BORROWERS. BODY SHOP OF AMERICA, INC., a Florida corporation By: /s/ Xxxxxx X. Xxxx Name: Xxxxxx X. Xxxx Title: President and Chief Executive Officer CATALOGUE VENTURES, INC., a Florida corporation By: /s/ Xxxxxx X. Xxxx Name: Xxxxxx X. Xxxx Title: Chief Executive Officer GUARANTORS: BODY CENTRAL ACQUISITION CORP., a Delaware corporation By: /s/ Xxxxxx X. Xxxx Name: Xxxxxx X. Xxxx Title: President and Chief Executive Officer RINZI AIR, L.L.C., a Florida limited liability company By: /s/ Xxxxxx X. Xxxx Name: Xxxxxx X. Xxxx Title: President and Chief Executive Officer ADMINISTRATIVE AGENT: DYMAS FUNDING COMPANY, LLC, as Administrative Agent By: Dymas Capital Management Company, LLC, its Manager By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Managing Director LENDERS: XXXXXXXXX FINANCIAL CAYMAN LTD., as a Lender By: Xxxxxxxxx Financial LLC, as Collateral Manager By: /s/ Xxxxxxxxxxx Xxx Name: Xxxxxxxxxxx Xxx Title: Managing Director NEWSTAR SHORT-TERM FUNDING LLC, as a Lender By: NewStar Financial, Inc., its Designated Manager By: /s/ P. Xxxxx Xxxxxxxxx Name: NewStar Financial Title: Managing Director NEWSTAR LLC 2005-1, as a Lender By: NewStar Financial, Inc., its Sole Member By: /s/ P. Xxxxx Xxxxxxxxx Name: NewStar Financial Title: Managing Director A3 FUNDING LP, as a Lender By: A3 Fund Management LLC, its General Partner By: /s/ Alexander J, Xxxxxxxx Name: Xxxxxxxxx X. Xxxxxxxx Title: Vice President A4 FUNDING LP, as a Lender By: A4 Fund Management, Inc., its General Partner By: /s/ Alexander J, Xxxxxxxx Name: Xxxxxxxxx X. Xxxxxxxx Title: Vice President ABLECO FINANCE LLC, as a Lender By: /s/ Alexander J, Xxxxxxxx Name: Xxxxxxxxx X. Xxxxxxxx Title: Senior Vice President NATIONAL CITY BANK, as a Lender By: /s/ Xxxxxxxx Xxxxx Name: Xxxxxxxx Xxxxx Title: Portfolio Manager CAPITALSOURCE FINANCE LLC, as a Lender By: Name: Title: EXHIBIT A TO WAIVER AND THIRD AMENDMENT TO FINANCING AGREEMENT Dated as of January 25, 2008 DESIGNATED DEFAULTS None, except:
BORROWERS. CH2M HILL COMPANIES, LTD. CH2M HILL, INC. By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Treasurer Title: Treasurer CH2M HILL INDUSTRIAL DESIGN & CONSTRUCTION, INC. OPERATIONS MANAGEMENT INTERNATIONAL, INC. By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President Title: Treasurer CH2M HILL CONSTRUCTORS, INC. CH2M HILL GLOBAL, INC. By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Treasurer Title: Treasurer LENDERS: XXXXX FARGO BANK, NATIONAL ASSOCIATION U.S. BANK NATIONAL ASSOCIATION By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx Xxxxx Name: Xxxxxxx X. Xxxxx Name: Xxxxx Xxxxx Title: Vice President Title: Vice President BANK OF AMERICA, N.A. THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. By: /s/ Xxxxxxxx X. Xxxxxxxx By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Vice President Title: Deputy General Manager XX XXXXXX XXXXX BANK, N.A. THE NORTHERN TRUST COMPANY By: /s/ Xxxxx Xxxx By: /s/ Xxxxxxx Xxxxx Name: Xxxxx Xxxx Name: Xxxxxxx Xxxxx Title: Senior Vice President Title: Vice President COMMERZBANK AG, NEW YORK AND GRAND CAYMAN BRANCHES