Audiovox 2013 Annual Report Download - page 107
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EXECUTION COPY
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of
November 29, 2012, is by and among VOXX INTERNATIONAL CORPORATION, a Delaware corporation (the “Company”), AUDIOVOX
ACCESSORIES CORPORATION, a Delaware corporation (“ACC”), AUDIOVOX ELECTRONICS CORPORATION, a Delaware
corporation (“AEC”), AUDIOVOX CONSUMER ELECTRONICS, INC. , a Delaware corporation (“ACEI”), AMERICAN RADIO CORP.,
a Georgia corporation (“ARC”), CODE SYSTEMS, INC., a Delaware corporation (“CSI”), INVISION AUTOMOTIVE SYSTEMS INC. , a
Delaware corporation (“IAS”), BATTERIES.COM, LLC, an Indiana limited liability company (“ Batteries”), KLIPSCH GROUP, INC., an
Indiana corporation (“Klipsch”, and together with the Company, ACC, AEC, ACEI, ARC, CSI, IAS and Batteries, each, a “ Domestic Borrower”
and collectively, the “Domestic Borrowers”), VOXX INTERNATIONAL (GERMANY) GMBH, a Gesellschaft mit beschränkter Haftung under
the laws of the Federal Republic of Germany (the “ Foreign Borrower”, and together with the Domestic Borrowers, each a “ Borrower” and
collectively the “Borrowers”), the Subsidiaries of the Company party hereto (collectively, the “ Guarantors”), the Lenders (as hereinafter defined)
party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent on behalf of the Lenders under the Credit
Agreement (as hereinafter defined) (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein
shall have the meanings ascribed thereto in the Credit Agreement.
W I T N E S S E T H
WHEREAS, the Borrowers, the Guarantors, certain banks and financial institutions from time to time party thereto (the “ Lenders”) and the
Administrative Agent are parties to that certain Amended and Restated Credit Agreement dated as of March 14, 2012 (as amended, modified,
extended, restated, replaced, or supplemented from time to time, the “ Credit Agreement”);
WHEREAS, the Credit Parties have requested that the Required Lenders amend certain provisions of the Credit Agreement; and
WHEREAS, the Required Lenders are willing to make such amendments to the Credit Agreement, in accordance with and subject to the
terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the agreements hereinafter set forth, and for other good and valuable consideration, the receipt
and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
ARTICLE I
AMENDMENT TO CREDIT AGREEMENT
1.1 Amendment to Definition of Revolving Availability Amount . The definition of Revolving Availability Amount set forth in
Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: