GRAFTECH SWITZERLAND S. A. (“Buyer”) of 0 Xxx xx Xxxxxx,0000 Xxxxxxxx-xxxx-Xxxxxxxx, Xxxxxxxxxxx (each a “Party” and together “the Parties”) and confirms and sets forth the terms and conditions agreed for the supply of needle coke (“Coke”) .
1. [Reserved]
GRAFTECH SWITZERLAND S. A.The LC SubsidiariesParty Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A., BNP PARIBAS as Co-Syndication Agents XXXXX FARGO BANK, N.A. THE ROYAL BANK OF SCOTLAND PLC as Documentation Agents X.X. XXXXXX SECURITIES LLC XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED BNP PARIBAS SECURITIES CORP. as Joint-Lead Arrangers [[NYCORP:3461068v7:3124W: 04/23/2014--12:33 AM]] ARTICLE I Definitions SECTION 1.01. Defined Terms 1 SECTION 1.02. Classification of Loans and Borrowings 43 SECTION 1.03. Terms Generally 43 SECTION 1.04. Accounting Terms; GAAP 44
GRAFTECH SWITZERLAND S. A.; the LC SUBSIDIARIES from time to time party hereto; the LENDERS from time to time party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, as an Issuing Bank and as a Swingline Lender. On the Second Restatement Effective Date, the Existing Credit Agreement was amended and restated in the form of this Agreement and in connection therewith (a) the Term Lenders agreed to provide Term Commitments under which Finance may, on the terms and subject to the conditions of this Agreement, borrow Term Loans in an aggregate principal amount not to exceed $50,000,000 and (b) the revolving credit facilities provided for in the Existing Credit Agreement were continued and modified such that the Borrowers (and, to the extent provided herein, the LC Subsidiaries) may obtain Revolving Loans in Euros and Dollars and Letters of Credit in Euros, Dollars and other currencies specified herein from time to time in an aggregate principal or stated amount of up to $400,000,000 at any time outstanding; provided that Swissco shall not be entitled to borrow Revolving Loans under this Agreement and shall be entitled to request Letters of Credit hereunder only for its own use (but as to Revolving Loans and Letters of Credit made or issued for its account outstanding on the Second Restatement Effective Date shall continue to be, and to have all the obligations of, a Borrower hereunder). All proceeds of the Term Loans will be used to prepay, redeem or repurchase Senior Subordinated Notes. Letters of Credit and the proceeds of Revolving Loans will be used for working capital and other general corporate purposes, including the financing of capital expenditures and permitted acquisitions; provided that the proceeds of Revolving Loans to be used by any Foreign Subsidiary will be borrowed by Luxembourg Holdco and lent to such Foreign Subsidiary and the proceeds of Revolving Borrowings by Finance will only be used in the business of GrafTech and the Domestic Subsidiaries conducted in the United States. The Lenders are willing to provide such credit facilities upon the terms and subject to the conditions set forth herein. Accordingly, the parties hereto agree as follows:
