INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 3 contracts
Samples: Loan Agreement (H&E Equipment Services, Inc.), Loan Agreement (H&E Equipment Services, Inc.), Loan Agreement (H&E Equipment Services, Inc.)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit [Intentionally Omitted] Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.1(c)(i) - Form of Notice of Swing Line Advance Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 5.13 Form of Joinder Agreement Exhibit 6.3(a)(viii) Form of Subordinated Intercompany Note Exhibit 9.1(a) - Form of Assignment Agreement Schedule A Consolidated EBITDA - 2004 Schedule 1.1 - Agent’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization; Telecommunications Approvals Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.6 - Real Property Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Material Agreements Disclosure Schedule 6.2 - Investments Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.6 Guaranteed Indebtedness Disclosure Schedule 6.7 - Existing Liens This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17December 21, 2002 (this “Credit Agreement”), 2004 among GREAT NORTHERN EQUIPMENT, OTELCO INC., a Montana Delaware corporation (“Great NorthernBorrower”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 2 contracts
Samples: Credit Agreement (Otelco Telecommunications LLC), Credit Agreement (Otelco Inc.)
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1(a)(I) - Form of Notice of Revolving Credit Advance CreditAdvance Exhibit l.l(a)(ii1.1(a)(Ii) - Form of Amended and Restated Revolving Note Exhibit l.l(b)(ii1.1(b) - Form of Amended and Restated Term Note Exhibit 1.1(c)(Ii) - Form of Swing Line Note Exhibit l.5(e1.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) B - Form of Notice Amended and Restated Charge Over Shares Exhibit E - Form of Issuance Subsidiary Pledge Agreement Exhibit M - Form of Letter of Credit Compliance Certificate Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A3.4(a) - Financial Statements Schedule 3.4(B3.4(b) - Pro Forma Schedule 3.4(C3.4(c) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 3.14 - Litigation Schedule 3.15 3.16 - Intellectual Property Schedule 3.17 3.18 - Hazardous Materials Schedule 3.18 3.19 - Insurance Schedule 3.19 3.20 - Deposit and Disbursement Accounts Schedule 3.20 3.21 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Permitted Existing Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Permitted Existing Accommodation Obligations Schedule 6.7 - Permitted Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).Liens
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D C (Section 2.1 (a2.1(a)) - Closing Checklist Annex E D (Section 4.l(a4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G E (Section 6.10) - Financial Covenants Annex H F (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I G (Section 11.10) - Notice Addresses Annex H (from Annex A-Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a) - Form of SCIL Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 6.1 Form of Acquisition Compliance Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit E-1 Form of Compliance Certificate Exhibit ECF - Form of Excess Cash Flow Computation Exhibit PA - Permitted Adjustments Schedule 1.1 - SCIL Agent’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 2.1(f) - Capital Structure Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Material Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.4(b) - Transactions with Employees Disclosure Schedule 6.7 - Existing Liens Disclosure Schedule 6.12 - Permitted Sale–Leasebacks This SCIL CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 1729, 2002 (this “Credit Agreement”)2004, among GREAT NORTHERN EQUIPMENTROLLER BEARING COMPANY OF AMERICA, INC., a Montana Delaware corporation (“Great NorthernBorrower”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as SCIL Lender, and as Administrative SCIL Agent for the Lenders SCIL Lenders, and the other SCIL Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
Samples: Credit Agreement (RBC Bearings INC)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — - Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A -Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Tranche A Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Tranche A Revolving Note Exhibit 1.1(a)(iii) - Form of Notice of Tranche B Revolving Credit Advance Exhibit 1.1(a)(iv) - Form of Tranche B Revolving Note Exhibit 1.1(b)(ii) - Form of Swing Line Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 5.19 Form of Consignor Letter Exhibit 9.1(a) - Form of Assignment Agreement Exhibit A-1 - Form of Indemnification Agreement Exhibit B-1 - Application for Standby Letter of Credit Exhibit B-2 - Application for Documentary Letter of Credit Schedule 1.1 - Agent’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(A) - Financial Statements Disclosure Schedule 3.4(B) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Consignor Letters Disclosure Schedule 3.25 - License Agreements Disclosure Schedule 3.26 - Material Contracts Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.2 - Existing Investments Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17November 9, 2002 2007 among FINLAY FINE JEWELRY CORPORATION, a Delaware corporation (this “Credit AgreementFinlay”), among GREAT NORTHERN EQUIPMENTCARLYLE & CO. JEWELERS LLC, a Delaware limited liability company (“Carlyle”), L. CONGRESS, INC., a Montana Florida corporation (“Great NorthernCongress”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (Xxxxxx, Xxxxxxx and Congress are sometimes collectively referred to herein as the “H&EBorrowers” and together with Great Northern, each individually, individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1
(a) (i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii1.1(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii1.1(b)(ii) - Form of Swing Line Note Exhibit l.5(e1.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property iv Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Schedule of Additional Closing Checklist Documents Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — Projections-- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).-
Appears in 1 contract
