Common use of Effect; Ratification Clause in Contracts

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein This Amendment is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Existing Agreement or to the “Receivables Purchase Agreement” shall mean the Original Existing Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” or to the Receivables Purchase Agreement shall mean the Original Agreement Receivables Purchase Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “Receivables "Purchase Agreement” " shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser, the Agent, any Company LC Bank or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement Receivables Purchase Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or any other Transaction Document, or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which that the Agent, any Company or Financial Institution (Agent or any of their respective assigns) the Purchasers may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Receivable Purchase Agreement” or the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” or to the Receivables Purchase Agreement shall mean the Original Agreement Receivables Purchase Agreement, as amended and modified hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, waived or modified, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentFinancial Institutions, any Company PREFCO or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Existing Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Existing Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “"Receivables Purchase Agreement” ," the "Purchase Agreement" or the Existing Agreement shall mean the Original Existing Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Existing Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Existing Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or any other Transaction Document, or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which that the Agent, any Company or Financial Institution (Agent or any of their respective assigns) the Purchasers may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “"Purchase Agreement" or to the Receivables Purchase Agreement” Agreement shall mean the Original Receivables Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement AMENDMENT NO. 12 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser, the Agent, any Company LC Bank or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement Receivables Purchase Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. (b)

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other AVNET RECEIVABLES PURCHASE AGREEMENT Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser, each Managing Agent or the Agent, any Company or Financial Institution Agent (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement,” the “Purchase Agreement” or the Purchase Agreement shall mean the Original Agreement Purchase Agreement, as amended hereby, as applicable. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set -------------------- forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “Receivables "Purchase Agreement” " shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase AMENDMENT NO. 12 TO RECEIVABLES PURCHASE AGREEMENT Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser, each Managing Agent or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “"Receivables Purchase Agreement” ," the "Purchase Agreement" or the Purchase Agreement shall mean the Original Agreement Purchase Agreement, as amended hereby, as applicable. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Agreement Purchase Agreement, any other Transaction Document or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, any other Transaction Document or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import shall mean such agreement, as amended hereby, and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement,” the “Purchase Agreement” or the Purchase Agreement shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement each such agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” or to the Receivables Purchase Agreement shall mean the Original Agreement Receivables Purchase Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. AMENDMENT NO. 9 TO FIFTH AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT AND REAFFIRMATION OF PERFORMANCE UNDERTAKING

Effect; Ratification. The amendment amendments and waivers set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” or to the Receivables Purchase Agreement shall mean the Original Agreement Receivables Purchase Agreement, as amended modified hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “"Purchase Agreement" or to the Receivables Purchase Agreement” Agreement shall mean the Original Receivables Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or any other Transaction Document, or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which that the Agent, any Company or Financial Institution (or any of their respective assigns) Agent and the Purchasers may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “"Receivables Purchase Agreement” " or the "Purchase Agreement" shall mean the Original Receivables Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “Receivables "Purchase Agreement” " shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. AMENDMENT NO. 1 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT 7

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “"Receivables Purchase Agreement” " or to the "Purchase Agreement" shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Receivables Purchase Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentCompanies, any Company the Financial Institutions or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” or to the Receivables Purchase Agreement shall mean the Original Agreement Receivables Purchase Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. AMENDMENT NO. 12 TO FIFTH AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT AND REAFFIRMATION OF PERFORMANCE UNDERTAKING

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “Receivables "Purchase Agreement” " shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as AMENDMENT NO. 13 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments and waiver set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentFinancial Institutions, any Company PREFCO or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Existing Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Existing Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “"Receivables Purchase Agreement” ," the "Purchase Agreement" or the Existing Agreement shall mean the Original Existing Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Existing Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Existing Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to thereintherein (except to the extent waived in Section 3 above). Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement "Receivables Purchase Agreement" or to the “Receivables "Purchase Agreement” " shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, AMENDMENT NO. 3 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, Agreement as amended hereby, hereby or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement AMENDMENT NO. 2 TO RECEIVABLES PURCHASE AGREEMENT and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein This Amendment is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Agreement or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Existing Agreement or to the “Receivables Purchase Agreement” shall mean the Original Existing Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. ​

Effect; Ratification. The amendment waiver and amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which the AgentFinancial Institutions, any Company PREFCO or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Existing Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Existing Agreement to “"this Agreement,” “" "herein,” “" "hereof” " and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “"Receivables Purchase Agreement” ," the "Purchase Agreement" or the Existing Agreement shall mean the Original Existing Agreement as amended hereby. This Waiver and Amendment shall be construed in connection with and as part of the Receivables Purchase Existing Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Existing Agreement and each other instrument or LIMITED WAIVER AND AMENDMENT NO. 3 TO RECEIVABLES PURCHASE AGREEMENT agreement referred to therein, except as herein waived or amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.. Avnet Receivables Purchase Agreement

Effect; Ratification. The amendment set forth herein is effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which the Agent, any Company or Financial Institution (or any of their respective assigns) may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Existing Agreement or to the “Receivables Purchase Agreement” shall mean the Original Existing Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment Except as set forth in Section 2 hereof, the amendments set forth herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, to any amendment, waiver or modification of any other term or condition of the Original Existing Agreement or of any other instrument or agreement referred to therein therein; or (ii) to prejudice any right or remedy which any Purchaser, the Agent, any Company LC Bank or Financial Institution (or any of their respective assigns) the Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, Existing Agreement or any other instrument or agreement referred to therein. Each From and after the Amendment Effective Date, each reference in the Receivables Purchase Existing Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Agreement or to the “Receivables Purchase Agreement” shall mean the Original Agreement Existing Agreement, as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants and agreements set forth in the Receivables Purchase Existing Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.

Effect; Ratification. The amendment amendments set forth fort herein is are effective solely for the purposes set forth herein and shall be limited precisely as written, and shall not be deemed to (i) to be a consent to, or an acknowledgment of, any amendment, waiver or modification of any other term or condition of the Original Purchase Agreement or of any other instrument or agreement referred to therein or (ii) to prejudice any right or remedy which any Purchaser or the Agent, any Company or Financial Institution (or any of their respective assigns) Agent may now have or may have in the future under or in connection with the Receivables Purchase Agreement, as amended hereby, or any other instrument or agreement referred to therein. Each reference in the Receivables Purchase Agreement to “this Agreement,” “herein,” “hereof” and words of like import and each reference in the other Transaction Documents to the Original Purchase Agreement or to the “Receivables Purchase Agreement” or to the “Purchase Agreement” shall mean the Original Purchase Agreement as amended hereby. This Amendment shall be construed in connection with and as part of the Receivables Purchase Agreement and all terms, conditions, representations, warranties, covenants covenants, and agreements set forth in the Receivables Purchase Agreement and each other instrument or agreement referred to therein, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.