Certain U. S. Subsidiaries Schedule 1.01(i) Closing Date Foreign Subsidiary Borrower Agreements Schedule 2.01 Commitments Schedule 2.04(a) Swingline Dollar Commitments Schedule 2.04(b) Swingline Foreign Currency Commitments Schedule 2.05(a) Existing Letters of Credit Schedule 3.01 Organization and Good Standing Schedule 3.04 Governmental Approvals Schedule 3.05 Specified Transaction Documents Schedule 3.08(b) Subsidiaries Schedule 3.08(c) Subscriptions Schedule 3.09 Litigation Schedule 3.13 Taxes Schedule 3.18 Mortgaged Properties Schedule 3.20 Labor Matters Schedule 3.21 Insurance Schedule 6.01 Indebtedness Schedule 6.02 Liens Schedule 6.04 Investments Schedule 6.07 Transactions with Affiliates AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 22, 2003 (this "Agreement"), among TRW AUTOMOTIVE HOLDINGS CORP., a Delaware corporation ("Holdings"), TRW AUTOMOTIVE INTERMEDIATE HOLDINGS CORP., a Delaware corporation ("Intermediate Holdings"), TRW AUTOMOTIVE INC. (f/k/a TRW AUTOMOTIVE ACQUISITION CORP.), a Delaware corporation (the "U.S. Borrower"), the FOREIGN SUBSIDIARY BORROWERS party hereto, the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, as administrative agent (in such capacity, the "Administrative Agent"), and as collateral agent (in such capacity, the "Collateral Agent") for the Lenders, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, XXXXXX COMMERCIAL PAPER INC., and DEUTSCHE BANK SECURITIES INC., each as co-syndication agent (in such capacity, a "Co-Syndication Agent"), and BANK OF AMERICA, N.A., as documentation agent (in such capacity, the "Documentation Agent"). Pursuant to or in connection with the Purchase Agreement (with such term and each other capitalized term used but not defined in this preamble having the meaning assigned thereto in Article I), (a) the Equity Contributions were made, (b) the financing transactions described in this preamble were consummated, (c) the Xxxxx Equity Contribution, the Xxxxx Loan, the Newco UK Equity Contribution, the Newco UK Loan, the Foreign Acquiror Equity Contributions and the Foreign Acquiror Loans were consummated, (d) the Stock Purchases were consummated, and (e) fees and expenses (the "Transaction Costs") incurred in connection with the Transactions were paid.
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Samples: Amendment and Restatement Agreement (TRW Automotive Inc), Amendment and Restatement Agreement (TRW Automotive Inc)
Certain U. S. Subsidiaries Schedule 1.01(i) Closing Restatement Effective Date Foreign Subsidiary Borrower Agreements Schedule 2.01 Commitments Schedule 2.04(a) Swingline Dollar Commitments Schedule 2.04(b) Swingline Foreign Currency Commitments Schedule 2.05(a) Existing Letters of Credit Schedule 3.01 Organization and Good Standing Schedule 3.04 Governmental Approvals Schedule 3.05 Specified Transaction Documents Schedule 3.08(b) Subsidiaries Schedule 3.08(c) Subscriptions Schedule 3.09 Litigation Schedule 3.13 Taxes Schedule 3.18 Mortgaged Properties Schedule 3.20 Labor Matters Schedule 3.21 Insurance Schedule 6.01 Indebtedness 4.01 Restatement Effective Date Collateral Matters Schedule 5.14 Post Restatement Effective Date Collateral Matters Schedule 6.02 Liens Schedule 6.04 6.03 Sale and Lease-Back Transactions Schedule 6.04(h) Existing Investments Schedule 6.07 Transactions with Affiliates FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 22December 17, 2003 2004 (this "Agreement"), among TRW AUTOMOTIVE HOLDINGS CORP., a Delaware corporation ("Holdings"), TRW AUTOMOTIVE INTERMEDIATE HOLDINGS CORP., a Delaware corporation ("Intermediate Holdings"), TRW AUTOMOTIVE INC. (f/k/a TRW AUTOMOTIVE ACQUISITION CORP.), a Delaware corporation (the "U.S. Borrower"), the FOREIGN SUBSIDIARY BORROWERS party hereto, the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A. (f/k/a JPMORGAN CHASE BANK), as administrative agent (in such capacity, the "Administrative Agent"), and as collateral agent (in such capacity, the "Collateral Agent") for the Lenders, BANK OF AMERICA, N.A. and XXXXXXX XXXXX CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, XXXXXX COMMERCIAL PAPER INC., and DEUTSCHE BANK SECURITIES INC.PARTNERS L.P., each as co-syndication agent (in such capacity, a "Co-Syndication Agent"), and CREDIT SUISSE FIRST BOSTON and THE BANK OF AMERICANOVA SCOTIA, N.A., each as co-documentation agent (in such capacity, the a "Co-Documentation Agent"). Pursuant to or in connection with the Purchase Agreement (with such term and each other capitalized term used but not defined in this preamble having the meaning assigned thereto in Article I), (a) the Equity Contributions were made, (b) the financing transactions described in this preamble were consummated, (c) the Xxxxx Equity Contribution, the Xxxxx Loan, the Newco UK Equity Contribution, the Newco UK Loan, the Foreign Acquiror Equity Contributions and the Foreign Acquiror Loans were consummated, (d) the Stock Purchases were consummated, and (e) fees and expenses (the "Transaction Costs") incurred in connection with the Transactions foregoing were paid.. On the Closing Date, (a) Automotive Investors L.L.C., a Delaware limited liability company ("AILLC") and a Fund Affiliate, the Management Group and the Management Equity Vehicle together, contributed not less than $500,000,000 in cash to Holdings in exchange for not less than 500,000 shares of Holdings Common Stock (the "Holdings Equity Contribution"), (b) Holdings contributed (i) the proceeds of the Holdings Equity Contribution and (ii) a number of shares of Holdings Common Stock (the "Stock Consideration"), that taken together with the shares issued pursuant to the Holdings Equity Contribution had an implied value of not less than $868,000,000, to Intermediate Holdings, in exchange for all the issued and outstanding Equity Interests of Intermediate Holdings (the "Intermediate Holdings Equity Contribution"), (c) Intermediate Holdings contributed to the U.S.
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Certain U. S. Subsidiaries Schedule 1.01(i) Closing Date Foreign Subsidiary Borrower Agreements Schedule 2.01 Commitments Schedule 2.04(a) Swingline Dollar Commitments Schedule 2.04(b) Swingline Foreign Currency Commitments Schedule 2.05(a) Existing Letters of Credit Schedule 3.01 Organization and Good Standing Schedule 3.04 Governmental Approvals Schedule 3.05 Specified Transaction Documents Schedule 3.08(b) Subsidiaries Schedule 3.08(c) Subscriptions Schedule 3.09 Litigation Schedule 3.13 Taxes Schedule 3.18 Mortgaged Properties Schedule 3.20 Labor Matters Schedule 3.21 Insurance Schedule 6.01 Indebtedness Schedule 6.02 Liens Schedule 6.04 6.03 Sale and Lease-Back Transactions Schedule 6.04(h) Existing Investments Schedule 6.04(u) Permitted Intercompany Investments Schedule 6.07 Transactions with Affiliates THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 22November 2, 2003 2004 (this "Agreement"), among TRW AUTOMOTIVE HOLDINGS CORP., a Delaware corporation ("Holdings"), TRW AUTOMOTIVE INTERMEDIATE HOLDINGS CORP., a Delaware corporation ("Intermediate Holdings"), TRW AUTOMOTIVE INC. (f/k/a TRW AUTOMOTIVE ACQUISITION CORP.), a Delaware corporation (the "U.S. Borrower"), the FOREIGN SUBSIDIARY BORROWERS party hereto, the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, as administrative agent (in such capacity, the "Administrative Agent"), and as collateral agent (in such capacity, the "Collateral Agent") for the Lenders, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, XXXXXX COMMERCIAL PAPER INC., . and DEUTSCHE BANK SECURITIES INC., each as co-syndication agent (in such capacity, a "Co-Syndication Agent"), and BANK OF AMERICA, N.A., as documentation agent (in such capacity, the "Documentation Agent"). Pursuant to or in connection with the Purchase Agreement (with such term and each other capitalized term used but not defined in this preamble having the meaning assigned thereto in Article I), (a) the Equity Contributions were made, (b) the financing transactions described in this preamble were consummated, (c) the Xxxxx Equity Contribution, the Xxxxx Loan, the Newco UK Equity Contribution, the Newco UK Loan, the Foreign Acquiror Equity Contributions and the Foreign Acquiror Loans were consummated, (d) the Stock Purchases were consummated, and (e) fees and expenses (the "Transaction Costs") incurred in connection with the Transactions foregoing were paid.. On the Closing Date, (a) Automotive Investors L.L.C., a Delaware limited liability company ("AILLC") and a Fund Affiliate, the Management Group and the Management Equity Vehicle together, contributed not less than $500,000,000 in cash to Holdings in exchange for not less than 500,000 shares of Holdings Common Stock (the "Holdings Equity Contribution"), (b) Holdings contributed (i) the proceeds of the Holdings Equity Contribution and (ii) a number of shares of Holdings Common Stock (the "Stock Consideration"), that taken together with the shares issued pursuant to the Holdings Equity Contribution had an implied value of not less than $868,000,000, to Intermediate Holdings, in exchange for all the issued and outstanding Equity Interests of Intermediate Holdings (the "Intermediate Holdings Equity Contribution"), (c) Intermediate Holdings contributed to the U.S.
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