Samples: Credit Agreement (Hockey Co)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - - Commitments definition) Commitments as of Restatement Effective Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii)-A - Form of Revolving Note (Domestic Borrowers) Exhibit 1.1(a)(ii)-B - Form of Revolving Note (Foreign Borrowers) Exhibit 1.1(a)(ii)-C - Form of Fronting Lender Note Exhibit 1.1(b)(ii)-A - Form of Swing Line Note (Domestic Borrowers) Exhibit 1.1(b)(ii)-B - Form of Swing Line Note (Foreign Borrowers) Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(A) - Form of Borrowing Base Certificate Exhibit 4.1(B) - Form of Art Loan Receivables Report Exhibit 4.1(C) - Form of Art Inventory Report Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B - Application for Standby Letter of Credit Exhibit C - Form of Compliance Certificate Schedule 1.1 - Agent’s Representatives Schedule 1.5 - Mandatory Cost Schedule 5.14 - Subsidiary Loan Documents Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12(a) - ERISA Plans Disclosure Schedule 3.12(c) - U.K. Pension Plans Disclosure Schedule 3.13(a) - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.21 - Bonds; Patent, Trademark Licenses Disclosure Schedule 5.15 - Immaterial Subsidiaries Disclosure Schedule 5.16 - York Avenue Lender Recourse Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17December 19, 2002 2012, among Sotheby’s, a Delaware corporation (this “Credit AgreementParent”), among GREAT NORTHERN EQUIPMENTSotheby’s, INC.Inc., a Montana New York corporation (“Great NorthernSotheby’s, Inc.”), H&E EQUIPMENT SERVICES L.L.C.Sotheby’s Financial Services, Inc., a Louisiana limited liability company Nevada corporation (f/k/a/ Gulf Wide Industries“SFS Inc.”), L.L.C.Sotheby’s Financial Services California, Inc., a Louisiana Nevada corporation (“SFS California”), Oberon, Inc., a Delaware corporation (“Oberon”), Sotheby’s Ventures, LLC, a New York limited liability company (“Gulf WideVentures LLC” and, collectively with Parent, Sotheby’s, Inc., SFS Inc., SFS California and Oberon, the “Domestic Borrowers”)) , Oatshare Limited, a company registered in England (“H&E” and together with Great NorthernOatshare”), each individuallySotheby’s, a company registered in England (“BorrowerSotheby’s U.K.”), Sotheby’s Financial Services Limited, a company registered in England (“SFS Ltd.” and, collectively, with Oatshare and Sotheby’s U.K., the “U.K. Borrowers”), and Sotheby’s Hong Kong Limited, a company incorporated in Hong Kong (“Sotheby’s H.K.” and, collectively with the U.K. Borrowers, the “Foreign Borrowers”; the Domestic Borrowers and jointly and severally, the Foreign Borrowers collectively being referred to herein as the “Borrowers”), ; the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION; General Electric Capital Corporation, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as a Lender and as Fronting Lender, and as Administrative Agent for the Lenders and the Fronting Lender (in such capacity, “Agent”), and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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Samples: Credit Agreement (Sothebys)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.21.2A) - Letters of Credit Annex C (Section 1.81.7) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex I (from Annex A - Commitments definition) - Commitments as of Restatement Date Annex J - Collateral Annex K (Section 5.4) - Insurance Exhibit 1.1(a)(i) - Form of Notice Revolving Credit Advance Exhibit 1.1(a)(iii) - Form of Cdn. Revolving Note Exhibit 1.1(b) - Form of Cdn. Term Note Exhibit 1.1(c)(iii) - Form of US Revolving Note Exhibit 1.1(d) - Form of US Term Note Exhibit 1.1(e)(i) - Form of Engine Term Note Exhibit 1.1(f)(ii) - Form of Cdn. Swing Line Note Exhibit 1.1(g)(ii) - Form of US Swing Line Note Exhibit 1.5(e)(ii) - Form of Notice of Conversion/Continuation - LIBOR Exhibit 1.5(e)(iii) Form of Notice of Conversation - BA RATE Exhibit 4.1(b) - Form of Borrowing Base Certificate, Accounts Receivable Reconciliation and Accounts Payable Rollforward and Reconciliation Exhibit 9.1(a) - Form of Assignment Agreement Schedule 1.1 - Agent's Representatives Disclosure Schedule 3.1 - Type of Entity; Jurisdiction of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(c) - Fair Salable Balance Sheet Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - Litigation Disclosure Schedule 3.13 - Pension and Benefit Plans Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark, Industrial Design Licenses Disclosure Schedule 3.24 - Material Contracts Disclosure Schedule 3.27 - Permitted Intercompany Indebtedness Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 5.13 - Outstanding Material Contract Acknowledgements Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.6 - Guaranteed Indebtedness Disclosure Schedule 6.7 - Existing Liens This SECOND AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT (this "Agreement"), dated as of June 17September 28, 2002 (this “Credit Agreement”), 2011 among GREAT NORTHERN EQUIPMENT, INC.Lower Lakes Towing Ltd., a Montana corporation (“Great Northern”)Canadian corporation, H&E EQUIPMENT SERVICES L.L.C.Lower Lakes Transportation Company, a Louisiana limited liability company (f/k/a/ Gulf Wide IndustriesDelaware corporation, L.L.C.Grand River Navigation Company, Inc, a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”)Delaware corporation, the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation General Electric Capital Corporation (in its individual capacity, “"GE Capital”)") as Agent, for itself as LenderPNC Bank, National Association, as Administrative a Lender and as Co-Syndication Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(a)(iii) - Form of Notice of Permitted Overadvance Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.1(d)(i) - Form of Notice of Export-Related Advance Exhibit 1.1(d)(ii) - Form of Export-Related Loan Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 1.6 - Xxxx and Hold Policy Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit A-1 - Form of Ex-Im Bank Borrower Agreement Exhibit A-2 - Form of Intercompany Subordination Agreement Exhibit B-1 - Application for Standby Letter of Credit Schedule A-1 - Designated Real Property and Assets Schedule 1.1 - Agent’s Representatives Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 2.1 - Required Consents and Approvals Schedule 3.5 - Subsidiaries Schedule 3.6 - Litigation; Commercial Tort Claims Schedule 3.9 - ERISA Schedule 3.15 - Real Property Schedule 3.17 - Operating Lease Obligations