Common use of Form of Clause in Contracts

Form of. A Committed Loan Notice B Swing Line Loan Notice C Note D Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28, 2018, among AVNET, INC., a New York corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 2 contracts

Samples: Credit Agreement (Avnet Inc), Credit Agreement (Avnet Inc)

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Form of. A Committed Loan SOFR Notice B Swing Line Loan Notice C C-1 Note C-2 Swing Line Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty Borrowing Base Certificate G Designated Borrower Request and Assumption Credit Card Notification I [Reserved] J Bank Product Provider Letter Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of K Cash Management Provider Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Agreement This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28May 19, 20182016, among AVNETFOOT LOCKER, INC., a New York corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Borrower”), ; each Guarantor (as defined below) from time to time party hereto; each lender from time to time party hereto (collectively, the “Lenders”, and each individually, a “Lender”); XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Agent, L/C Issuer and Swing Line Lender; BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of AmericaJPMORGAN CHASE BANK, N.A., U.S. BANK NATIONAL ASSOCIATION, as administrative agentCo-Syndication Agents; and XXXXX FARGO BANK, entered into that certain Credit Agreement dated NATIONAL ASSOCIATION, JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A., and U.S. BANK NATIONAL ASSOCIATION, as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline Joint Lead Arrangers and multicurrency subfacilitiesJoint Bookrunners. The Borrowers have Borrower has requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the L/C Issuer has indicated its willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Foot Locker, Inc.)

Form of. A A-1 Committed Revolving Loan Notice A-2 Committed Term Loan Notice A-3 Additional Term Facility Loan Notice B Swing Line Loan Notice C C-1 Revolving Note C-2 Term Note C-3 Additional Term Facility Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty Guarantee and Collateral Agreement G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Matters This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28July 15, 20182011, among AVNETCOINSTAR, INC., a New York Delaware corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The BorrowersBorrower, certain of the Lenders, the lenders party thereto (L/C Issuer, the “Existing Lenders”) Swing Line Lender, and Bank of America, N.A., as administrative agent, the Administrative Agent have heretofore entered into that certain Credit Agreement dated as of July 9November 20, 2014 2007, as amended and restated by that certain Amended and Restated Credit Agreement dated as of April 29, 2009 (as amended, supplemented heretofore amended or otherwise modified prior to the date hereofmodified, the “Existing Credit Original Agreement”), pursuant to which certain of the lenders party thereto have made available to the Borrowers a Lenders provide revolving credit facilityloans and term loans, with letter the Swing Line Lender provides swing line loans, and the L/C Issuer issues (and the Lenders purchase participations in) letters of credit, swingline and multicurrency subfacilitiescredit from time to time. The Borrowers have Borrower has requested that the Lenders agree Original Agreement be amended in certain respects and, in order to an amendment do so, that the Original Agreement be amended and restatement of the Existing Credit Agreement restated in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesits entirety, and the Lenders Lenders, the Swing Line Lender, the L/C Issuer, and the Administrative Agent are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree that the Original Agreement is amended, restated, ratified and confirmed to read in its entirety as follows:

Appears in 1 contract

Samples: Credit Agreement (Coinstar Inc)

Form of. A A-1 Committed Loan Notice A-2 Conversion/Continuation Notice B Swing Line Loan Notice C C-1 Committed Loan Note C-2 Swing Line Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty Borrowing Base Certificate G Designated Borrower Request and Assumption Security Agreement H Designated Borrower Collateral Access Agreement I Joinder Agreement J DDA Notification K Credit Card Notification L Blocked Account Agreement M General Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. N-1-4 Tax Compliance Certificates This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of June 28August 3, 20182015, among AVNETXXXXXX & XXXXX, INC., a New York Delaware corporation (the “CompanyLead Borrower”), each Subsidiary of the Company party Persons signatory hereto pursuant to Section 2.14 as borrowers and named on Schedule 1.01 hereto (each such Subsidiarycollectively, together with the CompanyLead Borrower and such other Persons as may be joined as a borrower from time to time in accordance herewith, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent and Swing Line Lender and an L/C Issuer. The BorrowersLender, the lenders party thereto (the “Existing Lenders”) and Bank of AmericaJPMORGAN CHASE BANK, N.A., XXXXX FARGO BANK, NATIONAL ASSOCIATION, and SUNTRUST BANK, as administrative agentCo-Syndication Agents, entered into that certain Credit Agreement dated and CITIZENS BANK, N.A. and REGIONS BANK, as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesCo-Documentation Agents. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the LC Issuers have indicated their willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Barnes & Noble Inc)