BNP PARIBAS By: /s/ Xxxxxxxxx Xxxxx By: /s/ Yangling J. Si Name: Xxxxxxxxx Xxxxx Name: Yangling J. Si Title: Managing Director Title: Vice President By: /s/ Xxxxx Xxxxxxx By: /s/ Xxxxxxx Xxxxxx Name: Xxxxx Xxxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President Title: Assistant Treasurer LASALLE BANK NATIONAL ASSOCIATION By: /s/ Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: Senior Vice President AGENT: XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President SCHEDULE 1 List of Lenders SCHEDULE 2 Outstanding Principal Amounts Loans
BORROWERS. WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION, a Delaware corporation By: /s/Xxxxx Xxxxx (SEAL) Name: Xxxxx Xxxxx Title: Treasurer and Vice President of Tax WABTEC COÖPERATIEF U.A., a coöperatieve vereniging met uitsluiting van aansprakelijkheid under the laws of the Netherlands By: /s/ Xxxxxxx X. Xxxxx (SEAL) Name: Xxxxxxx X. Xxxxx Title: Authorized Person GUARANTORS: MOTIVEPOWER, INC., a Delaware corporation; RAILROAD FRICTION PRODUCTS CORPORATION, a Delaware corporation; RICON CORP., a California corporation; XXXXXXXX EQUIPMENT, INC., an Ohio corporation; YOUNG TOUCHSTONE COMPANY, a Wisconsin corporation; STANDARD CAR TRUCK COMPANY, a Delaware corporation; DUROX COMPANY, an Ohio corporation; G&B SPECIALTIES, INC., a Pennsylvania corporation; XORAIL, INC., a Florida corporation; WABTEC INTERNATIONAL, INC., a Delaware corporation; RFPC HOLDING CORP., a Delaware corporation; WABTEC HOLDING CORP., a Delaware corporation; TURBONETICS HOLDINGS, INC., a Delaware corporation; XXXXXX STEEL FOUNDRY CORP., a Delaware corporation; LONGWOOD ELASTOMERS, INC., a Virginia corporation; LONGWOOD INDUSTRIES, INC., a New Jersey corporation; LONGWOOD INTERNATIONAL, INC., a Delaware corporation; RCL, L.L.C., a Tennessee limited liability company; WABTEC RAILWAY ELECTRONICS, INC., a Delaware corporation; WABTEC RAILWAY ELECTRONICS MANUFACTURING, INC., a Delaware corporation; TRANSTECH OF SOUTH CAROLINA, INC., a Delaware corporation By: /s/ Xxxxxxx X. Xxxxx (SEAL) Name: Xxxxxxx X. Xxxxx Title: Vice President, Finance of each Guarantor listed above WORKHORSE RAIL, LLC, a Pennsylvania limited liability company By: /s/ Xxxxx X. Xxxxx (SEAL) Name: Xxxxx X. Xxxxx Title: Vice President & Secretary RAILROAD CONTROLS, L.P., a Texas limited partnership By: RCL, L.L.C., its General Partner By: /s/ Xxxxxxx X. Xxxxx (SEAL) Name: Xxxxxxx X. Xxxxx Title: Vice President, Finance THERMAL TRANSFER CORPORATION, a Delaware corporation By: /s/ Xxxxx X. Xxxxx (SEAL) Name: Xxxxx X. Xxxxx Title: Vice President & Secretary AERO TRANSPORTATION PRODUCTS, INC., a Missouri corporation By: /s/ Xxxxx X. Xxxxx (SEAL) Name: Xxxxx X. Xxxxx Title: Vice President & Secretary PNC BANK, NATIONAL ASSOCIATION, as a Lender and as Administrative Agent By: /s/ Xxxxx X. XxXxxx Name: Xxxxx X. XxXxxx Title: Senior Vice President JPMORGAN CHASE BANK, N.A. By: /s/Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Managing Director BANK OF AMERICA, N.A. By: /s/Xxxxx Xxxx Name: Xxxxx Xxxx Title: Vice President HSBC BANK USA, NATIONAL AS...