Schedule 3.18 - Environmental Matters Schedule 3.19 - Insurance Schedule 3.21 - Bank Accounts Schedule 3.22 - Intellectual Property Schedule 3.23 - Material Contracts Schedule 3.27 - Name; Jurisdiction of Organization; Organizational ID Number; Chief Place of Business; Chief Executive Office; FEIN Schedule 3.28 - Tradenames Schedule 3.29 - Collateral Locations Schedule 6.1 - Existing Liens Schedule 6.2 - Existing Indebtedness Schedule 6.5 - Existing Investments Schedule 6.10 - Limitations on Dividends and Other Payment Restrictions This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17December 19, 2002 2006, by and among MILACRON INC., a Delaware corporation (this “Credit AgreementParent”), among GREAT NORTHERN EQUIPMENTCIMCOOL INDUSTRIAL PRODUCTS INC., a Delaware corporation (“Cimcool”), D-M-E MANUFACTURING INC., a Delaware corporation (“D-M-E Manufacturing”), D-M-E U.S.A. Inc., a Michigan corporation (“D-M-E USA”), MILACRON INDUSTRIAL PRODUCTS, INC., a Montana Michigan corporation (“Great Industrial Products”), MILACRON MARKETING COMPANY, an Ohio corporation (“Marketing”), MILACRON PLASTICS TECHNOLOGIES GROUP INC., a Delaware corporation (“Plastics”), XXXXXXXXX MACHINERY CHICAGO INC., an Illinois corporation (“Xxxxxxxxx”), NORTHERN SUPPLY COMPANY, INC., a Minnesota corporation (“Northern”), H&E EQUIPMENT SERVICES L.L.C.OAK INTERNATIONAL, INC., a Louisiana limited liability company Michigan corporation (f/k/a/ Gulf Wide Industries“Oak International”), L.L.C.PLIERS INTERNATIONAL INC., a Louisiana limited liability company Delaware corporation (“Gulf WidePliers”), UNILOY MILACRON INC., a Delaware corporation (“Uniloy”), UNILOY MILACRON U.S.A. INC., a Michigan corporation (“Uniloy USA”), and D-M-E COMPANY, a Delaware corporation (“D-M-E Company”) (Parent, Cimcool, D-M-E Manufacturing, D-M-E USA, Industrial Products, Marketing, Plastics, Xxxxxxxxx, Northern, Oak International, Pliers, Uniloy, Uniloy USA and D-M-E Company are collectively referred to herein as the “H&EBorrowers” and together with Great Northern, each individually, individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, hereto as Guarantors; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent administrative agent for the Lenders (“Agent”), and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
Samples: Credit Agreement (Milacron Inc)
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii1.1(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.1 - Name; Jurisdiction Schedule 3.2 - Executive Offices; FEIN Collateral Locations Schedule 3.4(A3.4(a) - Financial Statements Schedule 3.4(B3.4(b) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Labour Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 3.10 - Tax Matters Schedule 3.12 3.11 - ERISA Canadian Pension and Benefit Plans Schedule 3.13 3.12 - Litigation Schedule 3.15 3.14 - Intellectual Property Schedule 3.16 - Environmental Matters Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 3.18 - Deposit and Disbursement Accounts Schedule 3.20 3.19 - Government Contracts Schedule 3.21 - Agreements and Other Documents Schedule 3.22 - Material Agreements Bonding, Licences Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Maintenance of Existence and Conduct of Business Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a2.1(a)) - Schedule of Additional Closing Checklist Documents Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.106.9) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.1010.10) - Notice Addresses Annex I (from Annex A Commitments definition) - Commitments as of Closing Date CREDIT AGREEMENT, dated as of June 17May 14, 2002 2003, between BREAKER TECHNOLOGY LTD. (this “Credit Agreement”"Borrower"), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”)an Ontario corporation, the other Credit Parties signatory hereto, hereto and GENERAL ELECTRIC CAPITAL CORPORATIONCANADA INC., a Delaware Canada corporation (in its individual capacity, “GE Capital”), for itself as "Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”").
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1
(a) (i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii1.1(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii1.1(b) - Form of Swing Line Note Exhibit l.5(e1.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 3.26 - License Agreements Schedule 3.27 - Material Player Contracts Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section SECTION 1.2) - Letters of Credit Annex C (Section SECTION 1.8) - Cash Management Systems System Annex D (Section 2.1 (aSECTION 2.1(A)) - Schedule of Additional Closing Checklist Documents Annex E (Section 4.l(aSECTION 4.1(A)) - Financial Statements and Projections — - Reporting Annex F (Section 4.1(bSECTION 4.1(B)) - Collateral Reports Annex G (Section SECTION 6.10) - Financial Covenants Annex H (Section 9.9(aSECTION 9.9(A)) - Lenders’ ' Wire Transfer Information Annex I (Section SECTION 11.10) - Notice Addresses Annex J (from Annex A) - Revolving Loan Commitments and Swing Line Commitments as of Closing Date CREDIT AGREEMENT, dated as of June 17December 28, 2002 (this “Credit Agreement”), 1999 among GREAT NORTHERN EQUIPMENTRAWLINGS SPORTING GOODS COMPANY, INC., a Montana Delaware corporation (“Great Northern”"Borrower"), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware New York corporation (in its individual capacity, “"GE Capital”"), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — - Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 1.18 - Form of Joinder Agreement Exhibit 2.1(j)(iii) - Form of Loss Payable Endorsement Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 - Application for Standby Letter of Credit Exhibit B-2 - Application for Documentary Letter of Credit Schedule 1.1 - Agent’s Representatives Disclosure Schedule 1.3 - Term Sheet for Proposed Equity Financing Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.22 - Agreements and other Documents Disclosure Schedule 3.24 - Government Contracts Disclosure Schedule 3.27 - Bonding and Licensing Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.7 - Existing Liens Schedule A - Reserves Added to EBITDA This SECOND AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17December 9, 2002 (this “Credit Agreement”)2004, among GREAT NORTHERN EQUIPMENTFamilymeds, INC.Inc., a Montana Connecticut corporation (“Great NorthernFamilymeds”); Valley Drug Company, H&E EQUIPMENT SERVICES L.L.C.an Ohio corporation (“Valley North”); Valley Drug Company South, a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company corporation (“Gulf WideValley South”)) ; any Additional Borrowers that hereafter may from time to time become a party hereto pursuant to Section 1.18 hereof (Familymeds, Valley North, Valley South and such Additional Borrowers are sometimes collectively referred to herein as the “H&EBorrowers” and together with Great Northern, individually each individually, as a “Borrower”); DrugMax, and collectively and jointly and severallyInc., the a Nevada corporation (“BorrowersParent”), ; the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION; General Electric Capital Corporation, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