Form of. A Committed Loan Notice B Swing Line Loan Notice C C-1 Revolving Note C-2 Swing Line Note C-0 Xxxxxxxx Xxxx Xxxx X-0 Xxx Xxxx Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Unencumbered Pool Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This AMENDED REVOLVING CREDIT AND RESTATED CREDIT TERM LOAN AGREEMENT (this “Agreement”) is entered into as of June 28July 21, 2018, 2014 by and among AVNET, INC.AGREE LIMITED PARTNERSHIP, a New York corporation Delaware limited partnership (the “CompanyBorrower”), each Subsidiary of the Company Loan Parties from time to time party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Borrower”)hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICAPNC BANK, N.A.NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) with PNC CAPITAL MARKETS LLC and Bank of America, N.A.CITIGROUP GLOBAL MARKETS INC., as administrative agentJoint Lead Arrangers and Joint Book Managers for the Revolving Credit Facility, entered into PNC CAPITAL MARKETS LLC and SUNTRUST RXXXXXXX XXXXXXXX, INC., as Joint Lead Arrangers and Joint Book Managers for the New Term Loan Facility, PNC CAPITAL MARKETS LLC, as Sole Lead Arranger and Sole Book Manager for the Existing Term Loan Facility, CITIGROUP GLOBAL MARKETS INC., as Syndication Agent for the Revolving Credit Facility, SUNTRUST BANK, as Syndication Agent for the New Term Loan Facility, and BMO CAPITAL MARKETS, as Syndication Agent for the Existing Term Loan Facility. Certain of the Lenders and other financial institutions have made available to the Borrower a revolving facility in the amount of $85,000,000 on the terms and conditions contained in that certain Credit Agreement dated as of July 9October 26, 2014 2011 (as amended, supplemented or otherwise modified amended and in effect immediately prior to the date hereof, the “Existing Revolving Credit Agreement”)) by and among the Borrower, pursuant to which such Lenders, certain other financial institutions, and Bank of America, N.A., as Administrative Agent, and the lenders party thereto other parties thereto; Certain of the Lenders and other financial institutions have made available to the Borrowers Borrower a term loan facility in the amount of $35,000,000 on the terms and conditions contained in that certain Term Loan Agreement dated as of September 30, 2013 (as amended and in effect immediately prior to the date hereof, the “Existing Term Loan Agreement”) by and among the Borrower, such Lenders, certain other financial institutions, and PNC Bank, National Association, as Administrative Agent, and the other parties thereto; and The Borrower has requested that the Lenders amend and restate the Existing Term Loan Agreement (a) to replace the Existing Revolving Credit Agreement and (b) to make available to the Borrower credit facilities in an aggregate initial amount of $250,000,000, which will include the existing $35,000,000 term loan facility, a new $65,000,000 7-year term loan facility and a $150,000,000 revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so all on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant covenant, and agree that the Existing Term Loan Agreement is amended and restated in its entirety, as follows:

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

Form of. A A-1 Committed Loan Notice B A-2 Swing Line Loan Notice B-1 Revolving Note B-2 Swing Line Note C Note D Compliance Certificate E-1 D Assignment and Assumption E-1 Foreign Lender Exemption Certificate E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of Lender U.S. Tax Compliance Certificates Certificate E-3 Alternative Form Foreign Lender U.S. Tax Compliance Certificate E-4 Foreign Partnership U.S. Tax Compliance Certificate F Closing and Solvency Certificate G Representations and Warranties Certificate H Credit Card Notification I Borrowing Base Certificate J Joinder Agreement K Closing Checklist L [Reserved] M [Reserved] N 13-Week Cash Flow Forecast This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28September 7, 20182021, as amended on September 30, 2022, and as further amended on April 21, 2023, among AVNETXXXXX, INC.LLC, a New York corporation Delaware limited liability company (the “Borrower” or the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” andGuarantors named on Schedule 1.01 hereto, each a “Borrower”), each lender Lender from time to time party hereto (collectivelyhereto, the “Lenders” and individually, a “Lender”)each L/C Issuer from time to time party hereto, and BANK OF AMERICACITIZENS BANK, N.A., as Administrative Agent, Swing Line Lender collateral agent and an L/C Issuerissuer. The BorrowersBorrower has requested that the Lenders amend and restated that certain Credit Agreement, the lenders party thereto dated as of August 21, 2018 (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Original Credit Agreement”), pursuant to which by and among the Borrower and the Guarantors party thereto, the Agent, the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesthereto, and the other parties thereto. The Agent, the Lenders are willing have indicated their willingness to do so continue to lend and the L/C Issuers have indicated their willingness to continue to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Vince Holding Corp.)

