CREDIT AGREEMENT Dated as of May 23, 2011 Among WRIGHT EXPRESS CORPORATION and CERTAIN SUBSIDIARIES as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto MERRILL LYNCH,...Credit Agreement • May 26th, 2011 • Wright Express CORP • Services-business services, nec • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of May 23, 2011 among WRIGHT EXPRESS CORPORATION, a Delaware corporation (the “Company”), the Designated Borrowers (as defined herein and, together with the Company, collectively the “Borrowers” and, each a “Borrower”), the Specified Designated Borrower (as defined herein), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (“MLPFS”), RBS CITIZENS, NATIONAL ASSOCIATION, SUNTRUST ROBINSON HUMPHREY, INC. and WELLS FARGO SECURITIES, LLC, as joint lead arrangers and joint book managers (collectively, the “Joint Lead Arrangers”), and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, RBS CITIZENS, NATIONAL ASSOCIATION, SUNTRUST ROBINSON HUMPHREY, INC. and WELLS FARGO BANK, N.A., as co-syndication agents (collectively, the “Syndication Agents”).
GUARANTYGuaranty • May 26th, 2011 • Wright Express CORP • Services-business services, nec • New York
THIS GUARANTY (this “Guaranty”), dated as of May 23, 2011, is between WRIGHT EXPRESS CORPORATION, a Delaware corporation (the “Company”), and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as defined in the Credit Agreement referred to below).
PLEDGE AGREEMENT dated as of May 23, 2011 by and among WRIGHT EXPRESS CORPORATION and CERTAIN DOMESTIC SUBSIDIARIES as Pledgors and BANK OF AMERICA, N.A., as Administrative AgentPledge Agreement • May 26th, 2011 • Wright Express CORP • Services-business services, nec • New York
This PLEDGE AGREEMENT, dated as of May 23, 2011 (as in effect from time to time, this “Agreement”), made by WRIGHT EXPRESS CORPORATION, a Delaware corporation (the “Company”), each of the Domestic Subsidiary Guarantors now or hereafter a party hereto (collectively, together with the Company, the “Pledgors” and each individually, a “Pledgor”) in favor of BANK OF AMERICA, N.A., as administrative agent for the Lenders (as defined in the Credit Agreement referred to below) (in such capacity, the “Administrative Agent”):
DOMESTIC SUBSIDIARY GUARANTYDomestic Subsidiary Guaranty • May 26th, 2011 • Wright Express CORP • Services-business services, nec • New York
THIS DOMESTIC SUBSIDIARY GUARANTY (this “Guaranty”), dated as of May 23, 2011, is among WRIGHT EXPRESS CORPORATION, a Delaware corporation (the “Company”), each of the Subsidiary Guarantors party hereto (each, an “Initial Subsidiary Guarantor”), any other Person (as defined in the Credit Agreement referred to below) which may become a Subsidiary Guarantor hereunder pursuant to a duly executed joinder agreement in the form attached as Exhibit A hereto (each an “Additional Subsidiary Guarantor”; each Initial Subsidiary Guarantor or Additional Subsidiary Guarantor is referred to herein as a “Subsidiary Guarantor”, and they are referred to collectively as the “Subsidiary Guarantors”) and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as defined in the Credit Agreement referred to below).
