Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Company, shall constitute a discharge of the obligation of the Company under this Agreement or the Notes only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement and the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under the Notes or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor and the Company. Very truly yours, Container Applications Limited By: /s/ Xxxxxxx X. Page Name: Xxxxxxx X. Page Title: Chief Financial Officer CAI International, Inc. By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Chief Executive Officer Information Relating to Purchasers Principal Amount of Series 2012-A Notes Name and Address of Purchaser to be Purchased Payments
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Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes or under any other Financing Agreement in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Companyany Obligor, shall constitute a discharge of the obligation of the Company Obligors under this Agreement or Agreement, the Notes or such other Financing Agreements only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees each Obligor agrees, jointly and severally, to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement Agreement, the Notes and the Notesother Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder hereunder, under the Notes or under the Notes other Financing Agreements or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the CompanyObligors. Very truly yours, Container Applications Limited UTi Worldwide Inc. By: /s/ Xxxxx Xxxxx Duly Authorized Signatory (acting pursuant to, and in accordance with, an empowering resolution of the Board of Directors of UTi Worldwide Inc.) UTi (Aust) Pty Limited UTi Belgium N.V. UTi Logistics N.V. Xxxxxxx X. Page Name: Company Limited Pyramid Freight (Proprietary) Limited UTi International Inc. UTi Networks Limited UTi, Canada, Inc. UTi Canada Contract Logistics Inc. UTi Deutschland GmbH UTi (HK) Limited UTi Global Services B.V. UTi Nederland B.V. UTi Technology Services Pte Ltd. UTi Worldwide (Singapore) Pte Ltd. Servicios Logisticos Integrados SLI SA UTi Iberia S.A. UTi Worldwide (UK) Limited UTi Inventory Management Solutions Inc Concentrek, Inc. InTransit, Inc. Market Transport, Ltd. Xxxxxxx X. Page Title: Chief Financial Officer CAI InternationalTransportation, Inc. UTi, United States, Inc. UTi Integrated Logistics, Inc. By: /s/ Xxxxxx Xxxxxx NameXxxxx Xxxxx Authorized Signatory This Agreement is hereby accepted and agreed to as of the date thereof. The Prudential Insurance Company of America By /s/ Xxxxxxxx Xxxxx Vice President Prudential Retirement Insurance and Annuity Company By: Xxxxxx Xxxxxx TitlePrudential Investment Management, Inc., as investment manager By /s/ Xxxxxxxx Xxxxx Vice President Gibraltar Life Insurance Co., Ltd. By: Chief Executive Officer Information Relating to Purchasers Principal Amount of Series 2012Prudential Investment Management (Japan), Inc., as Investment Manager By: Prudential Investment Management, Inc., as Sub-A Notes Name and Address of Purchaser to be Purchased PaymentsAdviser By /s/ Xxxxxxxx Xxxxx Vice President The Prudential Life Insurance Company, Ltd. By: Prudential Investment Management (Japan), Inc., as Investment Manager By: Prudential Investment Management, Inc., as Sub-Adviser By /s/ Xxxxxxxx Xxxxx Vice President
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Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes or under any other Financing Agreement in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Companyany Obligor, shall constitute a discharge of the obligation of the Company Obligors under this Agreement or Agreement, the Notes or such other Financing Agreements only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees each Obligor agrees, jointly and severally, to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement Agreement, the Notes and the Notesother Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder hereunder, under the Notes or under the Notes other Financing Agreements or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * UTI Worldwide Inc. Note Purchase Agreement If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the CompanyObligors. Very truly yours, Container Applications Limited UTi WORLDWIDE INC. By /s/ Xxxxx Xxxxx Duly Authorized Signatory (acting pursuant to, and in accordance with, an empowering resolution of the Board of Directors of UTi Worldwide Inc.) UTI Worldwide Inc. Note Purchase Agreement UTI (AUST) PTY LIMITED By /s/ Xxxxx Xxxxx Authorized Signatory UTI BELGIUM