Form of. A Committed Loan Notice B Swing Line Loan Notice B-1 US BorrowersBorrower Note B-2 European Borrower Note C Note D Compliance Certificate E-1 D Assignment and Assumption E-2 Administrative Questionnaire E Guaranty F Guaranty Opinion Matters G Designated Borrower Request and Assumption Joinder Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President US Security and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Pledge Agreement This AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 3, 2010 (“Agreement”) is entered into as amended by the First Amendment dated as of June 28, 20182011, the Second Amendment and Consent dated as of December 29, 2011 and the Third Amendment dated as of May 18, 2012 (the “Third Amendment”), and as may be amended, restated, supplemented or otherwise modified from time to time, this “Credit Agreement” or “Agreement”), among AVNET, INCIMATION CORP., a New York Delaware corporation (“Imation”) and IMATION ENTERPRISES CORP., a Delaware corporation (“Enterprises”), (each of Imation and Enterprises is referred to individually herein as a “US Borrower” and collectively as the “US Borrowers”), IMATION EUROPE B.V., a company organized under the laws of the Netherlands with a corporate seat in Amsterdam, the Netherlands (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, European Borrower” and together with the CompanyUS Borrowers, each individually a “Borrower” and collectively, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), ) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender Agent and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) Lenders have made available senior secured revolving credit and Bank letter of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior credit facilities to the date hereof, Borrowers pursuant to the Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment amend and restatement of restate the Existing Credit Agreement in Agreement, which shall continue the form of this Agreement to provide a senior revolving credit facility, with swingline, and letter of credit and multicurrency subfacilitiesfacilities to the Borrowers, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Imation Corp)

Form of. A A-1 Committed Loan Notice B A-2 Conversion/Continuation Notice A-3 Swing Line Loan Notice C A-4 Prepayment Notice A-5 Swing Line Loan Prepayment Notice B [Reserved] C-1 U.S. Dollar Term A Note C-2 Canadian Dollar Term A Note C-3 Term B Note C-4 U.S. Dollar Revolving Credit Note C-5 Multicurrency Revolving Credit Note D Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Incremental Joinder Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of G-1 through G-4 U.S. Tax Compliance Certificates H Foreign Obligations Guaranty I U.S. Obligations Guaranty J U.S. Pledge Agreement K U.S. Security Agreement L Canadian Pledge Agreement M Canadian Security Agreement N-1 U.K. Pledge Agreement N-2 Japanese Pledge Agreement (All Obligations) N-3 Japanese Pledge Agreement (Foreign Obligations) N-4 Mexican Pledge Agreement (All Obligations) N-5 Mexican Pledge Agreement (Foreign Obligations) N-6 Swedish Pledge Agreement O-1 Borrower Joinder Agreement O-2 SpinCo Joinder Agreement P Estoppel This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28March 26, 20182012, among AVNET, INC.ACCO BRANDS CORPORATION, a New York Delaware corporation (the CompanyHoldings”), each Domestic Subsidiary of Holdings set forth on the Company signature pages hereto as a “U.S. Borrower” (together with Holdings and each other Domestic Subsidiary of Holdings that becomes a party hereto pursuant to Section 2.14 by execution of a joinder hereto and is designated therein as a “U.S. Borrower”, collectively, the “U.S. Borrowers”), each Canadian Subsidiary of Holdings set forth on the signature pages hereto (together with each such Subsidiaryother Canadian Subsidiary of Holdings that becomes a party hereto, collectively, the “Canadian Borrowers”, and together with any other Foreign Subsidiaries that become a party hereto, collectively, the “Foreign Borrowers”, and the Foreign Borrowers together with the CompanyU.S. Borrowers, collectively, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BARCLAYS BANK PLC and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A.MONTREAL, as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 agent (as amended, supplemented or otherwise modified prior to capitalized terms used but not defined in this preamble having the date hereof, the “Existing Credit Agreement”meaning given such terms in Article 1 below), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a term loan A facility, a term loan B facility, a U.S. Dollar revolving credit facility and a multicurrency revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the L/C Issuer has indicated its willingness to issue letters of credit, in each case, on the terms and subject to the conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Acco Brands Corp)

Form of. A A-1 Committed Loan Notice B A-2 Swing Line Loan Notice B-1 Revolving Note B-2 Swing Line Note C Note D Compliance Certificate E-1 D Assignment and Assumption E-1 Foreign Lender Exemption Certificate E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of Lender U.S. Tax Compliance Certificates Certificate E-3 Alternative Form Foreign Lender U.S. Tax Compliance Certificate E-4 Foreign Partnership U.S. Tax Compliance Certificate F Closing and Solvency Certificate G Representations and Warranties Certificate H Credit Card Notification I Borrowing Base Certificate J Joinder Agreement K Closing Checklist L Intercreditor Agreement M Payment Conditions Certificate N 13-Week Cash Flow Forecast DB1/ 123795142.13 This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28September 7, 20182021, among AVNETXXXXX, INC.LLC, a New York corporation Delaware limited liability company (the “Borrower” or the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” andGuarantors named on Schedule 1.01 hereto, each a “Borrower”), each lender Lender from time to time party hereto (collectivelyhereto, the “Lenders” and individually, a “Lender”)each L/C Issuer from time to time party hereto, and BANK OF AMERICACITIZENS BANK, N.A., as Administrative Agent, Swing Line Lender collateral agent and an L/C Issuerissuer. The BorrowersBorrower has requested that the Lenders amend and restated that certain Credit Agreement, the lenders party thereto dated as of August 21, 2018 (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Original Credit Agreement”), pursuant to which by and among the Borrower and the Guarantors party thereto, the Agent, the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesthereto, and the other parties thereto. The Agent, the Lenders are willing have indicated their willingness to do so continue to lend and the L/C Issuers have indicated their willingness to continue to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Vince Holding Corp.)

