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Exhibit (10)(o)
SECOND AMENDMENT TO
CREDIT AGREEMENT
Dated as of July 30, 1999
Among
BOSTON CELTICS LIMITED PARTNERSHIP II,
the Borrower
and
THE ROYAL BANK OF SCOTLAND plc,
the Lender
and
CITIZENS BANK OF MASSACHUSETTS,
the Agent
SECOND AMENDMENT TO CREDIT AGREEMENT
This SECOND AMENDMENT TO CREDIT AGREEMENT is entered into as of July
30, 1999 by and among BOSTON CELTICS LIMITED PARTNERSHIP II, a Delaware
limited partnership (the "Borrower"), THE ROYAL BANK OF SCOTLAND plc, as the
Lender party to the Credit Agreement referred to below (the "Lender"), and
CITIZENS BANK OF MASSACHUSETTS, as Agent (the "Agent") under the Credit
Agreement referred to below.
Recitals
--------
The Borrower, the Lender and the Agent are parties to a Credit
Agreement dated as of May 20, 1998 (as amended, the "Credit Agreement").
The Borrower desires to amend the Credit Agreement in certain respects, and
the Lender is willing to do so on the terms stated herein. All capitalized
terms used herein and not otherwise defined shall have the meanings set
forth in the Credit Agreement.
NOW, THEREFORE, the Borrower, the Lender and the Agent hereby agree as
follows:
Section 1. Definitions. Section 1.1 of the Credit Agreement is
hereby amended by deleting the definition of "Borrowing Base" in its
entirety and substituting therefor a new definition as follows:
"Borrowing Base" shall mean an amount equal to 80% of Eligible
Pledged Collateral.
Section 2. Amendment of Covenants. Article 7 of the Credit Agreement
is hereby amended by deleting Section 7.1 thereof in its entirety and
substituting therefor the following:
"Section 7.1 [Intentionally Omitted]."
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Section 3. Representations and Warranties; No Default. The Borrower
hereby confirms to the Agent and the Lender, the representations and
warranties of the Borrower set forth in Article 5 of the Credit Agreement
(as amended hereby) as of the date hereof, as if set forth herein in full.
The Borrower hereby certifies that no Default exists under the Credit
Agreement.
Section 4. Miscellaneous. The Borrower agrees to pay on demand all
the Agent's reasonable expenses in preparing, executing and delivering this
Second Amendment to Credit Agreement, and all related instruments and
documents, including, without limitation, the reasonable fees and out-of-
pocket expenses of the Agent's special counsel, Goodwin, Procter & Hoar
LLP. This Second Amendment to Credit Agreement shall be a Lender Agreement
and shall be governed by and construed and enforced under the laws of The
Commonwealth of Massachusetts.
IN WITNESS WHEREOF, the Borrower, the Lender and the Agent have caused
this Second Amendment to Credit Agreement to be executed by their duly
authorized officers as of the date first set forth above.
BOSTON CELTICS LIMITED PARTNERSHIP II
By: Celtics, Inc.,
its General Partner
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President,
Chief Operating Officer,
Chief Financial Officer,
Treasurer and Secretary
THE ROYAL BANK OF SCOTLAND plc
By: /s/ Scott Barton
----------------------------------
Name: Scott Barton
Title: Vice President
CITIZENS BANK OF MASSACHUSETTS,
as Agent
By: /s/ Lori B. Leeth
----------------------------------
Name: Lori B. Leeth
Title: Senior Vice President
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The undersigned acknowledge that (a) they have received and reviewed a
copy of this Second Amendment to Credit Agreement and (b) their obligations
under the BCCLP Credit Support Agreement, the CCC Pledge Agreement, the
Boston Celtics Limited Partnership Credit Support Agreement, the Celtics
Basketball Holdings, L.P. Credit Support Agreement, the Celtics Limited
Partnership Credit Support Agreement, the Celtic Pride Credit Support
Agreement and the other Lender Agreements executed by the undersigned shall
continue in full force and effect.
CELTICS CAPITAL CORPORATION
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
BCCLP HOLDING CORPORATION
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
BOSTON CELTICS LIMITED PARTNERSHIP
By: Boston Celtics Limited
Partnership GP, Inc.
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
CELTICS BASKETBALL HOLDINGS, L.P.
By: Boston Celtics Corporation
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
CELTICS LIMITED PARTNERSHIP
By: Boston Celtics Corporation
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
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CELTICS PRIDE
By: Celtics Limited Partnership
By: /s/ Richard Pond
----------------------------------
Name: Richard Pond
Title: Executive Vice President and
Chief Financial Officer
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