N.V. By /s/ Xxxxx Xxxxx Authorized Signatory UTI LOGISTICS N.V. By /s/ Xxxxx Xxxxx Authorized Signatory XXXXXXX COMPANY LIMITED By /s/ Xxxxx Xxxxx Duly Authorized Signatory (acting pursuant to, and in accordance with, an empowering resolution of the Board of Directors of UTi Worldwide Inc.) PYRAMID FREIGHT (PROPRIETARY) LIMITED By /s/ Xxxxx Xxxxx Duly Authorized Signatory (acting pursuant to, and in accordance with, an empowering resolution of the Board of Directors of UTi Worldwide Inc.) UTI Worldwide Inc. Note Purchase Agreement UTI INTERNATIONAL INC. By /s/ Xxxxx Xxxxx Duly Authorized Signatory (acting pursuant to, and in accordance with, an empowering resolution of the Board of Directors of UTi Worldwide Inc.) UTI NETWORKS LIMITED By /s/ Xxxxx Xxxxx Authorized Signatory UTI, CANADA, INC. By /s/ Xxxxx Xxxxx Authorized Signatory UTI CANADA CONTRACT LOGISTICS INC. By /s/ Xxxxx Xxxxx Authorized Signatory UTI DEUTSCHLAND GMBH By /s/ Xxxxx Xxxxx Authorized Signatory UTI (HK) LIMITED By /s/ Xxxxx Xxxxx Authorized Signatory UTI Worldwide Inc. Note Purchase Agreement UTI GLOBAL SERVICES B.V. By /s/ Xxxxx Xxxxx Authorized Signatory UTI NEDERLAND B.V. By /s/ Xxxxx Xxxxx Authorized Signatory UTI TECHNOLOGY SERVICES PTE. LTD. By /s/ Xxxxx Xxxxx Authorized Signatory UTI WORLDWIDE (SINGAPORE) PTE LTD By /s/ Xxxxx Xxxxx Authorized Signatory SERVICIOS LOGISTICOS INTEGRADOS SLI SA By /s/ Xxxxx Xxxxx Authorized Signatory UTI IBERIA S.A. By /s/ Xxxxx Xxxxx Authorized Signatory UTI Worldwide Inc. Note Purchase Agreement UTI WORLDWIDE (UK) LIMITED By /s/ Xxxxx Xxxxx Authorized Signatory UTI INVENTORY MANAGEMENT SOLUTIONS INC. By /s/ Xxxxx Xxxxx Authorized Signatory CONCENTREK, INC. By /s/ Xxxxx Xxxxx Authorized Signatory INTRANSIT, INC. By /s/ Xxxxx Xxxxx Authorized Signatory MARKET TRANSPORT, LTD. By /s/ Xxxxx Xxxxx Authorized Signatory XXXXXXX TRANSPORTATION, INC. By /s/ Xxxxx Xxxxx Authorized Signatory UTI Worldwide Inc. Note Purchase Agreement UTI, UNITED STATES, INC. By /s/ Xxxxx Xxxxx Authorized Signatory UTI INTEGRATED LOGISTICS, LLC By /s/ Xxxxx Xxxxx Authorized Signatory KABUSHIKI KAISHA UTI By /s/ Xxxxx Xxxxx Authorized Signatory UTI Worldwide Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By /s/ Xxxxxxxx Xxxxx Vice President PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY BY: Prudential Investment Management, Inc., as investment manager By /s/ Xxxxxxxx Xxxxx Vice President GIBRALTAR LIFE INSURANCE CO., LTD. By: Prudential Investment Management (Japan), Inc., as Investment Manager By: Prudential Investment Management, Inc., as Sub-Adviser By /s/ Xxxxxxx X. Page NameXxxxxxxx Xxxxx Vice President THE PRUDENTIAL LIFE INSURANCE COMPANY, LTD. By: Xxxxxxx X. Page TitlePrudential Investment Management (Japan), Inc., as Investment Manager By: Chief Financial Officer CAI InternationalPrudential Investment Management, Inc., as Sub-Adviser By /s/ Xxxxxxxx Xxxxx Vice President UTI Worldwide Inc. Note Purchase Agreement THE LINCOLN NATIONAL LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P, (as Investment Advisor) By: Prudential Private Placement Investors, Inc. By: (as its General Partner) By /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Chief Executive Officer Information Relating to Purchasers Principal Amount of Series 2012-A Notes Name and Address of Purchaser to be Purchased PaymentsXxxxxxxx Xxxxx Vice President
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Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the CompanyCompany or any other Note Party, shall constitute a discharge of the obligation of the Company Note Parties under this Agreement or the Notes only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees Note Parties agree to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement and the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under the Notes or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among between you, the Parent Guarantor Company and the CompanyGuarantors. Very truly yours, Container Applications Limited MU FINANCE PLC By /s/ Xx Xxxxxxxx Name: Xx Xxxxxxxx Title: Authorized Signatory RED FOOTBALL LIMITED By /s/ Xx Xxxxxxxx Name: Xx Xxxxxxxx Title: Authorized Signatory RED FOOTBALL JUNIOR LIMITED By /s/ Xx Xxxxxxxx Name: Xx Xxxxxxxx Title: Authorized Signatory MANCHESTER UNITED LIMITED By /s/ Xx Xxxxxxxx Name: Xx Xxxxxxxx Title: Authorized Signatory MANCHESTER UNITED FOOTBALL CLUB LIMITED By /s/ Xx Xxxxxxxx Name: Xx Xxxxxxxx Title: Director [MU FINANCE PLC Note Purchase Agreement] THE BANK OF NEW YORK MELLON, as Paying Agent By /s/ Xxxxxxxxx X. Xxxxxxx Name: Xxxxxxxxx X. Xxxxxxx Title: Vice President Address: 101 Xxxxxxx Street New York, NY 10236 USA Fax: 000-000-0000 Attention: International Corporate Trust [MU FINANCE PLC Note Purchase Agreement] This agreement is hereby accepted and agreed to as of the date hereof. AMERICAN GENERAL LIFE INSURANCE COMPANY THE VARIABLE ANNUITY LIFE INSURANCE COMPANY AMERICAN HOME ASSURANCE COMPANY NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA UNITED GUARANTY RESIDENTIAL INSURANCE COMPANY By: AIG Asset Management (U.S.) LLC, Investment Adviser By /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Managing Director [MU FINANCE PLC Note Purchase Agreement] MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY By: Babson Capital Management LLC as Investment Adviser By /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Managing Director CM LIFE INSURANCE COMPANY By: Babson Capital Management LLC as Investment Adviser By /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Managing Director [MU FINANCE PLC Note Purchase Agreement] THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY By: Northwestern Mutual Investment Management Company, LLC, its Investment Adviser By /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Managing Director THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, for its Group Annuity Separate Account By /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Authorized Representative [MU FINANCE PLC Note Purchase Agreement] USAA LIFE INSURANCE COMPANY By /s/ Xxxxx X. Xxxxxxx, Xx. Name: Xxxxx X. Xxxxxxx, Xx. Title: Executive Director USAA LIFE INSURANCE COMPANY OF NEW YORK By /s/ Xxxxx X. Xxxxxxx, Xx. Name: Xxxxx X. Xxxxxxx, Xx. Title: Executive Director [MU FINANCE PLC Note Purchase Agreement] THE LINCOLN NATIONAL LIFE INSURANCE COMPANY By: Delaware Investment Advisers, a series of Delaware Management Business Trust, Attorney in Fact By /s/ Xxxxx XxXxxxxxx Name: Xxxxx XxXxxxxxx Title: Vice President LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK By: Delaware Investment Advisers, a series of Delaware Management Business Trust, Attorney in Fact By /s/ Xxxxx XxXxxxxxx Name: Xxxxx XxXxxxxxx Title: Vice President [MU FINANCE PLC Note Purchase Agreement] VOYA RETIREMENT INSURANCE AND ANNUITY COMPANY RELIASTAR LIFE INSURANCE COMPANY VOYA INSURANCE AND ANNUITY COMPANY SECURITY LIFE OF DENVER INSURANCE COMPANY By: Voya Investment Management LLC, as Agent By /s/ Xxxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxxx X. Xxxxx Title: Managing Director AMERICAN FIDELITY ASSURANCE COMPANY By: Voya Investment Management Co. LLC, as Agent By /s/ Xxxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxxx X. Xxxxx Title: Managing Director [MU FINANCE PLC Note Purchase Agreement] TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY By: AEGON USA Investment Management, LLC, its investment manager By /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President TRANSAMERICA LIFE INSURANCE COMPANY By: AEGON USA Investment Management, LLC, its investment manager By /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President STONEBRIDGE LIFE INSURANCE COMPANY By: AEGON USA Investment Management, LLC, its investment manager By /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President TRANSAMERICA CASUALTY INSURANCE COMPANY By: AEGON USA Investment Management, LLC, its investment manager By /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President [MU FINANCE PLC Note Purchase Agreement] PACIFIC LIFE INSURANCE COMPANY By /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President By /s/ Xxxxxxx X. Page Xxxxxx Name: Xxxxxxx X. Page Xxxxxx Title: Chief Financial Officer CAI International, Inc. Assistant Secretary [MU FINANCE PLC Note Purchase Agreement] UNUM LIFE INSURANCE COMPANY OF AMERICA By: Provident Investment Management, LLC, its Agent By /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Vice President, Senior Managing Director COLONIAL LIFE & ACCIDENT INSURANCE COMPANY By: Provident Investment Management, LLC, its Agent By /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Vice President, Senior Managing Director [MU FINANCE PLC Note Purchase Agreement] GENWORTH LIFE AND ANNUITY INSURANCE COMPANY By /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Investment Officer [MU FINANCE PLC Note Purchase Agreement] THE GUARDIAN LIFE INSURANCE COMPANY OF AMERICA By /s/ Xxxxxx Xxxxxx X. Xxxxxxx Name: Xxxxxx Xxxxxx X. Xxxxxxx Title: Chief Executive Officer Information Relating to Purchasers Principal Amount Managing Director [MU FINANCE PLC Note Purchase Agreement] HARTFORD LIFE INSURANCE COMPANY HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY HARTFORD ACCIDENT AND INDEMNITY COMPANY, Separate Account B, a separate account of Series 2012HARTFORD LIFE INSURANCE COMPANY By: Hartford Investment Management Company Their Agent and Attorney-A Notes Name and Address of Purchaser to be Purchased Paymentsin-Fact By /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Senior Vice President [MU FINANCE PLC Note Purchase Agreement] LIFE INSURANCE COMPANY OF THE SOUTHWEST By: Sentinel Asset Management, Inc. By /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx, CFA Title: Vice-President [MU FINANCE PLC Note Purchase Agreement] SCHEDULE B
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Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Company, shall constitute a discharge of the obligation of the Company under this Agreement or the Notes only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement and the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under the Notes or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the Company. Very truly yours, Container Applications Limited ECOLAB INC. By: /s/ Ching-Xxxx Xxxx Title: Vice President and Treasurer Accepted as of the date first written above. NEW YORK LIFE INSURANCE COMPANY By: /s/ Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxxx X. Xxxxxxxxx Title: Corporate Vice President NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By: /s/Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxxx X. Xxxxxxxxx Title: Director NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By: /s/Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxxx X. Xxxxxxxxx Title: Director NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 3-2) By: New York Life Investment Management LLC, Its Investment Manager By: /s/Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxxx X. Xxxxxxxxx Title: Director AVIVA LIFE AND ANNUITY COMPANY ROYAL NEIGHBORS OF AMERICA By: Aviva Investors North America, Inc. Its authorized attorney-in-fact By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: VP – Private Fixed Income THE LINCOLN NATIONAL LIFE INSURANCE COMPANY By: Delaware Investment Advisers, a series of Delaware Management Business Trust, Attorney-In-Fact By: /s/ Xxxxxxx X. Page Xxxxxx Name: Xxxxxxx X. Page Xxxxxx Title: Chief Financial Officer CAI InternationalSenior Vice President HARTFORD LIFE INSURANCE COMPANY HARTFORD LIFE AND ANNUITY INSURANCE COMPANY By: Hartford Investment Management Company Their Agent and Attorney-In-Fact By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Vice President PHYSICIANS LIFE INSURANCE COMPANY By: Hartford Investment Management Company Its Investment Manager By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Vice President AXA EQUITABLE LIFE INSURANCE COMPANY By: /s/ Xxx Xxxx Name: Xxx Xxxx Title: Investment Manager MONY LIFE INSURANCE COMPANY By: /s/ Xxx Xxxx Name: Xxx Xxxx Title: Investment Manager SYMETRA LIFE INSURANCE COMPANY, Inc. A WASHINGTON CORPORATION By: Principal Global Investors, LLC, a Delaware limited liability company Its authorized signatory By: /s/ Xxxxxxxx X. XxXxxxxxx Name: Xxxxxxxx X. XxXxxxxxx Title: Counsel By: /s/ Xxxxxx Xxxxxx X. Xxxxx Name: Xxxxxx Xxxxxx X. Xxxxx Title: Chief Executive Officer Information Relating to Purchasers Principal Amount of Series 2012-A Notes Name and Address of Purchaser to be Purchased PaymentsCounsel MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY By: Babson Capital Management LLC As Investment Adviser By: /s/ Xxxxxxxxx X. Xxxxxxxx Name: Xxxxxxxxx X. Xxxxxxxx Title: Managing Director
Appears in 1 contract
Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes or under any other Financing Agreement in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Companyany Obligor, shall constitute a discharge of the obligation of the Company Obligors under this Agreement or Agreement, the Notes or such other Financing Agreements only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees each Obligor agrees, jointly and severally, to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement Agreement, the Notes and the Notesother Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder hereunder, under the Notes or under the Notes other Financing Agreements or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * UTi Worldwide Inc. Note Purchase Agreement If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the CompanyObligors. Very truly yours, Container Applications UTi Worldwide Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi (Aust) Pty Limited By: /s/ Xxxxxxx X. Page NameXxxxx Xxxxx Authorized Signatory UTi Africa Services Limited By: Xxxxxxx X. Page Title/s/ Xxxxx Xxxxx Authorized Signatory Unigistix Inc By: Chief Financial Officer CAI International/s/ Xxxxx Xxxxx Authorized Signatory UTi, Canada, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Canada Holdings Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory Span Manufacturing Limited By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi Deutschland GmbH By: /s/ Xxxxx Xxxxx Authorized Signatory UTi (HK) Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Nederland B.V. By: /s/ Xxxxx Xxxxx Authorized Signatory Servicios Logisticos Integrados SLI, S.A. By: /s/ Xxxxx Xxxxx Authorized Signatory Unión de Servicios Logísticos Integrados, S.A. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Spain S.A. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi (Taiwan) Limited By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Logistics (Taiwan) Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide (UK) Limited By: /s/ Xxxxx Xxxxx Authorized Signatory UTi, (U.S.) Holdings, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi, United States, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi, Services, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi Brokerage, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Logistics, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory Vanguard Cargo Systems, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Integrated Logistics, Inc., By: /s/ Xxxxx Xxxxx Authorized Signatory Market Industries, Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory Market Transport, Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement Triple Express, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory InTransit, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory Market Logistics Services, Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory Market Logistics Brokerage, Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory Xxxxxxx Transportation, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory Lake States Trucking, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement Concentrek, Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory United Express, Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory African Investments B.V. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Asia Pacific Limited By: /s/ Xxxxx Xxxxx Authorized Signatory Xxxxxxx Company Limited By: /s/ Xxxxx Xxxxx Authorized Signatory UTi International Inc. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi (N.A.) Holdings N.V. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi (Netherlands) Holdings B.V. By: /s/ Xxxxx Xxxxx Authorized Signatory Pyramid Freight (Proprietary) Limited By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Logistics N.V. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi New Zealand Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement UTi Ireland Limited Signed, Sealed and Delivered by /s/ Xxxxx Xxxxx Xxxxx Xxxxx, duly appointed attorney for and on behalf of UTi Ireland Limited in the presence of: Witness: /s/ Xxxxxxx X. Xxxxxxxx Address: 000 Xxxxxxxxx, Xxx 0000 Xxxx Xxxxx, XX 00000 Name: Xxxxxxx X. Xxxxxxxx Occupation: Controller UTi Worldwide Inc. Note Purchase Agreement UTi Worldwide (Singapore) Pte Ltd. By: /s/ Xxxxx Xxxxx Authorized Signatory UTi Worldwide Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date thereof. Connecticut General Life Insurance Company By: Cigna Investments, Inc. (authorized agent) By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Chief Executive Officer Information Relating Senior Managing Director UTi Worldwide Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to Purchasers Principal Amount as of Series 2012-A Notes Name the date thereof. RiverSource Life Insurance Company By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President - Investments RiverSource Life Insurance Co. of New York By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President - Investments UTi Worldwide Inc. Note Purchase Agreement This Agreement is hereby accepted and Address agreed to as of Purchaser to be Purchased Paymentsthe date thereof. The Guardian Life Insurance Company of America By: /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx Title: Senior Director, Private Placements
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Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Company, shall constitute a discharge of the obligation of the Company under this Agreement or the Notes only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement and the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under the Notes or under any judgment or order. As used herein the term “"London Banking Day” " shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the Company. Very truly yours, Container Applications Limited By: /s/ Xxxxxxx X. Page Name: Xxxxxxx X. Page [Name of Company] By [Title: Chief Financial Officer CAI International] This Agreement is hereby accepted and agreed to as of the date hereof. [Add Purchaser Signature Blocks] Defined Terms67 As used herein, Inc. By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Chief Executive Officer Information Relating to Purchasers Principal Amount of Series 2012-A Notes Name and Address of Purchaser to be Purchased Paymentsthe following terms have the respective meanings set forth below or set forth in the Section hereof following such term:
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Samples: www.aciclaw.org
Obligation to Make Payment in Dollars. Any payment on account of an amount that is payable hereunder or under the Notes in Dollars which is made to or for the account of any holder of Notes in any other currency, whether as a result of any judgment or order or the enforcement thereof or the realization of any security or the liquidation of the Company, shall constitute a discharge of the obligation of the Company under this Agreement or the Notes only to the extent of the amount of Dollars which such holder could purchase in the foreign exchange markets in London, England, with the amount of such other currency in accordance with normal banking procedures at the rate of exchange prevailing on the London Banking Day following receipt of the payment first referred to above. If the amount of Dollars that could be so purchased is less than the amount of Dollars originally due to such holder, the Company agrees to the fullest extent permitted by law, to indemnify and save harmless such holder from and against all loss or damage arising out of or as a result of such deficiency. This indemnity shall, to the fullest extent permitted by law, constitute an obligation separate and independent from the other obligations contained in this Agreement and the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by such holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under the Notes or under any judgment or order. As used herein the term “London Banking Day” shall mean any day other than Saturday or Sunday or a day on which commercial banks are required or authorized by law to be closed in London, England. * * * * * If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among you, the Parent Guarantor between you and the Company. Very truly yours, Container Applications Limited ECOLAB INC. By /s/ Xxxx X. Xxxxxxxx Title: Vice President and Treasurer The foregoing is hereby agreed to as of the date hereof. CONNECTICUT GENERAL LIFE INSURANCE COMPANY By: CIGNA Investments, Inc. (authorized agent) /s/ Xxxxxxx Xxxxx X. Page Xxxx Name: Xxxxxxx Xxxxx X. Page Xxxx Title: Chief Financial Officer CAI InternationalManaging Director LIFE INSURANCE COMPANY OF NORTH AMERICA By: CIGNA Investments, Inc. (authorized agent) /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Managing Director TRANSAMERICA OCCIDENTAL LIFE INSURANCE COMPANY /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President THRIVENT FINANCIAL FOR LUTHERANS /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Vice President THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Its Authorized Representative ING USA ANNUITY AND LIFE INSURANCE COMPANY By: ING Investment Management LLC, as Agent /s/ Xxxxxx Xxxxxx Xxxxxxxxxxx X. Xxxxx Name: Xxxxxx Xxxxxx Xxxxxxxxxxx X. Xxxxx Title: Chief Executive Officer Senior Vice President SECURITY LIFE OF DENVER INSURANCE COMPANY By: ING Investment Management LLC, as Agent /s/ Xxxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxxx X. Xxxxx Title: Senior Vice President ING LIFE INSURANCE AND ANNUITY COMPANY By: ING Investment Management LLC, as Agent /s/ Xxxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxxx X. Xxxxx Title: Senior Vice President GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Ass’t. Vice President, Investments /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Vice President, Investments LONDON LIFE INSURANCE COMPANY /s/ B.R. Xxxxxxx Name: B.R. Xxxxxxx Title: AUTHORIZED SIGNATORY /s/ X.X. XXXXX Name: X.X. XXXXX Title: AUTHORIZED SIGNATORY Information Relating to To Purchasers Principal Amount of Series 2012-A Notes Name and Address of Purchaser Notes to be Be Purchased Payments[NAME OF PURCHASER] €
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Samples: Note Purchase Agreement (Ecolab Inc)