Form of. A Committed Loan Notice B B-1 Bid Request B-2 Competitive Bid C Swing Line Loan Notice C D Note D E Compliance Certificate E-1 F Assignment and Assumption E-2 Administrative Questionnaire F G Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Matters This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28March 14, 20182005, among AVNETMEDIA GENERAL, INC., a New York corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Borrower”)Virginia corporation, each lender from time to time party hereto (collectivelyhereto, the “Lenders” SUNTRUST BANK and individuallyTHE BANK OF TOKYO-MITSUBISHI, a “Lender”)LTD., NEW YORK BRANCH, as Co-Syndication Agents, THE BANK OF NOVA SCOTIA and THE ROYAL BANK OF SCOTLAND, PLC, as Co-Documentation Agents and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The BorrowersBorrower is a party to that certain Credit Agreement dated as of June 29, 2001 among SunTrust Bank, as the lenders party thereto (documentation agent, Fleet Securities, Inc., Wachovia Bank, N.A., The Bank of Nova Scotia, and Mizuho Financial Group as the “Existing Lenders”) co-syndication agents and Bank of America, N.A., as the administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 agent (as amended, supplemented or otherwise modified prior to amended through the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have Borrower has requested that the Lenders agree to an amendment amend and restatement of restate the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree that when the conditions set forth in Section 4.01 hereof are satisfied, the Existing Credit Agreement shall be amended and restated to read in full as hereinbefore set forth and follows:

Appears in 1 contract

Samples: Credit Agreement (Media General Inc)

Form of. A A-1 Committed Loan Notice (Domestic) A-2 Committed Loan Notice (Canadian) A-3 Committed Loan Notice (UK) A-4 Committed Loan Notice (Germany) B Swing Line Loan Notice C C-1 Revolving Note (Domestic) C-2 Revolving Note (Canadian) C-3 Revolving Note (UK) C-4 Revolving Note (Germany) C-5 Swing Line Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of F-1 Foreign Obligor Opinion L Forms of Lender Exemption Certificate F-2 Foreign Lender U.S. Tax Compliance Certificates Certificate F-3 Alternative Form Foreign Lender U.S. Tax Compliance Certificate F-4 Foreign Partnership U.S. Tax Compliance Certificate G Closing and Solvency Certificate H Credit Card Notification I Borrowing Base Certificate J Joinder Agreement K Closing Checklist This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28April 2, 20182012, among AVNETTHE YANKEE CANDLE COMPANY, INC., a New York Massachusetts corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, or the “Borrowers” and, each a “Domestic Borrower”), each lender from time to time party YANKEE CANDLE CANADA INC., a corporation incorporated under the laws of the Province of Ontario (the “Canadian Borrower”), YANKEE CANDLE COMPANY (EUROPE) LIMITED, a company incorporated in England and Wales with company number 03530345 (the “UK Borrower”), YANKEE CANDLE DEUTSCHLAND GMBH, a limited liability company existing under the laws of Germany (the “German Borrower”), the Persons named on Schedule 1.01 hereto (collectively, the “Lenders” and individually, a “LenderGuarantors”), and each Lender from time to time party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender administrative agent and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A.collateral agent; BARCLAYS BANK PLC, as administrative agentSyndication Agent; and U.S. BANK NATIONAL ASSOCIATION and XXXXX FARGO CAPITAL FINANCE, entered into that certain Credit Agreement dated LLC, as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesCo-Documentation Agents. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the L/C Issuers have indicated their willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (YCC Holdings LLC)

Form of. A Committed Loan Notice B Swing Line Loan Notice C Notice of Loan Prepayment D Note D E Monthly Report F Compliance Certificate E-1 G-1 Assignment and Assumption E-2 G-2 Administrative Questionnaire F Guaranty G Designated H Subsidiary Borrower Request and Assumption Agreement H Designated I Subsidiary Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L J-1-4 Forms of U.S. Tax Compliance Certificates K Joinder Agreement L Secured Party Designation Notice This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28March 26, 20182021, among AVNET, INC.CXXXXXXXX TECHNOLOGY CORPORATION, a New York Delaware corporation (the CompanyCxxxxxxxx”), each the Subsidiary of the Company party hereto pursuant to Section 2.14 Borrowers (each such Subsidiaryas hereinafter defined and, together with the CompanyCxxxxxxxx, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto the Guarantors (collectivelyas hereinafter defined), the “Lenders” and individually, a “Lender”Lenders (as hereinafter defined), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers are party to that certain Credit Agreement, dated as of March 31, 2017, among the Borrowers, the lenders Lenders party thereto (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 agent (as the same may have been amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that requested, and the Administrative Agent, the Lenders agree party hereto, the Swing Line Lender and the L/C Issuer have agreed, to an amendment amend and restatement of restate the Existing Credit Agreement in and extend certain credit facilities to the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so Borrowers on the terms and conditions set forth herein. The amendment and restatement of the Existing Credit Agreement, and the continuation of the loans and other obligations thereunder as Loans and Obligations hereunder, are subject to the provisions of this Agreement, including the application of Section 11.23 hereof. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Carpenter Technology Corp)

