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Exhibit
10.3g
SUPPLEMENT NO. 7 dated as of
July 26, 2007, to the Guarantee Agreement dated as of
February 6, 2006 among CRC HEALTH GROUP, INC.
(“Holdings”), CRC HEALTH CORPORATION, the Subsidiaries
of the Borrower (as defined below) identified herein and CITIBANK,
N.A., as Administrative Agent.
A. Reference is made to the
Credit Agreement dated as of February 6, 2006; as amended and
restated as of November 17, 2006 (and as further amended,
supplemented or otherwise modified from time to time, the
“Credit Agreement”), among CRC Health Group, Inc., a
Delaware corporation (“Holdings”), CRC Health
Corporation, a Delaware corporation (“Borrower), the
Guarantors party thereto (collectively, the
“Guarantors”), Citibank, N.A., as Administrative Agent,
Collateral Agent, Swing Line Lender and L/C Issuer, each Lender
from time to time party thereto, JPMorgan Chase Bank, N.A., as
Syndication Agent, and Merrill Lynch, Pierce, Fenner &
Smith Incorporated, as Documentation Agent.
B. Capitalized terms used
herein and not otherwise defined herein shall have the meanings
assigned to such terms in the Credit Agreement and the Guarantee
Agreement referred to therein.
C. The Guarantors have
entered into the Guarantee Agreement in order to induce the Lenders
to make Loans and the L/C Issuers to issue Letters of Credit.
Section 4.14 of the Guarantee Agreement provides that
additional Restricted Subsidiaries of the Borrower may become
Subsidiary Parties under the Guarantee Agreement by execution and
delivery of an instrument in the form of this Supplement. The
undersigned Restricted Subsidiaries (each a “ New
Subsidiary ” and together, the “ New
Subsidiaries ”) are executing this Supplement in
accordance with the requirements of the Credit Agreement to become
a Subsidiary Party under the Guarantee Agreement in order to induce
the Lenders to make additional Loans and the L/C Issuers to
issue additional Letters of Credit and as consideration for Loans
previously made and Letters of Credit previously issued.
Accordingly, the
Administrative Agent and each New Subsidiary agree as
follows:
SECTION 1. In accordance with
Section 4.14 of the Guarantee Agreement, each New Subsidiary
by its signature below becomes a Subsidiary Party (and accordingly,
becomes a Guarantor) and Guarantor under the Guarantee Agreement
with the same force and effect as if originally named therein as a
Subsidiary Party and such New Subsidiary hereby (a) agrees to
all the terms and provisions of the Guarantee Agreement applicable
to it as a Subsi
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