Common use of Form of LIBOR Notice Clause in Contracts

Form of LIBOR Notice. Xxxxx Fargo Bank, National Association, as Administrative Agent 00 Xxxxx Xxxxxx Xxxxx, 1326th Floor MAC N8405-131261 Xxxxxxx, Xxxxxxxx 00000 Attn: Loan Portfolio Manager (Anixter) Ladies and Gentlemen: Reference hereby is made to that certain Credit Agreement dated as of October 5, 2015 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”), by and among Anixter Inc., a Delaware corporation (“Anixter”), the Subsidiaries of Anixter party thereto as “Borrowers” (collectively, with Anixter, “Borrowers”), the lenders party thereto as “Lenders,” and Xxxxx Fargo Bank, National Association, a national banking association (“Xxxxx Fargo”), as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement. This LIBOR Notice represents Borrowers’ request to elect the LIBOR Option with respect to outstanding Revolving Loans in the amount of $[_____] (the “LIBOR Rate Advance”)[, and is a written confirmation of the telephonic notice of such election given to Administrative Agent]. The LIBOR Rate Advance will have an Interest Period of [1, 2, 3, or 6] month(s) commencing on [_____]. This LIBOR Notice further confirms Borrowers’ acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Agreement, of the LIBOR Rate as determined pursuant to the Credit Agreement. Borrower Representative, on behalf of Borrowers, represents and warrants that (i) as of the date hereof, the representations and warranties of Borrowers or their Subsidiaries contained in this Agreement and in the other Loan Documents are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. Dated: ANIXTER INC., a Delaware corporation as Borrower Representative By: Name: Title: Acknowledged by: XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent By: Name: Title: EXHIBIT P-1 Form of Perfection Certificate See attached. SCHEDULE A-1

Form of LIBOR Notice. Xxxxx Fargo BankFoothill, National AssociationLLC, as Administrative Agent 00 under the below referenced Credit Agreement 0000 Xxxxxxxx Xxxxxx Xxxxx Xxxxxx Xxxxx0000 Xxxx Xxxxx Xxxxxx, 1326th Floor MAC N8405-131261 Xxxxxxx, Xxxxxxxx Xxxxxxxxxx 00000 Attn: Loan Portfolio Manager (Anixter) Ladies and Gentlemen: Reference hereby is made to that certain Senior Term Loan Credit Agreement Agreement, dated as of October 5November 18, 2015 2008 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”), by and among Anixter Inc.BUMBLE BEE FOODS, LLC, a Delaware corporation limited liability company (“AnixterBorrower”), 3231021 NOVA SCOTIA COMPANY, a Nova Scotia unlimited company, the Subsidiaries of Anixter party lenders signatory thereto as (the “Borrowers” (collectively, with Anixter, “BorrowersLenders”), the lenders party thereto as “Lenders,” and Xxxxx Fargo BankXXXXX FARGO FOOTHILL, National AssociationLLC, a national banking association (“Xxxxx Fargo”)Delaware limited liability company, as the arranger and administrative agent for each member of the Lender Group and the Bank Product Providers Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement. This LIBOR Notice represents Borrowers’ Borrower’s request to elect the LIBOR Option with respect to the outstanding Revolving Loans portion of the Term Loan in the amount of $[_____] (the “LIBOR Rate Advance”)$ [, and is a written confirmation of the telephonic notice of such election given to Administrative Agent]. The LIBOR Rate Advance Loan will have an Interest Period of [1, ] [2, ] [3, or 6] [6]1 month(s) commencing on [_____]. This LIBOR Notice further confirms Borrowers’ Borrower’s acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Agreement, of the LIBOR Rate as determined pursuant to the Credit Agreement. Borrower Representative, on behalf of Borrowers, represents and warrants that (i) as of the date hereof, the representations and warranties of Borrowers or their Subsidiaries contained in this Agreement and in the other Loan Documents are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. 