Form of. A A-1 Committed Loan Notice B A-2 US Swing Line Loan Notice A-3 UK Swing Line Loan Notice B Note C Note D Compliance Certificate E-1 D Assignment and Assumption E-2 Administrative Questionnaire E Company Guaranty F Subsidiary Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28August 31, 20182006, among AVNETGRANT PRIDECO, INC., a New York Delaware corporation (the “Company”), each Subsidiary certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each, including each such SubsidiaryDesignated UK Borrower (as hereinafter defined), a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Syndication Agent, WXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, US Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) HSBC BANK PLC, as UK Swing Line Lender and Bank of Americaan L/C Issuer, and JPMORGAN CHASE BANK, N.A., as administrative agent, Documentation Agent. The Company and the Designated Borrowers have entered into that certain the Credit Agreement dated as of July 9May 12, 2014 2005 (as amended, supplemented or otherwise modified prior to the date hereofsame has been modified, the “Existing Credit Agreement”), pursuant to which with Bank of America, N.A., as syndication agent, Wxxxx Fargo Bank, National Association, as administrative agent, US swing line lender and an L/C issuer, HSBC Bank plc, as UK swing line lender and an L/C issuer, Deutsche Bank Securities Inc., as documentation agent, and the other lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesthereto. The Borrowers have requested that the Lenders agree to an amendment amend and restatement restate the terms of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesAgreement, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Grant Prideco Inc)

Form of. A Exhibit A-1 New Vehicle Floorplan Committed Loan Notice B Exhibit A-2 Used Vehicle Floorplan Committed Loan Notice Exhibit B-1(a) New Vehicle Floorplan Swing Line Loan Notice (Borrowing) Exhibit B-1(b) New Vehicle Floorplan Swing Line Loan Notice (Conversion) Exhibit B-2 Used Vehicle Floorplan Swing Line Loan Notice Exhibit C Note Exhibit D Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire Exhibit E Second Amended and Restated Company Guaranty Exhibit F Second Amended and Restated Subsidiary Guaranty Exhibit G Designated Borrower Request Compliance Certificate Exhibit H Floorplan Joinder Agreement Exhibit I Used Vehicle Borrowing Base Certificate Exhibit J Third Amended and Assumption Restated Security Agreement H Designated Exhibit K New Vehicle Borrower Notice I-1 Form of Exhibit L Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Matters Exhibit M Master Intercreditor Agreement Exhibit Q Forms of U.S. Tax Compliance Certificates Exhibit R Conversion Notice This SECOND AMENDED AND RESTATED SYNDICATED NEW AND USED VEHICLE FLOORPLAN CREDIT AGREEMENT (“Agreement”) is entered into as of June 28July 23, 20182014, among AVNETSONIC AUTOMOTIVE, INC., a New York Delaware corporation (the “Company”), each Subsidiary certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each such Subsidiary2.19(each a “New Vehicle Borrower”, and together with the Company, the “Borrowers” and, and each individually a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, New Vehicle Swing Line Lender and an L/C IssuerUsed Vehicle Swing Line Lender, and BANK OF AMERICA, N.A., as Revolving Administrative Agent (in the capacity of collateral agent for the Secured Parties referenced below). The BorrowersCompany, certain Subsidiaries of the lenders Company party thereto thereto, certain of the Lenders (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, the Administrative Agent entered into that certain Amended and Restated Syndicated New and Used Vehicle Floorplan Credit Agreement dated as of July 98, 2011, as amended by that certain Amendment No. 1 to Syndicated New and Used Vehicle Floorplan Credit Agreement dated as of April 19, 2012, that certain Amendment No. 2 to Syndicated New and Used Vehicle Floorplan Credit Agreement dated as of March 14, 2013, that certain Amendment No. 3 to Syndicated New and Used Vehicle Floorplan Credit Agreement dated as of July 31, 2013, and that certain Amendment No. 4 to Syndicated New and Used Vehicle Floorplan Credit Agreement dated as of February 12, 2014 (and as further amended, supplemented or otherwise modified prior to (but excluding) the date hereof, the “Existing Credit Agreement”), pursuant to which certain of the lenders party thereto have made Existing Lenders agreed to make a revolving new vehicle floorplan facility and a revolving used vehicle floorplan facility available to certain of the Borrowers a revolving credit facility, in accordance with letter of credit, swingline and multicurrency subfacilitiesthe terms thereof. The Borrowers have Company has requested that the Lenders agree to an amendment amend and restatement of restate the Existing Credit Agreement in the form of this Agreement order to continue to provide a revolving credit facility, with swingline, letter of credit facility and multicurrency subfacilities, extend the maturity thereof and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Syndicated New and Used Vehicle Floorplan Credit Agreement (Sonic Automotive Inc)

