇▇ FARGO BANK▇▇▇ has transferred to Smit▇ ▇▇ all of STCBV Sub's right, N.A., as co-documentation agents (title and interest in such capacities, and to the "Co-Documentation Agents")Burlington Station.