Samples: Credit Agreement (Drugmax Inc)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.81.9) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - - Commitments definition) Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii)-A - Form of Revolving Note (Domestic Borrowers) Exhibit 1.1(a)(ii)-B - Form of Revolving Note (Foreign Borrowers) Exhibit 1.1(a)(ii)-C - Form of Fronting Lender Note Exhibit 1.1(b)(ii)-A - Form of Swing Line Note (Domestic Borrowers) Exhibit 1.1(b)(ii)-B - Form of Swing Line Note (Foreign Borrowers) Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(A) - Form of Borrowing Base Certificate Exhibit 4.1(B) - Form of Art Loan Receivables Report Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B - Application for Letter of Credit Exhibit C - Form of Compliance Certificate Schedule 1.1 - Agents’ Representatives Schedule 5.14 - Subsidiary Loan Documents Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12(a) - ERISA Plans Disclosure Schedule 3.12(c) - U.K. Pension Plans Disclosure Schedule 3.13(a) - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.21 - Bonds; Patent, Trademark Licenses Disclosure Schedule 5.15 - Immaterial Subsidiaries Disclosure Schedule 5.16 - York Avenue Lender Recourse Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17February 13, 2002 2014, among Sotheby’s, Inc., a New York corporation (this “Credit AgreementSotheby’s, Inc.”), among GREAT NORTHERN EQUIPMENTSotheby’s Financial Services, INC.Inc., a Montana Nevada corporation (“Great NorthernSFS Inc.”), H&E EQUIPMENT SERVICES L.L.C.Sotheby’s Financial Services California, Inc., a Louisiana limited liability company Nevada corporation (f/k/a/ Gulf Wide Industries“SFS California”), L.L.C.Oberon, Inc., a Louisiana Delaware corporation (“Oberon”). Sotheby’s Ventures, LLC, a New York limited liability company (“Gulf WideVentures LLC” and, collectively with Sotheby’s, Inc., SFS Inc., SFS California and Oberon, the “Domestic Borrowers”)) , Sotheby’s, a company registered in England (“H&E” and together with Great NorthernSotheby’s U.K.”), each individuallySotheby’s Financial Services Limited, a company registered in England (“BorrowerSFS Ltd.” and, collectively with Sotheby’s U.K., the “U.K. Borrowers”), and Sotheby’s Hong Kong Limited, a company incorporated in Hong Kong (“Sotheby’s H.K.” and, collectively with the U.K. Borrowers, the “Foreign Borrowers”; the Domestic Borrowers and jointly and severally, the Foreign Borrowers collectively being referred to herein as the “Borrowers”), ; the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION; General Electric Capital Corporation, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as a Lender and as Fronting Lender, as Administrative Agent for the Lenders and the Fronting Lender, and Collateral Agent for the Secured Parties, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
Samples: Credit Agreement (Sothebys)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — - Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b)(i) - Form of Notice of First Funded Revolving Credit Advance Exhibit 1.1(b)(ii) - Form of First Funded Revolving Note Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.1(d)(i) - Form of Notice of Canadian Advance Exhibit 1.1(d)(ii) - Form of Canadian Note Exhibit 1.5(e)(i) - Form of Notice of Conversion/Continuation-LIBOR Exhibit 1.5(e)(ii) - Form of Notice of Conversion/Continuation-BA Rate Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit A - Application for Standby Letter of Credit Exhibit B - Material Contracts Exhibit C - Xxxxx Cash Accounts Exhibit D - Assets of the Post Confirmation Trust Exhibit E - Assets of the Reclamation Creditors’ Trust Exhibit F - Existing Letters of Credit Schedule 1.1 - Agent’s and Canadian Lender’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.21 - Bonding; Licenses Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.2 - Existing Investments Disclosure Schedule 6.3 - Existing Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17August 20, 2002 2004, is by and among (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENTa) CORE-XXXX HOLDING COMPANY, INC., a Montana Delaware corporation (“Great NorthernHoldings”), H&E EQUIPMENT SERVICES L.L.C.CORE-XXXX HOLDINGS I, INC., a Louisiana limited liability company (f/k/a/ Gulf Wide IndustriesDelaware corporation, L.L.C.CORE-XXXX HOLDINGS II, INC., a Louisiana limited liability company Delaware corporation, CORE-XXXX HOLDINGS III, INC., a Delaware corporation, CORE-XXXX INTERNATIONAL, INC., a Delaware corporation, CORE-XXXX MIDCONTINENT, INC., an Arkansas corporation, CORE-XXXX INTERRELATED COMPANIES, INC., a California corporation, HEAD DISTRIBUTING COMPANY, a Georgia corporation, and XXXXXX-XXXXXXX CO., a Minnesota corporation (collectively, the “Gulf Wide”)) (“H&EBorrowers” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, ; (b) GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent administrative agent for the Lenders Lenders; (c) CONGRESS FINANCIAL CORPORATION (WESTERN), a California corporation, for itself, as Lender, and as co-syndication agent for Lenders, (d) JPMORGAN CHASE BANK, a New York banking corporation, for itself, as Lender, and as co-syndication agent for Lenders, (e) BANK OF AMERICA, N.A., a national banking association, for itself, as Lender, and as co-documentation agent, (f) XXXXX FARGO FOOTHILL, LLC, a California limited liability company, for itself, as Lender, and as co-documentation agent, (g) the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION; and (h) GE CANADA FINANCE HOLDING COMPANY, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”)Canadian Lender.