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Form of. A A-1 Domestic Committed Loan Notice B A-2 Canadian Committed Loan Notice B-1 Domestic Swing Line Loan Notice C B-2 Canadian Swing Line Loan Notice C-1 Domestic Revolving Note C-2 Canadian Revolving Note C-3 Domestic Swing Line Note C-4 Canadian Swing Line Note C-5 Foreign Note - Domestic C-6 Foreign Note - Canada D Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire E Borrowing Base Certificate F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Certificate This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28November 12, 20182010, among AVNETXXXXX HOLDINGS LLC, a Delaware limited liability company, BEAUTY SYSTEMS GROUP, LLC, a Delaware limited liability company, and XXXXX BEAUTY SUPPLY, LLC, a Delaware limited liability company (collectively, the “Domestic Borrowers”); BEAUTY SYSTEMS GROUP (CANADA), INC., a New York Brunswick corporation (the “Company”), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, together with the Company, the “Borrowers” and, each a “Canadian Borrower”), SBH FINANCE B.V., a private limited liability company, incorporated under the laws of the Netherlands (the “Foreign Borrower”), the Persons named on Schedule 1.01 hereto (collectively, with each lender other Person that from time to time becomes a “Guarantor” hereunder, the “Guarantors”); each Lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and hereto; BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The BorrowersCollateral Agent; BANK OF AMERICA, the lenders party thereto N.A. (the “Existing Lenders”) acting through its Canada branch), as Canadian Agent, WELL FARGO CAPITAL FINANCE, LLC, as Syndication Agent; and Bank of AmericaJPMORGAN CHASE BANK, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesDocumentation Agent. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the L/C Issuer has indicated its willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Sally Beauty Holdings, Inc.)

Form of. A Assignment and Assumption B-1 Committed Loan Notice B B-2 Swing Line Loan Notice C C-1 Revolving Note C-2 Term Note D Guaranty E Security Agreement F Pledge Agreement G Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption H Autoborrow Agreement H Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of June 28August 5, 20182008 among L-1 Identity Solutions Operating Company (formerly known as L-1 Identity Solutions, among AVNET, INC.Inc.), a New York Delaware corporation (the “CompanyBorrower”), each Subsidiary of the Company party hereto pursuant to Section 2.14 L-1 Identity Solutions, Inc., a Delaware corporation (each such Subsidiary, together with the Company, the Borrowers” and, each a “BorrowerHoldings”), each lender from time to time party hereto (collectively, the “Lenders” and and, each individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesAdministrative Agent. The Borrowers have requested that the Lenders agree Borrower is a party to an amendment and restatement of the Existing Credit Agreement in (as defined below). The Borrower desires to amend and restate the form of this Existing Credit Agreement on and subject to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so on the terms and conditions set forth herein. This Agreement, on the terms and subject to the conditions set forth herein, shall amend and restate the Existing Credit Agreement in its entirety as of the Closing Date and from and after the Closing Date, the Existing Credit Agreement shall be of no further force or effect except to evidence the Obligations (as defined therein) incurred, the representations and warranties made and the actions or omissions performed or required to be performed thereunder prior to the Closing Date. This Agreement shall not constitute a novation of the obligations and liabilities existing under the Existing Credit Agreement or evidence payment of all or any of such obligations and liabilities. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (L-1 Identity Solutions, Inc.)

Form of. A A-1 Committed Revolving Loan Notice A-2 Committed Term Loan Notice B Swing Line Loan Notice C C-1 Revolving Note C-2 Term Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty Amended and Restated Guarantee and Collateral Agreement G Designated Opinion Matters H Foreign Borrower Request and Assumption Agreement H Designated I Foreign Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates K Administrative Questionnaire L Secured Party Designation Notice M Notice of Loan Prepayment This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 2824, 20182014, among AVNETOUTERWALL INC. (f/k/a COINSTAR, INC.), a New York Delaware corporation (the “Company”), each Subsidiary certain wholly-owned Subsidiaries of the Company party hereto pursuant to Section 2.14 2.18 (each such Subsidiary, a “Foreign Borrower” and together with the Company, collectively, the “Borrowers” and, and each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The BorrowersCompany, certain of the Lenders, the lenders party thereto (L/C Issuer, the “Existing Lenders”) Swing Line Lender, and Bank of America, N.A., as administrative agent, the Administrative Agent have heretofore entered into that certain Credit Agreement dated as of November 20, 2007, as amended and restated by that certain Amended and Restated Credit Agreement dated as of April 29, 2009, and as further amended and restated by that certain Second Amended and Restated Credit Agreement dated as of July 915, 2014 2011 (as amended, supplemented heretofore amended or otherwise modified prior to the date hereofmodified, the “Existing Credit Original Agreement”), pursuant to which certain of the lenders party thereto have made available to the Borrowers a Lenders provide revolving credit facilityloans and term loans, with letter the Swing Line Lender provides swing line loans, and the L/C Issuer issues (and the Lenders purchase participations in) letters of credit, swingline and multicurrency subfacilitiescredit from time to time. The Borrowers have Company has requested that the Lenders agree Original Agreement be amended in certain respects and, in order to an amendment do so, that the Original Agreement be amended and restatement of the Existing Credit Agreement restated in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesits entirety, and the Lenders Lenders, the Swing Line Lender, the L/C Issuer, and the Administrative Agent are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree that the Original Agreement is amended, restated, ratified and confirmed to read in its entirety as follows:

Appears in 1 contract

Samples: Credit Agreement (Outerwall Inc)

Form of. A Committed Loan Notice B Swing Line Loan Notice C Notice of Loan Prepayment D Note D E [Reserved] F Compliance Certificate E-1 G-1 Assignment and Assumption E-2 G-2 Administrative Questionnaire F Guaranty G Designated H Subsidiary Borrower Request and Assumption Agreement H Designated I Subsidiary Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L J-1-4 Forms of U.S. Tax Compliance Certificates K Joinder Agreement L Secured Party Designation Notice This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28April 14, 20182023, among AVNET, INC.CXXXXXXXX TECHNOLOGY CORPORATION, a New York Delaware corporation (the CompanyCxxxxxxxx”), each the Subsidiary of the Company party hereto pursuant to Section 2.14 Borrowers (each such Subsidiaryas hereinafter defined and, together with the CompanyCxxxxxxxx, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto the Guarantors (collectivelyas hereinafter defined), the “Lenders” and individually, a “Lender”Lenders (as hereinafter defined), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers are party to that certain Axxxxxx and Restated Credit Agreement, dated as of March 26, 2021, among the Borrowers, the lenders Lenders party thereto (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 agent (as the same may have been amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that requested, and the Administrative Agent, the Lenders agree party hereto, the Swing Line Lender and the L/C Issuer have agreed, to an amendment amend and restatement of restate the Existing Credit Agreement in and extend certain credit facilities to the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so Borrowers on the terms and conditions set forth herein. The amendment and restatement of the Existing Credit Agreement, and the continuation of the loans and other obligations thereunder as Loans and Obligations hereunder, are subject to the provisions of this Agreement, including the application of Section 11.23 hereof. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Carpenter Technology Corp)

Form of. A Committed Loan Notice B Swing Line Loan Notice B-1 Bid Request B-2 Competitive Bid C Note D Compliance Certificate E-1 Assignment and Assumption E-2 Administrative Questionnaire F Guaranty G Designated Borrower Request and Assumption Agreement H Designated Borrower Notice I-1 Form of E Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Chief Counsel-General Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT (“Agreement”) is entered into as of June 28December 23, 20182008, among AVNETMETLIFE, INC.. (“MetLife”) and METLIFE FUNDING, a New York corporation INC. (the CompanyFunding), each Subsidiary of the Company party hereto pursuant to Section 2.14 (each such Subsidiary, ; together with the Company, the “Borrowers” andMetLife, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender Agent and an L/C Issuer. The Borrowers, the lenders party thereto (Lenders, the “Existing Lenders”) L/C Issuer, and Bank of America, N.A., as administrative agent, the Administrative Agent have heretofore entered into that certain Five-Year Credit Agreement dated as of July 9June 20, 2014 2007 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Original Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a Lenders provide revolving credit facility, with letter loans and competitive bid loans and the L/C Issuer issues (and the Lenders purchase participations in) letters of credit, swingline and multicurrency subfacilitiescredit from time to time. The Borrowers have requested that the Lenders agree Original Agreement be amended in certain respects and, in order to an amendment do so, that the Original Agreement be amended and restatement of the Existing Credit Agreement restated in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilitiesits entirety, and the Lenders Lenders, the L/C Issuer, and the Administrative Agent are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree that the Original Agreement is amended and restated and ratified and confirmed to read in its entirety as follows:

Appears in 1 contract

Samples: Five Year Credit Agreement (Metlife Inc)

Form of. A A-1 Committed Loan Notice A-2 Conversion/Continuation Notice B Swing Line Loan Notice C C-1 Committed Loan Note C-2 Swing Line Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Guaranty Borrowing Base Certificate G Designated Borrower Request and Assumption [reserved] H Junior Subordinated Seller Note I Collateral Access Agreement H Designated Borrower J Joinder Agreement K DDA Notification L Credit Card Notification M Blocked Account Agreement N Senior Subordinated Seller Note O General Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates This AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") is entered into as of June 28September 30, 20182009, among AVNETBXXXXX & NOBLE, INC., a New York Delaware corporation (the “Company”"Lead Borrower"), each Subsidiary of the Company party Persons signatory hereto pursuant to Section 2.14 as borrowers and named on Schedule 1.01 hereto (each such Subsidiarycollectively, together with the CompanyLead Borrower and such other Persons as may be joined as a borrower from time to time in accordance herewith, the "Borrowers” and"), each the Persons signatory hereto as guarantors and named on Schedule 1.02 hereto (collectively, together with such other Persons as may be joined as a “Borrower”guarantor from time to time in accordance herewith, the "Guarantors"), each lender from time to time party hereto (collectively, the "Lenders” and individually, a “Lender”"), and BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent and Swing Line Lender Lender, JPMORGAN CHASE BANK, N.A. and an L/C Issuer. The BorrowersWXXXX FARGO RETAIL FINANCE, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A.LLC, as administrative agentCo- Syndication Agents, entered into that certain Credit Agreement dated SUNTRUST BANK and US BANK, NATIONAL ASSOCIATION., as of July 9Co- Documentation Agents, 2014 (and REGIONS BANK and SOVEREIGN BANK, as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilitiesCo-Senior Managing Agents. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing have indicated their willingness to do so lend and the LC Issuers have indicated their willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Barnes & Noble Inc)