1 If available to and offered by all Lenders. Xxxxx Fargo Foothill, LLC, as Agent Dated: ANIXTER INC.BUMBLE BEE FOODS, LLC, a Delaware corporation limited liability company, as Borrower Representative By: Name: Title: Acknowledged by: XXXXX FARGO BANKFOOTHILL, NATIONAL ASSOCIATIONLLC, a national banking associationDelaware limited liability company, as Administrative Agent By: Name: Title: EXHIBIT P-1 Form of Perfection Certificate See attached. SCHEDULE A-1S-1

Form of LIBOR Notice. FORM OF LIBOR NOTICE Xxxxx Fargo BankCapital Finance, National AssociationLLC, as Administrative Agent 00 under the below referenced Credit Agreement 000 Xxxxx Xxxxxx Xxxxx, 1326th Floor Suite 2200 MAC N8405N2814-131261 220 Xxxxxxx, Xxxxxxxx 00000 Attn: Loan Portfolio Manager (Anixter) Ladies and Gentlemen: Reference hereby is made to that certain Credit Agreement Agreement, dated as of October 5June 28, 2015 2011 (as amended, restated, supplemented, or otherwise modified from time to time, the “"Credit Agreement”"), by and among Anixter Wabash National Corporation, Wabash National, L.P., Wabash Wood Products, Inc., a Delaware corporation Transcraft Corporation, and Wabash National Trailer Centers, Inc. (“Anixter”), the Subsidiaries of Anixter party thereto as “"Borrowers” (collectively, with Anixter, “Borrowers”"), the lenders party signatory thereto as “(the "Lenders,” "), and Xxxxx Fargo BankCapital Finance, National AssociationLLC, a national banking association (“Xxxxx Fargo”)Delaware limited liability company, as the arranger and administrative agent for each member of the Lender Group and the Bank Product Providers Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative "Agent”"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement. This LIBOR Notice represents Borrowers’ ' request to elect the LIBOR Option with respect to outstanding Revolving Loans Advances in the amount of $[_____] ___ (the “"LIBOR Rate Advance”")[, and is a written confirmation of the telephonic notice of such election given to Administrative Agent]. The LIBOR Rate Advance will have an Interest Period of [1, 2, 3, 3 or 6] 6 month(s) commencing on [_____]_________. This LIBOR Notice further confirms Borrowers’ ' acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Agreement, of the LIBOR Rate as determined pursuant to the Credit Agreement. Administrative Borrower Representative, on behalf of Borrowers, represents and warrants that (i) as of the date hereof, the representations and warranties of Borrowers or their Subsidiaries contained in this Agreement and in the other Loan Documents are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. Dated: ANIXTER INC.WABASH NATIONAL CORPORATION, a Delaware corporation corporation, as Administrative Borrower Representative By: Name: Title: Acknowledged by: XXXXX FARGO BANKCAPITAL FINANCE, NATIONAL ASSOCIATIONLLC, a national banking associationDelaware limited liability company, as Administrative Agent By: By Name: Title: EXHIBIT P-1 Form Schedule A-1 Xxxxx Fargo Bank, N.A. 000 Xxxxxxxxxx Xxxxxx San Francisco, CA ABA # 000-000-000 Swift Code: XXXXXX0X To Credit Of: XXXXX FARGO CAPITAL FINANCE, LLC A/C # [*] Re: Wabash National, Inc. [*] The bracketed asterisk denotes that confidential portions of Perfection Certificate See attachedthis exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. SCHEDULE