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INDEX OF APPENDICES. Exhibit l.l(a)(i1.1
(a) (i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii1.1(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii1.1(b) - Form of Term Note Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit l.5(e1.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 3.24 - Year 2000 Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).Liens
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1
(a) (i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii1.1(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b4.1(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; Collateral Locations; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 3.25 - Charges Subject to Extended Trade Terms Schedule 3.26 - Repurchase Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex Schedule A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).Material Contracts
Appears in 1 contract
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b)(ii) - Form of Notice of Acquisition Loan Advance Exhibit 1.1(b)(iv) - Form of Acquisition Loan Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 2.2(d) - Form of Post-Closing Solvency Certificate Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 5.9 - Form of Landlord Agreement Exhibit 6.1 - Form of Subordination Agreement Exhibit 9.1(a) - Form of Assignment Agreement Schedule 1.1 - Agent’s Representatives Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(A) - Financial Statements Disclosure Schedule 3.4(C) - Projections Disclosure Schedule 3.4(D) - Fair Salable Balance Sheet Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.22 - Material Agreements Disclosure Schedule 3.24 - Tax and Insurance Related Restructuring Disclosure Schedule 3.27 - Third Party Reimbursement Disclosure Schedule 3.28 - Participation Agreements Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens Disclosure Schedule 6.21 - Business Activities of Holdings and PSA Capital This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17January 27, 2002 (this “Credit Agreement”), 2004 among GREAT NORTHERN EQUIPMENTPEDIATRIC SERVICES OF AMERICA, INC., a Montana Delaware corporation (“Great NorthernHoldings”), H&E EQUIPMENT PEDIATRIC SERVICES L.L.C.OF AMERICA, INC., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company Georgia corporation (“Gulf WidePSA Georgia”)) (; Holdings and PSA Georgia are sometimes collectively referred to herein as the “H&EBorrowers” and together with Great Northern, each individually, individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
Appears in 1 contract
Samples: Credit Agreement (Pediatric Services of America Inc)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A- Commitments definition) - Commitments as of Effective Date Exhibit 1.1(a)(i) - Form of Notice of U.S. Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of U.S. Revolving Note Exhibit 1.1(b) - Form of Term Note Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.1(d)(i) - Form of Notice of Schaublin Revolving Credit Advance Exhibit 1.1(d)(ii) - Form of Schaublin Revolving Note Exhibit 1.5(f) - Form of Notice of Conversion/Continuation Exhibit 4.1(b)(i) - Form of U.S. Borrowing Base Certificate Exhibit 4.1(b)(ii) - Form of Schaublin Borrowing Base Certificate Exhibit 6.1 - Form of Acquisition Compliance Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 - Application for Standby Letter of Credit Exhibit B-2 - Application for Documentary Letter of Credit Exhibit E-1 - Form of Compliance Certificate Exhibit E-2 - Form of Schaublin Intercompany Loan and French Intercompany Loan Certificate Schedule 1.1 - Agent’s Representatives Disclosure Schedule 2.1(d) - Capital Structure Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(A) - Financial Statements Disclosure Schedule 3.4(B) - Pro Forma Disclosure Schedule 3.4(C) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Material Agreements Disclosure Schedule 3.28 Existing Intercompany Loans Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.4(b) - Transactions with Employees Disclosure Schedule 6.7 - Existing Liens This AMENDED AND RESTATED CREDIT AGREEMENT, AGREEMENT (this “Agreement”) is dated as of June 1719, 2002 (this “Credit Agreement”), 2003 and is entered into by and among GREAT NORTHERN EQUIPMENTROLLER BEARING COMPANY OF AMERICA, INC., a Montana Delaware corporation (“Great NorthernBorrower”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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Samples: Credit Agreement (Roller Bearing Co of America Inc)
INDEX OF APPENDICES. Annex A (Recitals) Annex B (Section 1.2) Annex C (Section 1.8) Annex D (Section 2.1(a)) Annex E (Section 4.1 a) Annex F (Section 4.1(b)) — — — — — — Definitions Letters of Credit Cash Management System Closing Checklist Financial Statements and Projections - Reporting Collateral Reports Annex G (Section 6.10) Annex H (Section 9.9(a)) Annex I (Section 11.10) — — — Financial Covenants Lenders’ Wire Transfer Information Notice Addresses Annex J (from Annex A Commitments definition) — Commitments as of Closing Date Exhibit l.l(a)(i1.1 (a)(i) - Exhibit 1.1 (a)(ii) Exhibit 1.1 (c)(ii) Exhibit 1.5(e) — — — — Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a4.1(b) - Form of Lease Exhibit 4.l(b9.1(a) - Exhibit B-1 — — — Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Application for Standby Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.3(b) Schedule 1.4 - Schedule 3.1 Schedule 3.2 — — — — — Agent’s Representatives Permitted Dispositions Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Type of Entity; State of Organization Executive Offices; , Collateral Locations, FEIN Schedule 3.4(A3.4(a) - Schedule 3.4(c) Schedule 3.5 Schedule 3.6 Schedule 3.7 — — — — — Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Material Adverse Effect Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Schedule 3.12 Schedule 3.13 Schedule 3.14 Schedule 3.15 — — — — — Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Brokers Intellectual Property Schedule 3.17 - Schedule 3.18 Schedule 3.19 Schedule 3.20 Schedule 3.21 Schedule 3.22 Schedule 6.2 Schedule 