CREDIT AGREEMENT Dated as of July 15, 2014 among CIENA CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and The Other Lenders Party Hereto BANK OF AMERICA, N.A. and DEUTSCHE BANK SECURITIES INC., as Joint Lead Arrangers...Credit Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 15, 2014, among CIENA CORPORATION, a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
AMENDED AND RESTATED SECURITY AGREEMENT, dated as of August 13, 2012 and amended and restated as of July 15, 2014, made by each of the undersigned assignors (each, an “Assignor” and, together with any other entity that becomes an assignor hereunder pursuant to Section 8.12 hereof, the “Assignors”) in favor of DEUTSCHE BANK AG NEW YORK BRANCH (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, “DBNY”), as collateral agent (together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Secured Creditors (as defined below). Certain capitalized terms as used herein are defined in Article VII hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
AMENDED AND RESTATED PLEDGE AGREEMENT, dated as of August 13, 2012 and amended and restated as of July 15, 2014, (as the same may be further amended, restated, modified and/or supplemented from time to time, this “Agreement”), among each of the undersigned pledgors (each, a “Pledgor” and, together with any other entity that becomes a pledgor hereunder pursuant to Section 32 hereof, the “Pledgors”) and DEUTSCHE BANK AG NEW YORK BRANCH (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, “DBNY”), as collateral agent (in such capacity, together with any successor collateral agent, the “Pledgee”), for the benefit of the Secured Creditors (as defined below). Certain capitalized terms as used herein are defined in Section 2 hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
AMENDED AND RESTATED CANADIAN SECURITY AGREEMENTCanadian Security Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • Ontario
AMENDED AND RESTATED CANADIAN SECURITY AGREEMENT, dated as of August 13, 2012 and amended and restated as of July 15, 2014, made by Ciena Canada, Inc. (an “Assignor” and, together with any other entity that becomes an assignor hereunder pursuant to Section 8.12 hereof, the “Assignors”) in favor of DEUTSCHE BANK AG NEW YORK BRANCH (in its individual capacity, and any successor corporation thereto by merger, consolidation or otherwise, “DBNY”), as collateral agent (together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Secured Creditors (as defined below). Certain capitalized terms as used herein are defined in Article 7 hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
TERM LOAN PLEDGE AGREEMENTTerm Loan Pledge Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
TERM LOAN PLEDGE AGREEMENT, dated as of July 15, 2014 (as the same may be amended, restated, modified and/or supplemented from time to time, this “Agreement”), among each of the undersigned pledgors (each, a “Pledgor” and, together with any other entity that becomes a pledgor hereunder pursuant to Section 32 hereof, the “Pledgors”) and BANK OF AMERICA, N.A., as collateral agent (in such capacity, together with any successor collateral agent, the “Pledgee”), for the benefit of the Secured Parties (as defined below). Certain capitalized terms as used herein are defined in Section 2 hereof.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”) is entered into as of July 15, 2014, by and among Ciena Corporation, a Delaware corporation (the “Company”), Ciena Communications, Inc., a Delaware corporation (“CCI”), Ciena Government Solutions, Inc., a Delaware corporation (“CGSI” and, together with the Company and CCI, collectively, the “U.S. Borrowers”), Ciena Canada, Inc., a corporation incorporated under the laws of Canada (the “Canadian Borrower” and, together with the U.S. Borrowers, collectively, the “Borrowers”), Deutsche Bank AG New York Branch, as administrative agent and collateral agent (in such capacities, the “Administrative Agent” and the “Collateral Agent”, respectively) and the Lenders (as defined in the Credit Agreement referred to below) party hereto. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Credit Agreement referred to below.
TERM LOAN SECURITY AGREEMENTTerm Loan Security Agreement • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
TERM LOAN SECURITY AGREEMENT, dated as of July 15, 2014, made by each of the undersigned grantors (each, a “Grantor” and, together with any other entity that becomes a grantor hereunder pursuant to Section 8.12 hereof, the “Grantors”) in favor of BANK OF AMERICA, N.A., as collateral agent (in such capacity, together with any successor collateral agent, the “Collateral Agent”), for the benefit of the Secured Parties (as defined below). Certain capitalized terms as used herein are defined in Article VII hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
GUARANTYGuaranty • September 9th, 2014 • Ciena Corp • Telephone & telegraph apparatus • New York
GUARANTY (as amended, modified, restated and/or supplemented from time to time, this “Guaranty”), dated as of July 15, 2014, made by and among each of the undersigned guarantors (each, a “Guarantor” and, together with any other entity that becomes a guarantor hereunder pursuant to Section 23 hereof, collectively, the “Guarantors”) in favor of Bank of America, N.A., as administrative agent (together with any successor administrative agent, the “Administrative Agent”), for the benefit of the Secured Parties (as defined below). Certain capitalized terms as used herein are defined in Section 1 hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