BORROWERS. CYPRESS ENERGY PARTNERS, L.P., By: Cypress General Partners GP, LLC, CYPRESS ENERGY PARTNERS, LLC CYPRESS ENERGY PARTNERS-TIR, LLC By: Name: Pxxxx X. Xxxxxx III Title: President and Chief Executive Officer TULSA INSPECTION RESOURCES, LLC By: Name: Rxxxxxx Xxxxxx Title: President and Chief Executive Officer EXHIBIT A-3 TO CREDIT AGREEMENT FORM OF ACQUISITION FACILITY NOTE $[_______] [DATE] The undersigned Borrowers (collectively, the “Borrowers”), for value received, hereby jointly and severally promise to pay to [NAME OF LENDER] (the “Lender”) the principal sum of [AMOUNT] ($[_______]) or, if less, the amount of Acquisition Facility Loans loaned by the Lender to the Borrowers pursuant to the Credit Agreement referred to below, in lawful money of the United States of America and in immediately available funds, on the date(s) and in the manner provided in the Credit Agreement. The Borrowers also jointly and severally promise to pay interest on the unpaid principal balance hereof, for the period such balance is outstanding, in like money, at the rates of interest as provided in the Credit Agreement described below, on the date(s) and in the manner provided in the Credit Agreement. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest to be paid in accordance with the Credit Agreement, from the date hereof until the date of actual payment (and before as well as after judgment) computed at the rate per annum set forth in the Credit Agreement. This Acquisition Facility Note is issued pursuant to, and is entitled to the benefits of, that certain Credit Agreement, dated as of December 24, 2013, by and among Cypress Energy Partners, L.P., as the borrowers’ agent, the Borrowers, each additional borrower that becomes a signatory thereto from time to time, Deutsche Bank AG, New York Branch, as lender, issuing bank, swing line lender and collateral agent, Deutsche Bank Trust Company Americas, as administrative agent, and the several banks and other financial institutions or entities party thereto as “Lenders” (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), and evidences the Acquisition Facility Loans made by the Lender to the Borrowers thereunder. All capitalized terms used but not defined herein shall have the meanings specified in the Credit Agreement. This Acquisition Facility Note is also entitled to the benefits of any Guaranty and is secured by the Collateral. The Credit ...
BORROWERS. The Available Securities may be loaned to any Borrower identified on the Schedule of Borrowers, as such Schedule may be modified from time to time by State Street and Client, including without limitation, the Capital Markets division of State Street; provided, however, if Available Securities are loaned to the Capital Markets division, in addition to being consistent with the terms hereof, said Loan shall be made in accordance with the terms of the Securities Loan Agreement attached hereto as Exhibit 3.1, as modified form time to time in accordance with the provisions hereof (hereinafter, the "State Street Securities Loan Agreement"). The form of the State Street Securities Loan Agreement may be modified by State Street from time to time, without the consent of the Client, in order to comply with the requirements of law or any regulatory authority having jurisdiction over State Street, the Client or the securities lending program or in any other manner that is not material and adverse to the interests of the Client. Client acknowledges that it is aware that State Street, acting as "Lender's Agent" hereunder and thereunder, is or may be deemed to be the same legal entity as State Street acting as "Borrower" under the State Street Securities Loan Agreement, notwithstanding the different designations used herein and therein or the dual roles assumed by State Street hereunder and thereunder. Client represents that the power granted herein to State Street, as agent, to lend U.S. Securities owned by Client (including, in legal effect, the power granted to State Street to make Loans to itself) and the other powers granted to State Street, as agent herein, are given expressly for the purpose of averting and waiving any prohibitions upon such lending or other exercise of such powers which might exist in the absence of such powers, and that transactions effected pursuant to and in compliance with this Agreement and the State Street Securities Loan Agreement will not constitute a breach of trust or other fiduciary duty by State Street. Client further acknowledges that it has granted State Street the power to effect securities lending transactions with the Capital Markets division of State Street and other powers assigned to State Street hereunder and under the Securities Loan Agreements and the State Street Securities Loan Agreement as a result of Client's desire to increase the opportunity for it to lend securities held in its account on fair and reasonable terms to...