6.3 Schedule 6.4(a) Schedule 6.7 — — — — — — — — — — Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Customer Relations Bonding; Licensing Investments Indebtedness Affiliate Transactions Liens Schedule 6.2 - Investments 6.16 Schedule 6.3 - Indebtedness E-1 Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - X-0 Xxxxxxxx X-0 Xxxxxxxx X-0 — — — — — Intercompany Transfers Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C Deemed EBITDA and Fixed Charges Mortgaged Properties Significant Subsidiaries This CREDIT AGREEMENT (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (athis “Agreement”)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17August 20, 2002 (this “Credit Agreement”), 2009 among GREAT NORTHERN EQUIPMENTCARAUSTAR INDUSTRIES, INC., a Montana Delaware corporation and successor-by-merger to Caraustar Industries, Inc., a North Carolina corporation (“Great NorthernParent”), H&E EQUIPMENT SERVICES L.L.C.CARAUSTAR CUSTOM PACKAGING GROUP, INC., a Louisiana limited liability company Delaware corporation (f/k/a/ Gulf Wide Industries“Custom Packaging”), L.L.C.CARAUSTAR RECOVERED FIBER GROUP, INC., a Louisiana Delaware corporation (“Fiber”), CARAUSTAR INDUSTRIAL AND CONSUMER PRODUCTS GROUP, INC., a Delaware corporation (“Caraustar Industrial”), CARAUSTAR MILL GROUP, INC., an Ohio corporation (“Caraustar Mill Group”), XXXXXXX PAPERBOARD, INC., a Connecticut corporation (“Xxxxxxx”), PBL INC., a Delaware corporation (“PBL”), GYPSUM MGC, INC., a Delaware corporation (“Gypsum MGC”), XXXXXXXXX GYPSUM COMPANY, a Delaware corporation (“XxXxxxxxx Gypsum”), CARAUSTAR, G.P., a South Carolina general partnership (“Caraustar GP”), XXXXXXXX GYPSUM COMPANY, LLC, a Delaware limited liability company (“Gulf WideXxXxxxxx Gypsum LLC”)) , RECCMG, LLC, a Georgia limited liability company (“H&E” RECCMG”), FEDERAL TRANSPORT, INC., an Ohio corporation (“Federal”), AUSTELL HOLDING COMPANY, LLC, a Georgia limited liability company (“Austell”), CAMDEN PAPERBOARD CORPORATION, a New Jersey corporation (“Camden”), CHICAGO PAPERBOARD CORPORATION, an Illinois corporation (“Chicago”), HALIFAX PAPER BOARD COMPANY, INC., a North Carolina corporation (“Halifax”), CARAUSTAR CUSTOM PACKAGING GROUP (MARYLAND), INC., a Maryland corporation (“Custom Packaging MD”), and PARAGON PLASTICS, INC., a South Carolina corporation (“Paragon”; and together with Great NorthernParent, each individuallyCustom Packaging, Fiber, Caraustar Industrial, Caraustar Mill Group, Xxxxxxx, PBL, Gypsum MGC, XxXxxxxxx Gypsum, Caraustar GP, XxXxxxxx Gypsum LLC, RECCMG, Federal, Austell, Camden, Chicago, Halifax and Custom Packaging MD are sometimes collectively referred to herein as “Borrowers” and individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, if any; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent administrative agent for the Lenders (“Agent”), Xxxxx Fargo Foothill, LLC and GE Capital, each as an L/C Issuer (an “L/C Issuer”) and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit Annex E - Form of Compliance Certificate Schedule 1.1 - Agent’s Representatives Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Pro Forma Disclosure Schedule 3.4(c) - Projections Disclosure Schedule 3.5 - Material Adverse Effect Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.21 - Customer and Trade Relations Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Disclosure Schedule 3.27 - Key Contracts Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.2 - Existing Investments Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.7 - Existing Liens This CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 176, 2002 (this “Credit Agreement”)2006, among GREAT NORTHERN EQUIPMENTOREGON STEEL XXXXX, INC., a Montana Delaware corporation (“Great NorthernOSM”), H&E EQUIPMENT SERVICES L.L.C.NEW CF&I, INC., a Louisiana limited liability company Delaware corporation (f/k/a/ Gulf Wide Industries“New CF&I”), L.L.C.CF&I STEEL, L.P., a Louisiana Delaware limited liability company partnership (“Gulf WideCF&I”), COLORADO AND WYOMING RAILWAY COMPANY, a Delaware corporation (“C&W”) (“H&E” OSM, New CF&I, CF&I and together with Great Northern, C&W is each individuallyindividually referred to herein as, a “Borrower”” and, and collectively and jointly and severallycollectively, as the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders; GE CAPITAL FINANCIAL, INC., as an L/C Issuer (an “L/C Issuer”); and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — -- Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A - Commitments definition) Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(c)(ii) - Form of Swing Line Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 1.6 - Xxxx and Hold Policy Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit A-1 - Form of Intercompany Subordination Agreement Exhibit B-1 - Application for Standby Letter of Credit Exhibit I - Form of Interim Order Exhibit M - Milestones Schedule A-1 - First Day Orders Schedule 1.1 - Agent’s Representatives Schedule 1.2 - Existing Letters of Credit Schedule 2.1 - Required Consents and Approvals Schedule 3.2 - Authorizations, Etc. Schedule 3.5 - Subsidiaries Schedule 3.6 - Litigation; Commercial Tort Claims Schedule 3.9 - ERISA Schedule 3.15 - Real Property Schedule 3.17 - Operating Lease Obligations Schedule 3.18 - Environmental Matters Schedule 3.19 - Insurance Schedule 3.21 - Bank Accounts Schedule 3.22 - Intellectual Property Schedule 3.23 - Material Contracts Schedule 3.26 - Customers and Suppliers Schedule 3.27 - Name; Jurisdiction of Organization; Organizational ID Number; Chief Place of Business; Chief Executive Office; FEIN LEGAL_US_E # 82813718.8 Schedule 3.28 - Tradenames Schedule 3.29 - Collateral Locations Schedule 5.3 - Preservation of Existence Schedule 6.1 - Existing Liens Schedule 6.2 - Existing Indebtedness Schedule 6.5 - Existing Investments Schedule 6.10 - Limitations on Dividends and Other Payment Restrictions LEGAL_US_E # 82813718.8 This SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENTAGREEMENT (this “Agreement”), dated as of June 17March 11, 2002 (this “Credit Agreement”)2009, by and among GREAT NORTHERN EQUIPMENT, MILACRON