A-1The confidential portions have been submitted separately to the Securities and Exchange Commission. Schedule A-2 Xxxxxxx X. Xxxxxxxx Xxxx X. Xxxxx Xxxx X. Xxxx Schedule C-1 Lender Revolver Commitment Total Commitment Xxxxx Fargo Capital Finance, LLC $ 46,000,000 $ 46,000,000 RBS Citizens Business Capital, a division of RBS Citizens, N.A. $ 44,000,000 $ 44,000,000 General Electric Capital Corporation $ 15,000,000 $ 15,000,000 GE Capital Finance Inc. $ 15,000,000 $ 15,000,000 Xxxxxx X.X. $ 20,000,000 $ 20,000,000 Capital One Leverage Finance Corporation $ 10,000,000 $ 10,000,000 All Lenders $ 150,000,000 $ 150,000,000 Schedule D-1 Account No. [*] maintained with Xxxxx Fargo Bank, N.A. (the “Designated Account Bank”) [*] The bracketed asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Schedule E-1 Owned Property (Wabash National Trailer Centers, Inc.) 000 XxxxxxxXxxxxx Xxxxxxx, XX (Wabash National Trailer Centers, Inc.) 0000 Xxxxxxxx Xxxx San Antonio, TX (Wabash National Trailer Centers, Inc.) 00000 X. Xxxxxxxxx Xxx Xxxxxxxx, XX (Wabash National Trailer Centers, Inc.) 000 Xxxxx Xxxxxx Xxxx Xxxxxxxx, XX (Wabash National Trailer Centers, Inc.) 0000 Xxxxx 00xx Xxxxxx Xxxxxxx, XX (Wabash National Trailer Centers, Inc.) 00000 XX 0xx Xxxxxx Xxxxx, XX (Wabash National Trailer Centers, Inc.) 00000 Xxxxxx Xxxxxx Fontana, CA (Wabash National Trailer Centers, Inc.) 0000 Xxxxxxx Xxxxxxxxx Denver, CO (Wabash National Trailer Centers, Inc.) 0000 Xxxxxx Xxxxxxxxx Xxxxxx, XX (Wabash National Trailer Centers, Inc.) 0000 Xxxxxxxxxxxx Xxxx Xxxxxxxx, XX (Wabash Wood Products, Inc.) 000 Xxxx Xxxxxxxxxx Xxxx Xxxx Xxxxxxxx, XX (Wabash National, L.P.) 3550 & 0000 Xxxx Xxxxxx Xxxx 000 Xxxxx & 0000 Xxxxxxx Xxxx Xxxxxxxxx, XX (Wabash National, L.P.) 0000 Xxxxx Xxxx 0000-0000 XxXxxxx Xxxx Lafayette, IN (Wabash National, L.P.) 0000 Xxxx Xxxxxx 0000 Xxxxxxx Xxxxxx 0000 Xxxxxxxx Xxxxxxx South 0000 XxXxxxx Xxxx Lafayette, IN Processor Locations Roll Coater, Inc. (Wabash National, L.P.) 0000 X. Xxxx Xx. Xxxxxxxxxx, XX 00000 (Wabash National, L.P.) 000 X. Xxxx Rd. XxXxxxx, IN 46350 (Wabash National, L.P.) 0000 Xxxxxxx Xxx Xxxxxxx, XX 00000 (Wabash National, L.P.) 0000 Xxxxx Xxxx Xxxxxxxxxx, XX 00000 (Wabash National, L.P.) 0000 XX Xxxx 000 Xxxxxxxxxxx, XX 00000 Greenbush Industries (Wabash National, L.P.) 0000 Xxxxxxxxx Xx. Xxxxxxxxx, XX 00000 AZZ Galvanizing (Wabash National, L.P.) 0000 Xxx Xxx Drive Plymouth, IN 46563 (Xxxxxx Xxxxxxxx, X.X.) 000 Xxxxx Xx. Joliet, IL 60433 (Wabash National, L.P.) 0000 X. Xxxxxxxxx Xx. Xxxxxxxx, IN 46742 (Wabash National, L.P.) 0000 X. Xxxxxx Xx. Xxxxxx, XX 00000 Leased Locations Xxx Xxx General Supply, Inc. (Wabash National Trailer Centers, Inc.) 0000 Xxxx Xxxxxxx Xxxxxx Xxxx Xxxxxxxxxx, XX 00000 BNR Enterprises (Wabash National Trailer Centers, Inc.) 000 Xxxxx Xxx. Calhoun, GA 30103 Swift Transportation, Inc. (Wabash National Trailer Centers, Inc.) Xxxxx Road and Xxxxxx Xxxxxx Xxxx Xxxx. Xxxxxxxx, XX 00000 Xxxx Xxxxxxx (Wabash National Trailer Centers, Inc.) 0000 Xxxxx Xxxxxxxxxx 00 Xxxx Xxxxxxxxxx, XX 00000 D&L Realty (Wabash National Trailer Centers, Inc.) 000 Xxxxxxxx Xxxxxxx Xxxxxxx, XX Xxxxx and Xxxxxx XxXxxx d/b/a Classic Tire Wheel and Auto Sales LLC (Wabash National Trailer Centers, Inc.) 0000 Xxxxxxxxxxxx Xx. Xxxxx, XX 00000 Xxxxxx International (Transcraft Corporation) 000 Xxxxxxxxxxxxx Xxxxx Xxxxx, XX 00000 Xxxx & Xxxx Ingredients Americas LLC (Wabash National, L.P.) 65 acres of Wabash Vacant Land south of US 52 and located on part of the Northwest and (Northeast Quarters of Section 11, Township 22 North, Range 4 West of the Second Principal Meridian, Wea Township, Tippecanoe County, Indiana.

