0000790703-14-000021 Sample Contracts

SECOND WAIVER AGREEMENT AND AMENDMENT
Second Waiver Agreement and Amendment • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software

THIS SECOND WAIVER AGREEMENT AND AMENDMENT dated as of October 16, 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).

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SECOND AMENDMENT TO WAIVER AGREEMENT
Waiver Agreement • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • Florida

THIS SECOND AMENDMENT TO WAIVER AGREEMENT dated as of October 16, 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).

SECOND AMENDMENT TO LIMITED WAIVER
Limited Waiver • February 25th, 2014 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • New York

THIS SECOND AMENDMENT TO LIMITED WAIVER dated as of October 16, 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

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