INC., a Montana Delaware corporation (“Great NorthernParent”), H&E EQUIPMENT SERVICES L.L.C.CIMCOOL INDUSTRIAL PRODUCTS INC., a Louisiana limited liability company Delaware corporation (f/k/a/ Gulf Wide Industries“Cimcool”), L.L.C.MILACRON MARKETING COMPANY, an Ohio corporation (“Marketing”), MILACRON PLASTICS TECHNOLOGIES GROUP INC., a Louisiana limited liability company Delaware corporation (“Gulf WidePlastics”), and D-M-E COMPANY, a Delaware corporation (“D-M-E Company”) (Parent, Cimcool, Marketing, Plastics and D-M-E Company are collectively referred to herein as the “H&EBorrowers” and together with Great Northern, each individually, individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, hereto as Guarantors; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent administrative agent for the Lenders (“Agent”), and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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Samples: Senior Secured, Super Priority Debtor in Possession Credit Agreement (Milacron Inc)
INDEX OF APPENDICES. Exhibit l.l(a)(i1.1(a)(i) - Form of Notice of Revolving Credit Advance Advance/Borrowing Base Certificate Exhibit l.l(a)(ii1.1(a)(iv) - Form of Tranche A Revolving Note Exhibit l.l(b)(ii1.1(a)(v) - Form of Tranche B Revolving Note Exhibit 1.1(b)(ii) - Form of Swing Line Note Exhibit l.5(e1.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a5.9(a) - Form of Lease Landlord Waiver Exhibit 4.l(b5.9(b) - Alternative Form of Landlord Waiver Exhibit 5.12 - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Credit Card Provider Notice Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) A-1 - Form of Notice Budget Exhibit A-2 - Form of Issuance Interim Order Exhibit B-1 - Form of GE Fee Letter Exhibit B-2 - Form of Credit Paragon Fee Letter Schedule 1.1 - Responsible Individual Schedule 1.1(c) - Authorized Signatories Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B3.5 - Pre-Closing Materially Adverse Events Schedule 3.6(a) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.6(b) - Leases in Default Schedule 3.6(c) - Leases (Borrower as Lessor, Sublessor or Assignor) Schedule 3.6(d) - Leased Department License Agreements Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements and Other Documents Schedule 3.26 - Credit Card Providers Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions with Affiliates Schedule 6.4(b) - Transactions with Affiliates Employee Loans Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 6.7(a) - Existing Liens Annex A (RecitalsSchedule 6.7(b) - Definitions Annex B (Section 1.2Existing Capital Leases Schedule 6.8(c) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (a)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17, 2002 (this “Credit Agreement”), among GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (“H&E” and together with Great Northern, each individually, a “Borrower”, and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Administrative Agent for the Lenders and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).Permitted Dispositions
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Filenes Basement Corp)
INDEX OF APPENDICES. Exhibit l.l(a)(i) - Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii) - Form of Revolving Note Exhibit l.l(b)(ii) - Form of Swing Line Note Exhibit l.5(e) - Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Form of Assignment Agreement Exhibit X-x(a) - Form of Notice of Issuance of Letter of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Schedule 3.2 - Executive Offices; FEIN Schedule 3.4(A) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - Real Estate and Leases Schedule 3.7 - Labor Matters Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Outstanding Stock Schedule 3.11 - Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - Litigation Schedule 3.15 - Intellectual Property Schedule 3.17 - Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts Schedule 3.22 - Material Agreements Schedule 5.1 - Trade Names Schedule 5.9 - Real Estate Liens Schedule 6.2 - Investments Schedule 6.3 - Indebtedness Schedule 6.4(a) - Extraordinary Transactions Schedule 6.4(b) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing Liens Annex A (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems System Annex D (Section 2.1 (a2.1(a)) - Closing Checklist Schedule of Documents Annex E (Section 4.l(a4.1(a)) - Financial Statements and Projections — - Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses Annex J (from Annex A-Commitments definition) - Commitments as of Closing Date Exhibit 1.1(a)(i) - Form of Notice of Revolving Credit Advance Exhibit 1.1(a)(ii) - Form of Revolving Note Exhibit 1.1(b)(ii) - Form of Swing Line Note Exhibit 1.5(e) - Form of Notice of Conversion/Continuation Exhibit 4.1(b) - Form of Borrowing Base Certificate Exhibit 9.1(a) - Form of Assignment Agreement Exhibit B-1 - Master Agreement for Standby Letters of Credit Exhibit B-2 - Master Agreement for Documentary Letters of Credit Schedule 1.1 - Agent’s Representatives Disclosure Schedule 1.4 - Sources and Uses; Funds Flow Memorandum Disclosure Schedule 3.1 - Type of Entity; State of Organization Disclosure Schedule 3.2 - Executive Offices, Collateral Locations, FEIN Disclosure Schedule 3.4(a) - Financial Statements Disclosure Schedule 3.4(b) - Projections Disclosure Schedule 3.6 - Real Estate and Leases Disclosure Schedule 3.7 - Labor Matters Disclosure Schedule 3.8 - Ventures, Subsidiaries and Affiliates; Stock Disclosure Schedule 3.11 - Tax Matters Disclosure Schedule 3.12 - ERISA Plans Disclosure Schedule 3.13 - Litigation Disclosure Schedule 3.14 - Brokers Disclosure Schedule 3.15 - Intellectual Property Disclosure Schedule 3.17 - Hazardous Materials Disclosure Schedule 3.18 - Insurance Disclosure Schedule 3.19 - Deposit and Disbursement Accounts Disclosure Schedule 3.20 - Government Contracts Disclosure Schedule 3.22 - Bonds; Patent, Trademark Licenses Disclosure Schedule 5.1 - Trade Names Disclosure Schedule 6.3 - Indebtedness Disclosure Schedule 6.4(a) - Transactions with Affiliates Disclosure Schedule 6.7 - Existing Liens CREDIT AGREEMENT, AGREEMENT (“Agreement”) dated