Form of LIBOR Notice. Xxxxx Fargo BankFoothill, National AssociationLLC 0000 Xxxxxxxx Xxxxxx Xxxxx 0000 Xxxx Xxxxx Xxxxxx, as Administrative Agent 00 Xxxxx Xxxxxx Xxxxx, 1326th Floor MAC N8405-131261 Xxxxxxx, Xxxxxxxx Xxxxxxxxxx 00000 Attn: Loan Portfolio Manager (Anixter) Ladies and Gentlemen: Reference hereby is made to that certain Credit Agreement Loan Agreement, dated as of October 5December 15, 2015 2006 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Loan Agreement”), by and among Anixter between American Business Lending, Inc., a Delaware Texas corporation (“AnixterBorrower”), the Subsidiaries of Anixter party thereto as “Borrowers” (collectively, with Anixter, “Borrowers”), the lenders party thereto as “Lenders,” and Xxxxx Fargo BankFoothill, National AssociationLLC, a national banking association Delaware limited liability company (“Xxxxx Fargo”), as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, the “Administrative AgentLender”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Loan Agreement. This LIBOR Notice represents Borrowers’ Borrower’s request to elect the LIBOR Option with respect to outstanding Revolving Loans in the amount of $[_____] $ (the “LIBOR Rate AdvanceLoan”)[, and is a written confirmation of the telephonic notice of such election given to Administrative AgentLender — USE IF APPLICABLE], commencing on 1, 20 (“LIBOR Rate Effective Date”), which is not less than 3 Business Days after the date of this Notice. The LIBOR Rate Advance Loan will have an Interest Period of [1one calendar month, 2, 3, or 6] month(s) commencing on [_____]the first day of the calendar month that is at least three Business Days after the date of this Notice. This LIBOR Notice further confirms Borrowers’ Borrower’s acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Loan Agreement, of the LIBOR Rate as determined pursuant to the Credit Loan Agreement. Borrower Representative, on behalf of Borrowers, represents and warrants that (i) as of the date hereof, the representations and warranties of Borrowers each representation or their Subsidiaries warranty contained in this Agreement or pursuant to any Loan Document or any agreement, instrument, certificate, document or other writing furnished at any time under or in connection with any Loan Document, and in as of the other Loan Documents are effective date of any advance, continuation or conversion requested above, is true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely any representation or warranty expressly related to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. Dated: ANIXTER AMERICAN BUSINESS LENDING, INC., a Delaware Texas corporation as Borrower Representative By: By Name: Title: Acknowledged by: XXXXX FARGO BANKFOOTHILL, NATIONAL ASSOCIATIONLLC, a national banking association, as Administrative Agent Delaware limited liability company By: _______________________________ Name: _____________________________ Title: EXHIBIT P-1 Form of Perfection Certificate See attached. SCHEDULE A-1______________________________

Form of LIBOR Notice. Xxxxx Fargo BankCapital Finance, National AssociationLLC, as Administrative Agent 00 Xxxxx Xxxxxx Xxxxxunder the below referenced Credit Agreement 0000 Xxxxxxxxx Xxxx Suite 1600 Atlanta, 1326th Floor MAC N8405-131261 Xxxxxxx, Xxxxxxxx 00000 Attn: Loan Portfolio Manager (Anixter) Georgia 30328 Ladies and Gentlemen: Reference hereby is made to that certain Credit Agreement Agreement, dated as of October 5, 2015 2010 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”), by and among Anixter Delek Refining, Ltd. a Texas limited partnership (“Borrower”), Delek Refining, Inc., a Delaware corporation corporation, the lenders signatory thereto (the “AnixterLenders”), the Subsidiaries of Anixter party thereto as “Borrowers” (collectively, with Anixter, “Borrowers”), the lenders party thereto as “Lenders,” and Xxxxx Fargo BankCapital Finance, National AssociationLLC, a national banking association (“Xxxxx Fargo”)Delaware limited liability company, as the administrative agent for each member of the Lender Group and the Bank Product Providers Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement. This LIBOR Notice represents Borrowers’ Borrower’s request to elect the LIBOR Option with respect to outstanding Revolving Loans Advances in the amount of $[_____] _ (the “LIBOR Rate Advance”)[, and is a written confirmation of the telephonic notice of such election given to Administrative Agent]. The LIBOR Rate Advance will have an Interest Period of [1, 2, or 3, or 6] month(s) commencing on [_____]. This LIBOR Notice further confirms Borrowers’ Borrower’s acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Agreement, of the LIBOR Rate as determined pursuant to the Credit Agreement. Borrower Representative, on behalf of Borrowers, represents and warrants that (i) as of the date hereof, the