RECEIVABLES SALE AGREEMENT Dated as of June 9, 2011 AMONG SMITHFIELD FOODS, INC., SFFC, INC., FARMLAND FOODS, INC., THE SMITHFIELD PACKING COMPANY, INCORPORATED, PATRICK CUDAHY, LLC, PREMIUM PET HEALTH, LLC JOHN MORRELL & CO., SMITHFIELD GLOBAL...Receivables Sale Agreement • June 16th, 2011 • Smithfield Foods Inc • Meat packing plants • New York
THIS RECEIVABLES SALE AGREEMENT, dated as of June 9, 2011, is by and among Smithfield Foods, Inc., a Virginia corporation (“Smithfield”), SFFC, Inc., a Delaware corporation (“SFFC”), each of Farmland Foods, Inc., a Delaware corporation, The Smithfield Packing Company, Incorporated, a Delaware corporation, Premium Pet Health, LLC, a Delaware limited liability company, Patrick Cudahy, LLC, a Delaware limited liability company, John Morrell & Co., a Delaware corporation, Smithfield Global Products, Inc., a Delaware corporation, and Armour-Eckrich Meats LLC, a Delaware limited liability company and such other Originators that may become party to this Agreement with the consent of the Administrative Agent (each, unless excluded from this Agreement as an Excluded Originator in accordance herewith, an “Originator”), and Smithfield Receivables Funding LLC, a Delaware limited liability company (“Buyer”).
CREDIT AND SECURITY AGREEMENT DATED AS OF JUNE 9, 2011 AMONG SMITHFIELD RECEIVABLES FUNDING LLC, AS BORROWER, SMITHFIELD FOODS, INC., AS SERVICER, AND COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., "RABOBANK NEDERLAND", NEW YORK BRANCH, AS...Assignment Agreement • June 16th, 2011 • Smithfield Foods Inc • Meat packing plants • New York
THIS CREDIT AND SECURITY AGREEMENT, dated as of June 9, 2011 is entered into by and among Smithfield Receivables Funding LLC, a Delaware limited liability company (“Borrower”), Smithfield Foods, Inc., a Virginia corporation (“Smithfield”), as initial servicer (the “Servicer” together with Borrower, the “Loan Parties” and each, a “Loan Party”), Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, New York Branch (“Rabobank”), in its capacity as administrative agent for the Lenders hereunder or any successor administrative agent hereunder (the “Administrative Agent” collectively with the Administrative Agent and Co-Agents, the “Agents”) and in its capacity as letter of credit issuer hereunder or any successor letter of credit issuer hereunder (the “Letter of Credit Issuer”), and the Lenders and the Co-Agents from time to time party hereto.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as ofCredit Agreement • June 16th, 2011 • Smithfield Foods Inc • Meat packing plants • New York
Exhibit A -- Form of Assignment and Assumption Exhibit B -- Form of Borrowing Base Certificate Exhibit C -- Form of Compliance Certificate Exhibit D -- Joinder Agreement Exhibit E -- Form of Borrowing Request Exhibit F -- Form of Interest Election Request
ContractPledge and Security Agreement • June 16th, 2011 • Smithfield Foods Inc • Meat packing plants • New York
This Second Amended and Restated Pledge and Security Agreement is subject to the terms and provisions of that certain Amended and Restated Intercreditor Agreement, dated as of June 9, 2011 (as such agreement may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the "Intercreditor Agreement"), among Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., "Rabobank Nederland", New York Branch, as administrative agent for the ABL Secured Parties referred to therein, U.S. Bank National Association, as collateral agent for the Term Debt Secured Parties referred to therein, Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., "Rabobank Nederland", New York Branch, as administrative agent under the terms of the Credit and Security Agreement referred to therein, Smithfield Receivables Funding, LLC, Smithfield Foods, Inc. and the other Grantors (as defined below).
FIRST AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • June 16th, 2011 • Smithfield Foods Inc • Meat packing plants • New York
THIS FIRST AMENDMENT TO TERM LOAN AGREEMENT (the "Amendment"), dated as of June 9, 2011, is among SMITHFIELD FOODS, INC., a Virginia corporation (the "Borrower"), the subsidiary guarantors party hereto, each of the lenders that is a party hereto (individually, a "Lender" and, collectively, the "Lenders"), and COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A. "RABOBANK Nederland", NEW YORK BRANCH (in its capacity as administrative agent for the Lenders hereunder, together with its successors in such capacity, the "Administrative Agent").