as of June 17March 30, 2002 2004, among DYNAMIC DETAILS, INCORPORATED, a California corporation (this “Credit AgreementDetails”), among GREAT NORTHERN EQUIPMENTDYNAMIC DETAILS, INCINCORPORATED, VIRGINIA, a Delaware corporation (“Virginia”), DYNAMIC DETAILS INCORPORATED, SILICON VALLEY, a Delaware corporation “Valley”), and LAMINATE TECHNOLOGY CORP., a Montana Delaware corporation (“Great NorthernLaminate”), H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (f/k/a/ Gulf Wide Industries, L.L.C., a Louisiana limited liability company (“Gulf Wide”)) (Details, Virginia, Valley and Laminate are collectively referred to as “H&EBorrowers” and together with Great Northern, each individually, individually as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties signatory hereto, ; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself itself, as Lender, and as Administrative Agent for the Lenders Lenders, and the other Lenders signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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Samples: Credit Agreement (Ddi Corp)
INDEX OF APPENDICES. Annex A — Cash Management System Annex B — Agent’s Wire Transfer Information Annex C — Commitments as of Closing Date Exhibit l.l(a)(i2.1(a)(i) - — Form of Notice of Revolving Credit Advance Exhibit l.l(a)(ii2.1(a)(ii) - — Form of Revolving Note Exhibit l.l(b)(ii2.1(b)(ii) - — Form of Swing Line Note Exhibit l.5(e2.5(e) - — Form of Notice of Conversion/Continuation Exhibit l.6B(a) - Form of Lease Exhibit 4.l(b) - 5.2 — Form of Borrowing Base Certificate Exhibit 6.7(d)(iii)(A11.1(a) - Form of Intercreditor Agreement (Floor Plan Inventory) Exhibit 6.7(d)(iii)(B) - Form of Intercreditor Agreement (Off Balance Sheet Inventory) Exhibit 9.1(a) - Schedule A-1 — — Form of Assignment Agreement Exhibit X-x(aSubsidiary Guarantors Schedule (2.1) - Form — Agent’s Representatives Schedule (4.1) — Type of Notice Entity; Jurisdiction of Issuance Organization Schedule (4.2) — Chief Executive Office, Jurisdiction of Letter Organization; Principal Place of Credit Schedule 1.1 - Responsible Individual Schedule 1.4 - Sources and UsesBusiness; Funds Flow Memorandum Schedule 3.2 - Executive OfficesCollateral Locations; FEIN Schedule 3.4(A(4.6) - Financial Statements Schedule 3.4(B) - Pro Forma Schedule 3.4(C) - Projections Schedule 3.4(D) - Fair Salable Balance Sheet Schedule 3.4(E) - Financial Statements Schedule 3.6 - — Real Estate and Leases Schedule 3.7 - (4.7) — Labor Matters Schedule 3.8 - Ventures, (4.8) — Subsidiaries and Affiliates; Outstanding Stock Joint Ventures Schedule 3.11 - (4.11) — Tax Matters Schedule 3.12 - ERISA Plans Schedule 3.13 - (4.13) — Litigation Schedule 3.15 - (4.14) — Brokers Schedule (4.15) — Intellectual Property Schedule 3.17 - (4.17) — Hazardous Materials Schedule 3.18 - Insurance Schedule 3.19 - (4.19) — Deposit and Disbursement Accounts Schedule 3.20 - Government Contracts (4.21(a)) — Pledged Collateral Filing Offices Schedule 3.22 - Material Agreements (6.13) — Unrestricted Subsidiaries Schedule 5.1 - Trade Names (6.14) — Post-Closing Matters Schedule 5.9 - Real Estate Liens Schedule 6.2 - (7.2) — Existing Investments Schedule 6.3 - (7.3(d)) — Existing Indebtedness Schedule 6.4(a(7.4) - Extraordinary — Affiliate Transactions Schedule 6.4(b(7.7) - Transactions with Affiliates Schedule 6.6 - Guaranteed Indebtedness Schedule 6.7 - Existing — Liens Annex A in Existence on Closing Date This AMENDED AND RESTATED REVOLVING LOAN CREDIT AGREEMENT (Recitals) - Definitions Annex B (Section 1.2) - Letters of Credit Annex C (Section 1.8) - Cash Management Systems Annex D (Section 2.1 (aas the same may be amended, supplemented, restated or otherwise modified from time to time, this “Agreement”)) - Closing Checklist Annex E (Section 4.l(a)) - Financial Statements and Projections — Reporting Annex F (Section 4.1(b)) - Collateral Reports Annex G (Section 6.10) - Financial Covenants Annex H (Section 9.9(a)) - Lenders’ Wire Transfer Information Annex I (Section 11.10) - Notice Addresses CREDIT AGREEMENT, dated as of June 17April 1, 2002 (this “Credit Agreement”)2014 and, amended as of August 8, 2014 and as further amended as of May 29, 2015, by and among GREAT NORTHERN EQUIPMENTXPO LOGISTICS, INC., a Montana Delaware corporation (“Great NorthernParent Borrower”), H&E EQUIPMENT SERVICES L.L.C.and certain of Parent Borrower’s wholly-owned domestic subsidiaries signatory hereto, as borrowers (collectively, referred to herein as the “U.S. Borrowers” and each, individually, as a Louisiana limited liability company (f/k/a/ Gulf Wide Industries“U.S. Borrower”), L.L.C.XPO Logistics Canada Inc., a Louisiana limited liability company an Ontario corporation (“Gulf WideXPO Canada”)) , and certain of Parent Borrower’s wholly-owned other Canadian subsidiaries signatory hereto, as borrowers (collectively, referred to herein as the “H&ECanadian Borrowers” and each, individually, as a “Canadian Borrower” and together with Great Northernthe U.S. Borrowers, each collectively, referred to herein as the “Borrowers” and each, individually, as a “Borrower”, and collectively and jointly and severally, the “Borrowers”), ; the other Credit Parties (with such term and each other capitalized term used but not defined in this preamble having the meaning assigned thereto in Article 1), from time to time, signatory hereto; XXXXXX XXXXXXX SENIOR FUNDING, GENERAL ELECTRIC CAPITAL CORPORATIONINC. (“MSSF”), a Delaware corporation as administrative agent for the Lenders (together, with any permitted successors in its individual such capacity, “GE CapitalAgent”); MSSF and JPMORGAN CHASE BANK, N.A. (“JPMorgan Chase”), for itself as Lender, as Administrative Agent co-collateral agents for the Lenders (together, with any permitted successors in such capacity, “Co-Collateral Agents”); the Lenders and the other Lenders L/C Issuers signatory hereto from time to time, GENERAL ELECTRIC CAPITAL CORPORATION, as Arranger (“Arranger”), BANK OF AMERICA, N.A., as Syndication Agent (“Syndication Agent”) and FLEET CAPITAL CORPORATION, as Documentation Agent (“Documentation Agent”).
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