COMMITMENT INCREASE SUPPLEMENT
Exhibit 10.1
EXECUTION VERSION
COMMITMENT INCREASE SUPPLEMENT
COMMITMENT INCREASE SUPPLEMENT, dated June 24, 2016 (this “Supplement”), to the Credit Agreement dated as of July 2, 2015 (as further amended, supplemented or otherwise modified from time to time, the “Agreement”), among Iron Mountain Information Management, LLC (the “Company”), Iron Mountain Incorporated (the “Parent”), the other Borrowers from time to time party thereto, the lenders parties thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Administrative Agent, and the other parties thereto.
W I T N E S S E T H :
WHEREAS, pursuant to Section 2.01(b) of the Agreement, the Company has the right, subject to the terms and conditions thereof, to effectuate from time to time an increase in the aggregate Revolving Commitments under the Agreement by requesting one or more Lenders to increase the amount of its Revolving Commitment;
WHEREAS, the Company has given notice to the Agent of its intention to increase the aggregate Revolving Commitments pursuant to such Section 2.01(b); and
WHEREAS, pursuant to Section 2.01(b) of the Agreement, each of the undersigned Increasing Lenders (as defined in the Agreement) now desires to increase the amount of its Revolving Commitment under the Agreement by executing and delivering to the Company and the Agent a supplement to the Agreement in substantially the form of this Supplement;
NOW THEREFORE, each of the parties hereto hereby agrees as follows:
Each of the undersigned Increasing Lenders agrees, subject to the terms and conditions of the Agreement, that on the date this Supplement is accepted by the Company and acknowledged by the Agent it shall, as applicable, have its:
(a) US$ Commitment increased by the amount set forth on Schedule I hereto under the heading “US$ Commitment Increase”, thereby making its total US$ Commitment equal to the amount set forth on Schedule I hereto under the heading “Total US$ Commitment”; and/or
(b) Multi-Currency Commitment increased by the amount set forth on Schedule I hereto under the heading “Multi-Currency Commitment Increase”, thereby making its total Multi-Currency Commitment equal to the amount set forth on Schedule I hereto under the heading “Total Multi-Currency Commitment”;
thus making the aggregate amount of its total Revolving Commitments equal to the amount set forth on Schedule I hereto under the heading “Total Revolving Commitment”.
Pursuant to Section 2.01(b), upon the effectiveness of this Supplement, Schedule I of the Agreement shall, without further action, be deemed to have been amended
appropriately to reflect the increased Revolving Commitments of the Increasing Lenders as set forth herein.
The Company hereby represents and warrants that no Default or Event of Default has occurred and is continuing on and as of the date hereof.
Terms defined in the Agreement shall have their defined meanings when used herein.
This Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.
This Supplement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same document.
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IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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JPMORGAN CHASE BANK, N.A. | ||
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By: |
/s/ Xxxx Xxxxx de Dios | |
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Name: |
Xxxx Xxxxx de Dios |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Bank of America, NA | ||
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By: |
/s/ Xxxxxx X. Xxxxx | |
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Name: |
Xxxxxx X. Xxxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Citizens Bank, N.A. | ||
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By: |
/s/ Xxxxxxxxx Xxxx | |
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Name: |
Xxxxxxxxx Xxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Credit Agricole Corporate and Investment Bank | ||
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By: |
/s/ Xxxxxx Xxx | |
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Name: |
Xxxxxx Xxx |
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Title: |
Director |
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By: |
/s/ Xxxx Xxxxxxx | |
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Name: |
Xxxx Xxxxxxx |
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Title: |
Managing Director |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Xxxxx Fargo Bank, N.A. | ||
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By: |
/s/ Xxxxx Xxxxxxx | |
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Name: |
Xxxxx Xxxxxxx |
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Title: |
Managing Director |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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XXXXXXX SACHS BANK USA | ||
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By: |
/s/ Xxxxxxx Xxxxx | |
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Name: |
Xxxxxxx Xxxxx |
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Title: |
Authorized Signatory |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Xxxxxx Xxxxxxx Senior Funding, Inc. | ||
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By: |
/s/ Xxxxxxx Xxxx | |
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Name: |
Xxxxxxx Xxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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HSBC Bank Plc | ||
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By: |
/s/ Xxxxx Xxxxxx | |
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Name: |
Xxxxx Xxxxxx |
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Title: |
Relationship Director |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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HSBC Bank USA, National Association | ||
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By: |
/s/ Xxxxxx Xxxx | |
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Name: |
Xxxxxx Xxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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Barclays Bank PLC, as Increasing Lender | ||
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By: |
/s/ Xxxxxxxxxx Xxxxxx | |
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Name: |
Xxxxxxxxxx Xxxxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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ROYAL BANK OF CANADA | ||
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By: |
/s/ Xxxxx Xxxxx | |
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Name: |
Xxxxx Xxxxx |
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Title: |
Authorized Signatory |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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PNC Bank, National Association | ||
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By: |
/s/ Xxxxxxx Xxxxxxxx | |
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Name: |
Xxxxxxx Xxxxxxxx |
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Title: |
Senior Vice President, Managing Director |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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SUNTRUST BANK | ||
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By: |
/s/ Xxxxx Xxxxxxx | |
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Name: |
Xxxxx Xxxxxxx |
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Title: |
Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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TD BANK, N.A. | ||
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By: |
/s/ Xxxx Xxxxxx | |
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Name: |
Xxxx Xxxxxx |
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Title: |
Senior Vice President |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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THE BANK OF TOKYO-MITSUBISHI UFJ, LTD | ||
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By: |
/s/ Xxxxxx Xxxxxxxxxx | |
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Name: |
Xxxxxx Xxxxxxxxxx |
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Title: |
Managing Director |
IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
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KBC Bank N.V., New York Branch | ||
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By: |
/s/ Lene E. Mosdoel | |
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Name: |
Lene E. Mosdoel |
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Title: |
