AMENDMENT NO. 2 TO CREDIT AGREEMENT
Exhibit 10.1
AMENDMENT NO. 2 TO CREDIT AGREEMENT
AMENDMENT dated as of September 29, 2006 to the Credit Agreement dated as of March 31, 2004 (as heretofore amended, the “Credit Agreement”) among ARAMARK SERVICES, INC., ARAMARK UNIFORM & CAREER APPAREL GROUP, INC., and ARAMARK CANADA LTD. (the “Borrowers”), ARAMARK CORPORATION (the “Parent Guarantor”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A. (as “General Administrative Agent”), and JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, (as “Canadian Administrative Agent”).
The parties hereto agree as follows:
SECTION 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein that is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to “hereof”, “hereunder”, “herein” and “hereby” and each other similar reference and each reference to “this Agreement” and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby.
SECTION 2. Amendment. The figure “$150,000,000” appearing in the last sentence of Section 2.04(b) is changed to “$300,000,000”.
SECTION 3. Representations of Obligors. Each Obligor listed on the signature pages hereof represents and warrants that (i) the representations and warranties of such Obligor set forth in Article 6 of the Credit Agreement are true in all material respects on and as of the date hereof and (ii) no Default has occurred and is continuing on the date hereof.
SECTION 4. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.
SECTION 5. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, and all of which taken together shall constitute a single agreement, with the same effect as if the signatures thereto and hereto were upon the same instrument.
SECTION 6. Effectiveness. This Amendment shall become effective as of the date hereof upon receipt by the General Administrative Agent of a counterpart hereof signed by the Parent Guarantor, each U.S. Borrower and U.S. Lenders having a majority in amount of the U.S. Commitments, or facsimile or other written confirmation (in form satisfactory to the General Administrative Agent) that such party has signed a counterpart hereof.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.
| ARAMARK SERVICES, INC. | ||
| By: | /s/ L. Xxxxxxxxx Xxxxxxxxxx | |
| Name: | L. Xxxxxxxxx Xxxxxxxxxx | |
| Title: | Executive Vice President and Chief Financial Officer | |
| ARAMARK UNIFORM & CAREER APPAREL GROUP, INC. | ||
| By: | /s/ Xxxx Xxxxxx | |
| Name: | Xxxx Xxxxxx | |
| Title: | Vice President | |
| ARAMARK CANADA, LTD. | ||
| By: | /s/ L. Xxxxxxxxx Xxxxxxxxxx | |
| Name: | L. Xxxxxxxxx Xxxxxxxxxx | |
| Title: | President and Chief Operating Officer | |
| ARAMARK CORPORATION | ||
| By: | /s/ L. Xxxxxxxxx Xxxxxxxxxx | |
| Name: | L. Xxxxxxxxx Xxxxxxxxxx | |
| Title: | Executive Vice President and Chief Financial Officer | |
| JPMORGAN CHASE BANK, N.A., as General Administrative Agent and U.S. Lender | ||
| By: | /s/ Xxxxxxx X. Xxxxx | |
| Name: | Xxxxxxx X. Xxxxx | |
| Title: | Vice President | |
| BANK OF AMERICA, N.A. | ||
| By: | /s/ Xxxxx Xxxxxxxx Xxxxxxxxxxx | |
| Name: | Xxxxx Xxxxxxxx Xxxxxxxxxxx | |
| Title: | Principal | |
| CITIBANK, N.A. | ||
| By: | /s/ Xxxxx Xxxxxxx | |
| Name: | Xxxxx Xxxxxxx | |
| Title: | Managing Director | |
| SUMITOMO MITSUI BANKING CORPORATION | ||
| By: | /s/ Xxxxxxx Xxxxx | |
| Name: | Xxxxxxx Xxxxx | |
| Title: | Joint General Manager | |
| WACHOVIA BANK, N.A. | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Vice President | |
| CALYON New York Branch | ||
| By: | /s/ Xxxxx Xxxxx | |
| Name: | Xxxxx Xxxxx | |
| Title: | Managing Director | |
| By: | /s/ Xxxxxx Xxxxx | |
| Name: | Xxxxxx Xxxxx | |
| Title: | Managing Director |
| PNC BANK, NATIONAL ASSOCIATION | ||
| By: | /s/ Xxxxxx X. Xxxxxx | |
| Name: | Xxxxxx X. Xxxxxx | |
| Title: | Senior Vice President | |
| COOPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. “RABOBANK INTERNATIONAL”, NEW YORK BRANCH | ||
| By: | /s/ Xxxxxxxx X. Xxx | |
| Name: | Xxxxxxxx X. Xxx | |
| Title: | Executive Director | |
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Executive Director | |
| BANK OF TOKYO-MITSUBISHI TRUST COMPANY | ||
| By: | /s/ Xxxxxxxxx Xxxxxxxx | |
| Name: | Xxxxxxxxx Xxxxxxxx | |
| Title: | Vice President | |
| BARCLAYS BANK PLC | ||
| By: | /s/ Xxxxxxxx Xxxx | |
| Name: | Xxxxxxxx Xxxx | |
| Title: | Director | |
| THE BANK OF NEW YORK | ||
| By: | /s/ Xxxxx Xxxxxxxx | |
| Name: | Xxxxx Xxxxxxxx | |
| Title: | Vice President | |
| THE ROYAL BANK OF SCOTLAND plc | ||
| By: | /s/ Xxxxxxxx Xxxxxxxxx | |
| Name: | Xxxxxxxx Xxxxxxxxx | |
| Title: | Managing Director | |
| NATIONAL CITY BANK | ||
| By: | /s/ Xxxx Xxxxx Xxxxxx | |
| Name: | Xxxx Xxxxx Xxxxxx | |
| Title: | Senior Vice President | |
| THE BANK OF NOVA SCOTIA | ||
| By: | /s/ | |
| Name: | ||
| Title: | ||
| COMERICA BANK | ||
| By: | /s/ Xxxxxxx X. Xxxxxxx | |
| Name: | Xxxxxxx X. Xxxxxxx | |
| Title: | Vice President | |
| DEUTSCHE BANK AG NEW YORK BRANCH | ||
| By: | /s/ Xxxxxxxxx X. Xxxxx | |
| Name: | Xxxxxxxxx X. Xxxxx | |
| Title: | Managing Director | |
| By: | /s/ Xxxx X. Xxx | |
| Name: | Xxxx X. Xxx | |
| Title: | Vice President | |
| MELLON BANK, N.A. | ||
| By: | /s/ Xxxxxx X. Xxxx | |
| Name: | Xxxxxx X. Xxxx | |
| Title: | First Vice President | |
| XXXXXXX STREET CREDIT CORPORATION | ||
| By: | /s/ Xxxx Xxxxxx | |
| Name: | Xxxx Xxxxxx | |
| Title: | Assistant Vice President | |