BORROWERS. XXXXX NURSERIES, INC., as Borrower, Credit Support Party and Funds Administrator By: /S/ XXXXXXX XXXXXXXX ---------------------------------------- Name: Xxxxxxx Xxxxxxxx Title: Chief Financial Officer XXXXX SGUS INC., as Borrower and Credit Support Party By: /S/ XXXXXXX XXXXXXXX ---------------------------------------- Name: Xxxxxxx Xxxxxxxx Title: Chief Financial Officer ADDITIONAL CREDIT SUPPORT PARTIES: XXXXX HORTICULTURE, INC. By: /S/ XXXXXXX XXXXXXXX ---------------------------------------- Name Xxxxxxx Xxxxxxxx Title: Chief Financial Officer XXXXX FERTILIZER INC. By: /S/ XXXXXXX XXXXXXXX ---------------------------------------- Name: Xxxxxxx Xxxxxxxx Title: Chief Financial Officer LENDERS: DEUTSCHE BANK TRUST COMPANY AMERICAS, as Agent and Lender By: /S/ XXXXX XXXXXXX ---------------------------------------- Name: XXXXX XXXXXXX Title: DIRECTOR By: /S/ XXXX XXXXX ---------------------------------------- Name: XXXX XXXXX Title: VICE PRESIDENT COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. "RABOBANK INTERNATIONAL" NEW YORK BRANCH, as Lender By: /S/ XXXXXXX XXXXXXX -------------------------------------- Name: XXXXXXX XXXXXXX Title: VICE PRESIDENT BANK OF AMERICA, N.A., as Lender By: /S/ XXXXX XXXXX -------------------------------------- Name: XXXXX XXXXX Title: VICE PRESIDENT XXXXXXXX XXXX XXXX, as Lender By: /S/ XXX XXXXXXX -------------------------------------- Name: XXX XXXXXXX Title: VICE PRESIDENT THE CIT GROUP/BUSINESS CREDIT, INC., as Lender By: /S/ XXXX X. XXXX -------------------------------------- Name: XXXX X. XXXX Title: VICE PRESIDENT XXXXXX X.X., as Lender By: /S/ XXXXXX X. XXXXXXX -------------------------------------- Name: XXXXXX X. XXXXXXX Title: VICE PRESIDENT XXXXXXX BUSINESS CREDIT CORP, as Lender By: /S/ XXXXXXXXXXX XXXX -------------------------------------- Name: XXXXXXXXXXX XXXX Title: VICE PRESIDENT XXXXX FARGO BANK, N.A., as Lender By: /S/ XXXXX X. XXXXX -------------------------------------- Name: XXXXX X. XXXXX Title: SENIOR VICE PRESIDENT LASALLE BUSINESS CREDIT, LLC, as Lender By: /S/ XXXXXXXX X. XXXXXX -------------------------------------- Name: XXXXXXXX X. XXXXXX Title: FIRST VICE PRESIDENT PNC BANK, NATIONAL ACCOCIATION, as Lender By: /S/ XXXXXXX X. XXXX -------------------------------------- Name: XXXXXXX X. XXXX Title: VICE PRESIDENT GMAC COMMERCIAL FINANCE LLC, as Lender By: /S/ XXXXX XXXXXXXX -------------------------------------- Name: XXXXX XXXXXXXX Title: VICE PRESIDENT
BORROWERS. OVERLAND STORAGE, INC., a California corporation, as Company and as a Borrower By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: SVP and CFO TANDBERG DATA GMBH, a limited liability company organized under the laws of Germany, as a Borrower By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: Geschaftsfuhrer [AMENDMENT NUMBER THREE TO CREDIT AGREEMENT AND REAFFIRMATION] GUARANTORS: OVERLAND STORAGE, INC., a California corporation, as a Guarantor By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: SVP and CFO SPHERE 3D CORP., a corporation organized under the laws of Ontario Canada, as a Guarantor By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: SVP and CFO SPHERE 3D INC., a corporation organized under the laws of Canada, as a Guarantor By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: SVP, CFO, and Secretary V3 SYSTEMS HOLDINGS, INC., a Delaware corporation, as a Guarantor By: /s/ Xxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxxxxx Title: Secretary and CFO [AMENDMENT NUMBER THREE TO CREDIT AGREEMENT AND REAFFIRMATION] LENDER: OPUS BANK, a California commercial bank, as Lender By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Its: Authorized Signatory