Form of. A Committed Revolving Loan Notice B A-1 Revolving Loan Notice for Alternative Daily Rate and Alternative Term Rate Loans B-1 Bid Request B-2 Competitive Bid C-1 [Intentionally Omitted] C-2 [Intentionally Omitted] C-3 Canadian Dollar Swing Line Loan Notice C C-4 Euro/Sterling Swing Line Loan Notice X-0 Xxxx X-0 Xxxx Xxxxxx X-0 Xxxx X-0 Loan Notice D Note D E Compliance Certificate E-1 F-1 Assignment and Assumption E-2 F-2 Administrative Questionnaire F G-1 Company Guaranty G G-2 Subsidiaries Guaranty H [Intentionally Omitted] I-1 Governing Senior Note Indenture I-2 Governing Senior Note Indenture Payoff Notice J Corporate Forecast K Solvency Certificate L Designated Borrower Request and Assumption Agreement H M Designated Borrower Notice I-1 Form of Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates N Supplemental Addendum O Joinder Agreement P Sustainability Pricing Certificate This SIXTH AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, this “Agreement”) is entered into as of June 28January 4, 20182023, among AVNETHost Hotels & Resorts, INC.L.P., a New York corporation Delaware limited partnership (the “Company”), each Subsidiary certain Subsidiaries of the Company party hereto pursuant to Section 2.14 2.19 (each such Subsidiarya “Designated Borrower” and, together with the Company, the “Borrowers” andand each, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A.CREDIT AGRICOLE CORPORATE INVESTMENT BANK, as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have requested that the Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a revolving credit facility, with swingline, letter of credit and multicurrency subfacilities, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:Sustainability Structuring Agent.

Appears in 1 contract

Samples: Credit Agreement (Host Hotels & Resorts L.P.)

Form of. A Committed A-1 Tranche 1 Loan Notice A-2 Canadian Prime Rate Loan Notice A-3 Drawdown Notice A-4 Conversion Notice A-5 Rollover Notice B U.S. Swing Line Loan Notice C C-1 Tranche 1 Note C-2 Canadian Prime Rate Note D Compliance Certificate E-1 E Assignment and Assumption E-2 Administrative Questionnaire F Company Guaranty G G-1 Foreign Designated Borrower Guaranty G-2 Subsidiary Guaranty H Designated Borrower Request and Assumption Agreement H I Designated Borrower Notice I-1 Form of J Opinion of Xxxxxxxxx & Xxxxxxx LLP I-2 Form of Opinion of Vice President and Corporate Secretary of the Company J Form of Letter of Credit Report K Form of Foreign Obligor Opinion L Forms of U.S. Tax Compliance Certificates Matters This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of June 28August 22, 20182003, among AVNET, INC.Xxxxxx Engineering Group Inc., a New York Delaware corporation (the “Company”), each Subsidiary certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each such Subsidiarya “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), each issuer of letters of credit from time to time party hereto (collectively, the “L/C Issuers” and individually, a “L/C Issuer”), THE BANK OF NOVA SCOTIA, as Canadian Facility Agent and Canadian Swing Line Lender, and BANK OF AMERICA, N.A., as Administrative Agent, Agent and U.S. Swing Line Lender and an L/C IssuerLender. The Borrowers, the lenders party thereto (the “Existing Lenders”) and Bank of America, N.A., as administrative agent, entered into that certain Credit Agreement dated as of July 9, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), pursuant to which the lenders party thereto have made available to the Borrowers a revolving credit facility, with letter of credit, swingline and multicurrency subfacilities. The Borrowers have Company has requested that the Tranche 1 Lenders agree to an amendment and restatement of the Existing Credit Agreement in the form of this Agreement to provide a multicurrency revolving credit facility, facility with swingline, a letter of credit subfacility and multicurrency subfacilitiesswing line subfacility, and the Tranche 1 Lenders are willing to do so on the terms and conditions set forth herein. The Company has requested that the Tranche 2 Lenders provide a Canadian Dollar revolving credit facility and bankers’ acceptance facility with a swing line subfacility, and the Tranche 2 Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

Appears in 1 contract

Samples: Credit Agreement (Jacobs Engineering Group Inc /De/)

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