representations and warranties of Borrowers each representation or their Subsidiaries warranty contained in this Agreement or pursuant to any Loan Document or any agreement, instrument, certificate, document or other writing furnished at any time under or in connection with any Loan Document, and in as of the other Loan Documents are effective date of any advance, continuation or conversion requested above, is true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely any representation or warranty expressly related to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. Well Fargo Capital Finance, LLC, as Agent Page 2 Dated: ANIXTER INCDELEK REFINING, LTD., a Delaware corporation Texas limited partnership, as Borrower Representative By: Name: Title: Acknowledged by: XXXXX FARGO BANKCAPITAL FINANCE, NATIONAL ASSOCIATIONLLC, a national banking associationDelaware limited liability company, as Administrative Agent By: Name: Title: EXHIBIT P-1 Form of Perfection Certificate See attached. SCHEDULE A-1Schedule 1.1 As used in the Agreement, the following terms shall have the following definitions:

Form of LIBOR Notice. Xxxxx Wxxxx Fargo Bank, National Association, as Administrative Agent 00 Xxxxx Xxxxxx Xxxxxunder the below referenced Credit Agreement 1000 Xxxxxxxxx Xxxx, 1326th Floor MAC N8405-131261 XxxxxxxSuite 1600 Atlanta, Xxxxxxxx 00000 Georgia 30328 Attn: Loan Portfolio Manager (Anixter) - Unifi Ladies and Gentlemen: Reference hereby is made to that certain Amended and Restated Credit Agreement Agreement, dated as of October 5March 26, 2015 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”), by and among Anixter Inc.the lenders identified on the signature pages thereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a Delaware corporation (“AnixterLender” and collectively as the “Lenders”), the Subsidiaries of Anixter party thereto as “Borrowers” (collectivelyWXXXX FARGO BANK, with Anixter, “Borrowers”), the lenders party thereto as “Lenders,” and Xxxxx Fargo Bank, National AssociationNATIONAL ASSOCIATION, a national banking association (“Xxxxx Fargo”)association, as administrative agent for each member of the Lender Group Lenders (“Agent”), and the Bank Product Providers UNIFI, INC., a New York corporation (in such capacity“Parent”), together with its successors and assigns in such capacityUNIFI MANUFACTURING, the INC., a North Carolina corporation, as borrowers (collectively, “Administrative AgentBorrowers”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement. This LIBOR Notice represents Borrowers’ request to elect the LIBOR Option with respect to outstanding [Revolving Loans Loans/Term Loans] in the amount of $[_____] ___ (the “LIBOR Rate Advance”)[, and is a written confirmation of the telephonic notice of such election given to Administrative Agent]. The LIBOR Rate Advance will have an Interest Period of [1, 2, 3, or 61 month] month(s) [2 months] [3 months] [6 months] commencing on , and represents a [conversion of a Base Rate Loan/continuation of a LIBOR Rate Loan] with an Interest Period ending on _____]________. This LIBOR Notice further confirms Borrowers’ acceptance, for purposes of determining the rate of interest based on the LIBOR Rate under the Credit Agreement, of the LIBOR Rate as determined pursuant to the Credit Agreement. Borrower Representative, on behalf of Borrowers, represents Borrowers represent and warrants warrant that (i) as of the date hereof, the representations and warranties of Borrowers each representation or their Subsidiaries warranty contained in this Agreement or pursuant to any Loan Document or any agreement, instrument, certificate, document or other writing furnished at any time under or in connection with any Loan Document, and in as of the other Loan Documents are effective date of any advance, continuation or conversion requested above, is true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) on and as of the date hereof, as though made on and as of such date (except to the extent that such representations and warranties relate solely any representation or warranty expressly related to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) as of such earlier date)), (ii) each of the covenants and agreements contained in any Loan Document have been performed (to the extent required to be performed on or before the date hereof or each such effective date), and (iii) no Default or Event of Default has occurred and is continuing on the date hereof, nor will any thereof occur after giving effect to the request above. Dated: ANIXTER _________, 20__ UNIFI, INC., a Delaware corporation as Borrower Representative on behalf of itself and the other Borrowers By: Name: Title: Acknowledged by: XXXXX WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent By: Name: Title: EXHIBIT P-1 Form of Perfection Certificate See attached. SCHEDULE A-1: