Discharge Only Upon Payment In Full. Reinstatement in Certain Circumstances 99 SECTION 9.04. Waiver by CFSC 99 SECTION 9.05. Subrogation 99 SECTION 9.06. Stay of Acceleration 99 SCHEDULES Schedule I Commitments Schedule II Commitment Fee and Applicable Margin Table EXHIBITS Exhibit A Form of Note Exhibit B-1 Form of Notice of Revolving Credit Borrowing Exhibit B-2 Form of Notice of Local Currency Borrowing Exhibit B-3 Form of Notice of Japan Local Currency Borrowing Exhibit B-4 Form of Notice of Allocation Exhibit B-5 Form of Notice of Bank Addition Exhibit C-1 Form of Assignment and Acceptance Exhibit C-2 Form of Assumption and Acceptance Exhibit D Form of Opinion of Counsel for each of Caterpillar and CFSC Exhibit E [Reserved] Exhibit F-1 Form of Compliance Certificate (Caterpillar) Exhibit F-2 Form of Compliance Certificate (CFSC) Exhibit G-1 Form of Local Currency Addendum Exhibit G-2 Form of Japan Local Currency Addendum THIRD AMENDED AND RESTATED CREDIT AGREEMENT (Three-Year Facility) Dated as of September 1, 2022 Caterpillar Inc., a Delaware corporation (“Caterpillar”), Caterpillar Financial Services Corporation, a Delaware corporation (“CFSC”), Caterpillar International Finance Designated Activity Company, a designated activity company organized under the laws of Ireland (“CIF”), Caterpillar Finance Kabushiki Kaisha, an entity organized under the laws of Japan (“CFKK”), the financial institutions listed on the signature pages hereof and those financial institutions that become “Added Banks” pursuant to Section 2.05(c), in each case together with their respective successors and assigns (the “Banks”), Xxxxxxxx, N.A. (“Citibank”), as agent (the “Agent”) for the Banks hereunder, Citibank Europe plc, UK Branch (formerly known as Citibank International Limited), as the Local Currency Agent, and MUFG Bank, Ltd., as the Japan Local Currency Agent, agree as follows:
Discharge Only Upon Payment In Full. Subject to any prior release herefrom of any Subsidiary Guarantor by the Administrative Agent in accordance with (and pursuant to authority granted to the Administrative Agent under) the terms of this Agreement, each Subsidiary Guarantor’s obligations hereunder shall remain in full force and effect until all of the Guaranteed Obligations shall have been indefeasibly paid in full in cash (other than inchoate indemnification and expense reimbursement obligations for which no claim has been made) and all other financing arrangements among the Borrower or any Subsidiary Guarantor and the Secured Parties under or in connection with this Agreement and each other Loan Document shall have terminated (herein, the “Termination Conditions”), and until the prior and complete satisfaction of the Termination Conditions all of the rights and remedies under this Guaranty and the other Loan Documents shall survive. Notwithstanding the foregoing, the Administrative Agent hereby agrees to release any Subsidiary of the Borrower from its guaranty of any Obligation of any Obligor if all of the Equity Interests in such Subsidiary owned by any Obligor or any of its Subsidiaries are disposed of in an Asset Sale permitted under the Loan Documents (including pursuant to a waiver or consent), to the extent that, after giving effect to such Asset Sale, such Subsidiary would not be required to guarantee any Obligations pursuant to Section 8.11(a).
Discharge Only Upon Payment In Full. Reinstatement In Certain Circumstances. The Guarantor's obligations hereunder shall remain in full force and effect until all Guaranteed Obligations shall have been indefeasibly paid in full, the Commitments under the Credit Agreement shall have terminated or expired and all Rate Management Transactions have terminated or expired. If at any time any payment of the principal of or interest on any Note or any other amount payable by the Principal or any other party under the Credit Agreement, any Rate Management Transaction or any other Loan Document is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy or reorganization of the Principal or otherwise, the Guarantor's obligations hereunder with respect to such payment shall be reinstated as though such payment had been due but not made at such time.
Discharge Only Upon Payment In Full. Reinstatement In Certain Circumstances. Each of the Guarantors' obligations hereunder shall remain in full force and effect until all Guaranteed Obligations (other than contingent indemnity obligations) shall have been paid in full in cash and the Commitments and all Facility LCs issued under the 3-Year Credit Agreement shall have terminated or expired. If at any time any payment of the principal of or interest on any Advance, any Reimbursement Obligation or any other amount payable by any Borrower or any other party under the Credit Agreements or any other Loan Document is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy or reorganization of any Borrower or otherwise, each of the Guarantors' obligations hereunder with respect to such payment shall be reinstated as though such payment had been due but not made at such time.
Discharge Only Upon Payment In Full. Reinstatement in Certain Circumstances 58 Section 11.04. Waiver by Guarantor 58 Section 11.05. Subrogation 58 Section 11.06. Stay of Acceleration 58 Section 11.07. Continuing Guaranty 59 Section 11.08. Limitation on Obligations of Subsidiary Guarantor 59 ARTICLE 12 MISCELLANEOUS Section 12.01. Notices 60 Section 12.02. Waivers; Amendments 61 Section 12.03. Expenses; Indemnity; Damage Waiver 62 Section 12.04. Successors and Assigns 63 Section 12.05. Survival 66 Section 12.06. Counterparts; Integration; Effectiveness 66 Section 12.07. Severability 67 Section 12.08. Right of Set-off 67 Section 12.09. Governing Law; Jurisdiction; Consent to Service of Process 67 Section 12.10. WAIVER OF JURY TRIAL 68 Section 12.11. Judgment Currency 68 Section 12.12. Headings 68 Section 12.13. Confidentiality 68 Section 12.14. USA Patriot Act Notification 69 SCHEDULES Schedule 1.01A – Pricing Schedule Schedule 1.01B – Mandatory Costs Schedule 2.01 – Commitments Schedule 2.05 – Existing Letters of Credit Schedule 3.07 – Subsidiaries Schedule 3.09(c) – Certain Agreements Schedule 3.09(d) – Priority Indebtedness Schedule 3.09(e) – Existing Guarantees Schedule 3.13 – Disclosed Matters Schedule 6.01 – Equipment Leases Schedule 6.07 – Existing Restrictions EXHIBITS Exhibit A – Form of Assignment and Assumption Exhibit B-1 – Form of Opinion of Company’s External Counsel Exhibit B-2 – Form of Opinion of Company’s Internal Counsel Exhibit B-3 – Form of Opinion of Original Subsidiary Borrowers’ Counsel Exhibit C – Form of Opinion of Administrative Agent’s Counsel Exhibit D – Election to Participate Exhibit E – Election to Terminate Exhibit F – Form of Opinion of Eligible Subsidiary’s Counsel Exhibit G – Form of Compliance Certificate Exhibit H – Joinder Agreement CREDIT AGREEMENT dated as of December 1, 2004 among CUMMINS INC., CUMMINS ENGINE CO. LTD., CUMMINS POWER GENERATION LTD., NEWAGE INTERNATIONAL LIMITED, the ELIGIBLE SUBSIDIARIES referred to herein, the ORIGINAL SUBSIDIARY GUARANTORS referred to herein, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank) as Administrative Agent, CITICORP USA, INC., as Syndication Agent, and BANK OF AMERICA, N.A., THE BANK OF NOVA SCOTIA and THE ROYAL BANK OF SCOTLAND plc., as Co-Documentation Agents. The parties hereto agree as follows:
Discharge Only Upon Payment In Full. Reinstatement In Certain Circumstances SECTION 9.04. Waiver by the Company SECTION 9.05. Subrogation ARTICLE X MISCELLANEOUS SECTION 10.01. Notices
Discharge Only Upon Payment In Full. Reinstatement In Certain Circumstances
Discharge Only Upon Payment In Full. Reinstatement in Certain ------------------------------------------------------------- Circumstances. Each Company's obligations under the Loan Papers remain in full ------------- force and effect until the Total Commitment is terminated and the Obligation is paid in full (except for provisions under the Loan Papers expressly intended to survive payment of the Obligation and termination of the Loan Papers). If at any time any payment of the principal of or interest on any Note or any other amount payable by Borrower or any other obligor on the Obligation under any Loan Paper is rescinded or must be restored or returned upon the insolvency, bankruptcy or reorganization of Borrower or otherwise, the obligations of each Company under the Loan Papers with respect to that payment shall be reinstated as though the payment had been due but not made at that time.
Discharge Only Upon Payment In Full. Reinstatement in Certain Circumstances. The Supporting Guarantor's obligations -------------------------------------- under this Guaranty constitute a continuing guaranty and shall remain in full force and effect until either (i) this Guaranty is terminated pursuant to Section 2.16 of Vencor's Credit Agreement or (ii) the Commitments of each Bank shall have been terminated and the Credit Exposure of each Bank shall have been reduced to zero and all amounts payable by Vencor under the Financing Documents shall have been paid in full. If at any time any amount payable by Vencor under any Financing Document is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy or reorganization of Vencor or otherwise, the Supporting Guarantor's obligations under this Guaranty with respect to such payment shall be reinstated at such time as though such payment had become due but had not been made at such time.
Discharge Only Upon Payment In Full. Reinstatement In Certain ------------------------------------------------------------- Circumstances. Each Guarantor's obligations hereunder shall remain in full ------------- force and effect until the Commitments shall have terminated and the principal ---- of and interest on the Notes and all other amounts payable by the Borrower under this Agreement shall have been paid in full. If at any time any payment of the principal of or interest on any Note or any other amount payable by the Borrower under this Agreement is rescinded or must be otherwise restored or returned upon the insolvency, bankruptcy or reorganization of the Borrower or any other Guarantor or otherwise, each Guarantor's obligations hereunder with respect to such payment shall be reinstated at such time as though such payment had been due but not made at such time.
