SECURITY AGREEMENTSecurity Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of December 12, 2008 by and among PHOTRONICS, INC., a Connecticut corporation (the “Company”), the Subsidiaries of the Company listed on the signature pages hereto (together with the Company, the “Initial Grantors,” and together with any additional Subsidiaries, whether now existing or hereafter formed or acquired which become parties to this Security Agreement from time to time by executing a Supplement hereto in substantially the form of Annex I, the “Grantors”), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as contractual representative (the “Collateral Agent”) for itself and for the Holders of Secured Obligations (as defined in the Credit Agreement identified below). Capitalized terms used herein (including, without limitation, Article I hereof) and not otherwise defined he
WARRANT AGREEMENT dated as of May 15, 2009 by and among PHOTRONICS, INC. and THE PURCHASERS NAMED HEREINWarrant Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS WARRANT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 15, 2009, by and among Photronics, Inc., a Connecticut corporation (the “Company”), the Purchasers listed on the signature pages hereto (the “Purchasers”) and each Person executing a Joinder Agreement as contemplated by Section 11(j).
AMENDMENT NO. 1 Dated as of May 15, 2009 to SECOND AMENDED AND RESTATED GUARANTEE AGREEMENT Dated as of March 23, 2009Guarantee Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 1 (the Amendment) is made as of May 15, 2009 by and between Photronics, Inc. (the Guarantor) and JPMorgan Chase Bank (China) Company Limited, Shanghai Branch, as Administrative Agent (for and on behalf of itself and the Majority Lenders under the Restated Credit Agreement) (the Administrative Agent), under that certain Second Amended and Restated Guarantee Agreement dated as of March 23, 2009 by and between the Guarantor and the Administrative Agent (for and on behalf of itself and the other Finance Parties from time to time party to the Restated Credit Agreement) (the Guarantee Agreement). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Guarantee Agreement.
REGISTRATION RIGHTS AGREEMENT Dated as of May 15, 2009 among PHOTRONICS, INC. and THE HOLDERS NAMED HEREINRegistration Rights Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS REGISTRATION RIGHTS AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is made as of May 15, 2009 by and among Photronics, Inc., a Connecticut corporation (the “Company”), the purchaser parties listed on Annex A hereto (the “Purchasers”), and each other Person made party to this Agreement in accordance with the terms hereof (together with the Purchasers, the “Holders”).
AMENDMENT NO. 6 Dated as of June 8, 2009 to CREDIT AGREEMENT Dated as of June 6, 2007Credit Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 6 (“Amendment”) is made as of June 8, 2009 by and among Photronics, Inc. (the “Company”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”), under that certain Credit Agreement dated as of June 6, 2007 by and among the Company, the Lenders and the Administrative Agent (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, that certain Amendment No. 2 thereto, dated as of October 31, 2008, that certain Amendment No. 3 thereto, dated as of December 3, 2008, that certain Amendment No. 4 thereto, dated as of December 12, 2008, and that certain Amendment No. 5 thereto, dated as of May 15, 2009, and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise d
AMENDMENT NO. 5 Dated as of May 15, 2009 to CREDIT AGREEMENT Dated as of June 6, 2007Credit Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 5 (“Amendment”) is made as of May 15, 2009 by and among Photronics, Inc. (the “Company”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”), under that certain Credit Agreement dated as of June 6, 2007 by and among the Company, the Lenders, the Administrative Agent and the Collateral Agent (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, that certain Amendment No. 2 thereto, dated as of October 31, 2008, that certain Amendment No. 3 thereto, dated as of December 3, 2008 and that certain Amendment No. 4 thereto, dated as of December 12, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective mea
LOAN AGREEMENT dated as of June 8, 2009 among PHOTRONICS, INC. The Lenders Party Hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Administrative Agent and Collateral Agent _______________________________ J.P. MORGAN SECURITIES INC., as Sole...Loan Agreement • June 11th, 2009 • Photronics Inc • Semiconductors & related devices • New York
LOAN AGREEMENT dated as of June 8, 2009 among PHOTRONICS, INC., the LENDERS from time to time party hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent.
