Sunbeam 2007 Annual Report Download - page 139

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Exhibit 10.78
AMENDMENT NO. 1 AMENDED AND RESTATED LOAN AGREEMENT
THIS AMENDMENT NO. 1 AMENDED AND RESTATED LOAN AGREEMENT (this “Amendment”) is made and
entered into as of November 16, 2007, with respect to that certain Amended and Restated Loan Agreement dated as of August 8, 2007
(as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by and among JARDEN
RECEIVABLES, LLC, a Delaware limited liability company, as “Borrower”, JARDEN CORPORATION, a Delaware corporation,
as “Servicer”, THREE PILLARS FUNDING LLC, a Delaware limited liability company (together with its successors and permitted
assigns, as “Lender”, and SUNTRUST ROBINSON HUMPHREY, INC., a Tennessee corporation, as “Administrator”. Capitalized
terms used and not otherwise defined herein are used with the meanings attributed thereto in the Loan Agreement.
BACKGROUND
The parties wish to amend the Loan Agreement on the terms and subject to the conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereto agree as
follows:
1. Amendment. The definitions of the “Facility Limit terms in Section 1.1 of the Loan Agreement is hereby amended and
restated in their entirety to read as follows:
“Facility Limit” means (i) at all times during the period (A) commencing on and including April 1, 2007 until but
excluding January 15, 2008, (B) commencing on and including April 1, 2008 until but excluding November 15, 2008 and (C) for
each year thereafter, commencing on and including April 1 of each such year until but excluding November 15 of each such
year, the Maximum Facility Limit, (ii) at all times during the period (A) commencing on and including January 15, 2008 until
but excluding April 1, 2008 and (B) commencing on and including November 15 of each year until but excluding January 15 of
each year (other than during the period commencing on and including November 15, 2007 until but excluding January 15,
2008), $200,000,000, and (iii) at all times during the period commencing on and including January 15 of each year until but
excluding April 1 of each year (other than the period commencing on and including January 15, 2008 until but excluding
April 1, 2008), $100,000,000.
2. Representations. In order to induce the Administrator and the Lender to enter into this Amendment, the Borrower hereby
represents and warrants to the Administrator and the Lender that, after giving effect to the waiver in Section 1 above, no Significant
Event or Unmatured Significant Event exists and is continuing as of the date hereof.
3. Effectiveness. This Amendment shall become effective and shall inure to the benefit of the Borrower, the Lender, the
Administrator and their respective successors and