Exhibit 4.4
ASSUMPTION AGREEMENT
This Assumption Agreement (this
“ Assumption Agreement ”) is made as of June 7,
2004 by GLOBAL CASH ACCESS, INC., a Delaware corporation (formerly
known as Global Cash Access, L.L.C., a Delaware limited liability
company), in favor of the Administrative Agent, the Collateral
Agent and the Lenders referred to below pursuant to the Credit
Agreement (as amended by Amendment No. 1 thereto, dated as of April
27, 2004, and as may be further amended, supplemented and modified
from time to time, the “ Credit Agreement ”, the
capitalized terms not defined herein shall have the meanings
ascribed to them in the Credit Agreement), dated as of March 10,
2004, among GCA Holdings, L.L.C., a Delaware limited liability
company (“ Holdings ”), Global Cash Access,
L.L.C., a Delaware limited liability company (the “
Borrower ”), the banks and other financial
institutions from time to time party hereto (the “
Lenders ”), and BANK OF AMERICA, N.A., as
Administrative Agent (in such capacity, the “
Administrative Agent ”), Swing Line Lender and L/C
Issuer.
(a) Global Cash Access, Inc., hereby
assumes, with the same force and effect as if Global Cash Access,
Inc. had been originally named as Borrower in the Credit Agreement,
the obligations of Borrower under the Credit Agreement, the
Guaranty, the Security Agreement, the Pledge Agreement and all
other Senior Finance Documents to which Borrower is a party and
accepts assignment by the conversion of the Borrower into Global
Cash Access, Inc. Global Cash Access, Inc. hereby covenants,
promises and agrees to pay, perform, comply with, and otherwise be
bound by, all Senior Obligations to be paid, performed by, complied
with, or binding on, Borr