BORROWERS. Advanced Infusion Systems, Inc. American X-Rays, Inc. C.P.C. of Louisiana, Inc. Community Behavioral Health System, Inc. Community Psychiatric Centers of Arkansas, Inc. Community Psychiatric Centers of California Community Psychiatric Centers of Florida, Inc. Community Psychiatric Centers of Idaho, Inc. Community Psychiatric Centers of Indiana, Inc. Community Psychiatric Centers of Kansas, Inc. Community Psychiatric Centers of Mississippi, Inc. Community Psychiatric Centers of Missouri, Inc. Community Psychiatric Centers of North Carolina, Inc. Community Psychiatric Centers of Oklahoma, Inc. Community Psychiatric Centers of Utah, Inc. Community Psychiatric Centers Properties Incorporated Community Psychiatric Centers Properties of Oklahoma, Inc. Community Psychiatric Centers Properties of Texas, Inc. Community Psychiatric Centers Properties of Utah, Inc. Courtland Gardens Health Center, Inc. CPC Investment Corp. CPC Managed Care Health Services, Inc. CPC of Georgia, Inc. CPC Properties of Arkansas, Inc. CPC Properties of Illinois, Inc. CPC Properties of Indiana, Inc. CPC Properties of Kansas, Inc. CPC Properties of Louisiana, Inc. CPC Properties of Mississippi, Inc. CPC Properties of Missouri, Inc. CPC Properties of North Carolina, Inc. First Rehab, Inc. Florida Hospital Properties, Inc. Health Care Holdings, Inc. Health Care Technology, Inc. Helian ASC of Northridge, Inc. Helian Health Group, Inc. Helian Recovery Corporation Homestead Health Center, Inc. Horizon Healthcare Services, Inc. Interamericana Health Care Group
BORROWERS. Securities may be lent to any Borrower selected by Chase in Chase's sole discretion, in accordance with the terms hereof. In that connection, Appendix 1 may be amended from time to time by Chase on notice to Lender.
BORROWERS. The Available Securities may be loaned to any Borrower identified on Schedule D, the Schedule of Approved Borrowers, as such schedule may be modified from time to time by State Street and the Fund as stated herein. In no event may Available Securities be loaned to any Borrower who is an affiliate of State Street, whether or not such Borrower is listed on Schedule D. State Street shall provide the Funds with a list of current Borrowers that State Street has selected, and shall update such list monthly except where such list remains unchanged from the previous month. Except for any potential Borrowers with respect to whom a Fund notifies State Street in writing that the Borrower is unacceptable, the updated list shall become the amended Schedule D. Any Borrowers deleted from State Street’s list of current Borrowers shall automatically be deleted at the same time from Schedule D. State Street shall not be responsible for any statements, representations, warranties or covenants made by any Borrower in connection with any Loan or for any Borrower’s performance of or failure to perform the terms of any Loan under the applicable Securities Loan Agreement or any related agreement, including the failure to make any required payments, except as otherwise expressly provided herein.
