EXHIBIT 10.32
EXECUTION COPY
REAFFIRMATION OF GUARANTEE AND SECURITY DOCUMENTS
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Dated as of June 5, 2003
Reference is made to the Third Amended and Restated Credit Agreement
dated as of June 5, 2003 (the "Credit Agreement"), among Cross Country
Healthcare, Inc., a Delaware corporation (the "Borrower"), the Lenders party
thereto, Citigroup Global Markets Inc., as Sole Bookrunner and Joint Lead
Arranger, Wachovia Securities LLC, as Joint Lead Arranger, Citicorp USA, Inc.,
as issuing bank, as swingline lender, as Administrative Agent for the Lenders
and as Collateral Agent for the Lenders, Wachovia Bank, National Association, as
Syndication Agent, and General Electric Capital Corporation, Key Corporate
Capital Inc., LaSalle Bank N.A. and SunTrust Bank, as Documentation Agents.
Capitalized terms used but not defined herein have the meanings assigned to them
in the Credit Agreement.
Each Subsidiary Guarantor, by its signature below, hereby acknowledges
notice and receipt of, and consents to the terms of, the Credit Agreement.
Each Subsidiary Guarantor, by its signature below, hereby affirms its
Guarantee of the Obligations and (to the extent applicable) the pledge of its
assets as Collateral to secure such Obligations, all as provided in the
Collateral Documents, the Subsidiary Guarantee Agreement and the Indemnity,
Subrogation and Contribution Agreement, as previously executed, and acknowledges
and agrees that such Guarantee and, if applicable, pledge continue in full force
and effect in respect of, and to secure, the Obligations.
Furthermore, the Borrower hereby affirms that each of the Collateral
Documents and the Indemnity, Subrogation and Contribution Agreement previously
executed by it, shall continue to be in full force and effect to secure the
Obligations.
[signature pages follow]
IN WITNESS WHEREOF, the parties hereto have caused this reaffirmation
of guarantee and security documents to be duly executed by their respective
authorized officers as of the day and year first above written.
CROSS COUNTRY HEALTHCARE, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Chief Financial Officer
ASSIGNMENT AMERICA, INC.,
By: /s/ Stephen W. Rubin
Name: Stephen W. Rubin
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Title: Secretary
CROSS COUNTRY TRAVCORPS, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Treasurer
CROSS COUNTRY LOCAL, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Chief Operating Officer
NOVAPRO, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Treasurer
TVCM, INC.,
By: /s/ Stephen W. Rubin
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Name: Stephen W. Rubin
Title: Secretary
CC STAFFING, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: President
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CROSS COUNTRY CONSULTING, INC.,
By: /s/ Stephen W. Rubin
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Name: Stephen W. Rubin
Title: Secretary
CEJKA & COMPANY,
By: /s/ Stephen W. Rubin
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Name: Stephen W. Rubin
Title: Assistant Secretary
CLINFORCE, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Vice President
CROSS COUNTRY SEMINARS, INC.,
By: /s/ Stephen W. Rubin
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Name: Stephen W. Rubin
Title: Secretary
E-STAFF, INC.,
By: /s/ Emil Hensel
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Name: Emil Hensel
Title: Chief Financial Officer
CROSS COUNTRY NURSES, INC.
By: /s/ Stephen W. Rubin
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Name: Stephen W. Rubin
Title: Secretary
Accepted and Agreed:
CITIGROUP USA, INC., as Collateral Agent,
By: /s/
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Name:
Title:
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