FOURTH AMENDED AND RESTATED PARTICIPATION AGREEMENTParticipation Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • Florida
THIS FOURTH AND AMENDED AND RESTATED PARTICIPATION AGREEMENT, dated as of June 27, 2013 (as further amended, modified, restated or supplemented from time to time, and including the Existing Participation Agreement for the period that it was in effect, this “Agreement”), is by and among TECH DATA CORPORATION, as lessee (the “Lessee”); SUNTRUST BANK, as lessor (the “Lessor” or “SunTrust Bank”); SUNTRUST EQUITY FUNDING, LLC, as agent (in such capacity, the “Agent”, and in its individual capacity, “STEF”) for the Financing Parties; and THE BANK OF NOVA SCOTIA, as syndication agent. Capitalized terms used but not otherwise defined in this Agreement shall have the meanings set forth in Appendix A hereto.
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT amongCredit Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • Florida
THIS FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 27, 2013, is among SUNTRUST BANK (the “Borrower”), the several banks and other financial institutions from time to time parties to this Agreement (the “Lenders”), and SUNTRUST EQUITY FUNDING, LLC, a Delaware limited liability company, as Administrative Agent.
FOURTH AMENDED AND RESTATED LEASE AGREEMENTLease Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • Florida
This Fourth Amended and Restated Lease Agreement is subject to a security interest in favor of SunTrust Equity Funding, LLC, as Agent (the “Agent”) under a Fourth Amended and Restated Security Agreement dated as of June 27, 2013, among SunTrust Bank and the Agent, as further amended, modified, supplemented, restated or replaced from time to time. This Fourth Amended and Restated Lease Agreement has been executed in several counterparts. To the extent, if any, that this Fourth Amended and Restated Lease Agreement constitutes chattel paper (as such term is defined in the Uniform Commercial Code as in effect in any applicable jurisdiction), no security interest in this Fourth Amended and Restated Lease Agreement may be created through the transfer or possession of any counterpart other than the original counterpart containing the receipt therefor executed by the Agent on the signature page hereof.
WAIVER AGREEMENTWaiver Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software
THIS WAIVER AGREEMENT dated as of July 29, 2013 (this “Agreement”) is entered into among Tech Data Corporation, a Florida corporation (the “Lessee”), SunTrust Bank, a Georgia banking corporation (the “Lessor”), the Lenders party hereto, the Alternative Lessees party hereto, the Guarantors party hereto and SunTrust Equity Funding, LLC, as agent (the “Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Participation Agreement (as defined below).
FIRST AMENDMENT TO WAIVER AGREEMENTWaiver Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • Florida
THIS FIRST AMENDMENT TO WAIVER AGREEMENT dated as of July 29, 2013 (the “Agreement”) is entered into among Tech Data Corporation, a Florida corporation (the “Borrower”), the Lenders party hereto, the Guarantors party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).
AMENDMENT NUMBER 19 TO TRANSFER AND ADMINISTRATION AGREEMENTTransfer and Administration Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • New York
AMENDMENT NUMBER 19 TO TRANSFER AND ADMINISTRATION AGREEMENT, dated as of August 12, 2013 (this "Amendment"), among TECH DATA CORPORATION, a Florida corporation ("Tech Data"), as collection agent (in such capacity, the "Collection Agent"), TECH DATA FINANCE SPV, INC., a Delaware corporation, as transferor (in such capacity, the "Transferor"), LIBERTY STREET FUNDING CORP., a Delaware corporation, ("Liberty"), CHARIOT FUNDING LLC, a Delaware limited liability company, as successor by merger to Falcon Asset Securitization Company LLC ("Falcon" and collectively with Liberty, the "Class Conduits"), THE BANK OF NOVA SCOTIA, a banking corporation organized and existing under the laws of Canada, acting through its New York Agency ("Scotia Bank"), as a Liberty Bank Investor and as agent for Liberty and the Liberty Bank Investors (in such capacity, the "Liberty Agent"), JPMORGAN CHASE BANK, N.A. (successor by merger to Bank One, N.A.), a national banking association ("JPMorgan Chase"), as a Falc
FIRST AMENDMENT TO LIMITED WAIVERLimited Waiver • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • New York
THIS FIRST AMENDMENT TO LIMITED WAIVER dated as of July 29, 2013 (the “Agreement”) is entered into among TECH DATA CORPORATION, a Florida corporation (“Tech Data”), as collection agent (in such capacity, the “Collection Agent”), TECH DATA FINANCE SPV, INC., a Delaware corporation, as transferor (in such capacity, the “Transferor”), LIBERTY STREET FUNDING CORP., a Delaware corporation, as a Class Conduit and as a Class Investor, CHARIOT FUNDING LLC, a Delaware limited liability company, as successor by merger to Falcon Asset Securitization Company LLC, as a Class Conduit and as a Class Investor, THE BANK OF NOVA SCOTIA, a banking corporation organized and existing under the laws of Canada, acting through its New York Agency, as a Class Agent and as a Class Investor, JPMORGAN CHASE BANK, N.A. (successor by merger to Bank One, N.A.), a national banking association, as a Class Agent and as a Class Investor, and BANK OF AMERICA, NATIONAL ASSOCIATION, a national banking association, as a Cla
