WAIVER OF CREDIT AGREEMENT
WAIVER dated as of March 29, 1998 to the Amended and Restated Credit
Agreement dated as of January 23, 1998 (the Credit Agreement) among IOMEGA
CORPORATION (the Borrower), the BANKS party thereto (the Banks), CITIBANK, N.A.,
as Administrative Agent and ▇▇▇▇▇▇ GUARANTY TRUST COMPANY OF NEW YORK, as
Documentation Agent (the Documentation Agent).
W I T N E S S E T H :
The parties hereto agree as follows:
SECTION 1. Defined Terms; References. Unless otherwise specifically
defined herein, each term used herein which is defined in the Credit Agreement
has the meaning assigned to such term in the Credit Agreement. Each reference to
hereof, hereunder, herein and hereby and each other similar reference and each
reference to this Agreement, and each other similar reference contained in the
Credit Agreement shall, after this Amendment becomes effective, refer to the
Credit Agreement as amended hereby.
SECTION 2. Waiver of Maximum Cash Conversion Days Covenant. The Banks
waive compliance with Section 5.14 of the Credit Agreement for the Fiscal
Quarter ended March 29, 1998, provided that Cash Conversion Days for such Fiscal
Quarter do not exceed 100.
SECTION 3. Governing Law. This Waiver shall be governed by and construed in
accordance with the laws of the State of New York.
SECTION 4. Counterparts. This Waiver may be signed in any number of
counterparts, each of which shall be an original, with the same effect as if the
signatures thereto and hereto were upon the same instrument.
SECTION 5. Effectiveness. This Waiver shall become effective as of the
date hereof on the date when the Documentation Agent shall have received (i)
from each of the Borrower and the Required Banks a counterpart hereof signed by
such party or facsimile or other written confirmation (in form satisfactory to
the Documentation Agent) that such party has signed a counterpart hereof and
(ii) from the Borrower for the account of each Bank which has signed this Waiver
a waiver fee of .05% of such Bank=s Commitment on such date.
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IN WITNESS WHEREOF, the parties hereto have caused this Waiver to be
duly executed as of the date first above written.
IOMEGA CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President and Treasurer
CITIBANK, N.A.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇
Title: Attorney-in-Fact
▇▇▇▇▇▇ GUARANTY TRUST
COMPANY OF NEW YORK
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
FLEET NATIONAL BANK
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
Title: Senior Vice President
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS
ASSOCIATION
By: /s/ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇ ▇▇▇▇▇
Title: Managing Director
FIRST SECURITY BANK, N.A.
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇
Name: ▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President
KEYBANK NATIONAL ASSOCIATION
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Title: Assistant Vice President
ABN AMRO BANK N.V.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Vice President
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
THE SUMITOMO TRUST & BANKING
CO., LTD., LOS ANGELES AGENCY
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Vice President & Manager
THE NORTHERN TRUST COMPANY
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇
Title: Vice President
ISTITUTO BANCARIO SAN PAOLO DI
TORINO S.P.A
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: First Vice President
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: DGM
THE SANWA BANK, LIMITED, LOS
ANGELES BRANCH
By:
Name:
Title:
UNION BANK OF CALIFORNIA, N.A.
By: /s/ ▇▇▇ ▇. ▇▇▇▇
Name: ▇▇▇ ▇. ▇▇▇▇
Title: Vice President