Associate |
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By: |
/s/ Xxxxxx X. Xxxxx | |
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Name: |
Xxxxxx X. Xxxxx |
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Title: |
Managing Director |
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Agreed and accepted this 24th day of |
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June, 2016. |
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IRON MOUNTAIN INFORMATION MANAGEMENT, LLC |
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By: |
/s/ Xxxx X. Xxxxxxxx |
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Name: |
Xxxx X. Xxxxxxxx |
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Title: |
Senior Vice President and Treasurer |
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Acknowledged this 24th day of |
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June, 2016. |
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JPMORGAN CHASE BANK, N.A. |
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as Administrative Agent |
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By: |
/s/ Xxxx Xxxxx de Dios |
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Name: |
Xxxx Xxxxx de Dios |
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Title: |
Vice President |
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SCHEDULE I
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Lender |
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US$ Commitment |
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Total US$ |
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Multi-Currency |
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Total Multi- |
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Total Revolving |
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JPMORGAN CHASE BANK, N.A. |
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$ |
5,000,000.00 |
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$ |
14,790,357.00 |
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$ |
15,000,000.00 |
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$ |
89,144,954.00 |
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$ |
127,142,858.00 |
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BANK OF AMERICA, N.A. |
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5,000,000.00 |
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17,473,795.00 |
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15,000,000.00 |
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95,518,119.00 |
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127,142,858.00 |
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BARCLAYS BANK PLC |
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5,000,000.00 |
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17,473,795.00 |
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15,000,000.00 |
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95,518,119.00 |
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127,142,858.00 |
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CITIZENS BANK, N.A. |
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5,000,000.00 |
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17,473,795.00 |
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15,000,000.00 |
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95,518,119.00 |
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127,142,858.00 |
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CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK |
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5,000,000.00 |
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17,473,795.00 |
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15,000,000.00 |
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95,518,119.00 |
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127,142,858.00 |
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XXXXX FARGO BANK, N.A. |
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5,000,000.00 |
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17,473,795.00 |
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15,000,000.00 |
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95,518,119.00 |
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127,142,858.00 |
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XXXXXXX SACHS BANK USA |
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20,000,000.00 |
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127,142,857.00 |
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0.00 |
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0.00 |
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127,142,858.00 |
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XXXXXX XXXXXXX SENIOR FUNDING, INC. |
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20,000,000.00 |
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127,142,857.00 |
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0.00 |
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0.00 |
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127,142,858.00 |
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ROYAL BANK OF CANADA |
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3,000,000.00 |
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12,979,035.00 |
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9,000,000.00 |
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73,414,496.00 |
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97,714,286.00 |
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PNC BANK, NATIONAL ASSOCIATION |
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3,000,000.00 |
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10,983,228.00 |
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9,000,000.00 |
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60,531,597.00 |
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80,571,428.00 |
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SUNTRUST BANK |
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3,000,000.00 |
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10,983,228.00 |
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9,000,000.00 |
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60,531,597.00 |
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80,571,428.00 |
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TD BANK, N.A. |
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3,000,000.00 |
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10,983,228.00 |
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9,000,000.00 |
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60,531,597.00 |
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80,571,428.00 |
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THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. |
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3,000,000.00 |
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13,666,666.00 |
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9,000,000.00 |
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66,904,762.00 |
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80,571,428.00 |
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HSBC BANK USA, N.A. |
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3,666,800.00 |
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19,892,549.00 |
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11,000,400.00 |
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49,536,555.00 |
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69,429,104.00 |
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HSBC BANK PLC |
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1,333,200.00 |
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9,446,074.00 |
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3,999,600.00 |
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23,267,677.00 |
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32,713,751.00 |
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KBC BANK N.V., NEW YORK BRANCH |
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10,000,000.00 |
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22,857,143.00 |
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0.00 |
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0.00 |
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22,857,143.00 |
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