Exhibit 4.2.5
FIFTH AMENDMENT TO THE REVOLVING CREDIT
AGREEMENT
THIS FIFTH AMENDMENT to the REVOLVING CREDIT
AGREEMENT, dated as of this 28 th day
of August, 2006 (the “Fifth Amendment”), is entered
into in connection with and as an amendment to that certain
Revolving Credit Agreement, dated as of March 10 th ,
2003 (the “Credit Agreement”), as amended by that First
Amendment, dated as of August 31 st , 2003,
as further amended by that Second Amendment, dated as of February
27 th , 2004,
as further amended by that Third Amendment, dated as of August 30
th , 2004,
as further amended by that Fourth Amendment, dated as of August 24
th , 2005,
and as further amended, restated or modified from time to time, by
and between First National Bank of Omaha (the “Bank”)
and Ballantyne of Omaha, Inc. (the “Borrower”).
All capitalized terms used but not otherwise defined herein shall
have their respective meanings as prescribed in the Credit
Agreement.
WHEREAS, the maturity date for the Base
Revolving Credit Facility pursuant to the Credit Agreement is
currently August 28 th , 2006;
and
WHEREAS, the Borrower and the Bank desire to
extend the maturity date of the Base Revolving Credit Facility to
August 27 th , 2007
and to make such other amendments as discussed below.
NOW, THEREFORE,
the parties hereby agree that as of the date hereof:
1.
The followin