ON THE LETTERHEAD OF ABN AMRO BANK N.V.]UTi WORLDWIDE INC • April 14th, 2008 • Arrangement of transportation of freight & cargo
To: UTi Worldwide Inc. (IBC number 141257) (the Company) for itself and as agent for each of the other Obligors party to the Agreement (as defined below)
ON THE LETTERHEAD OF ABN AMRO BANK N.V.]UTi WORLDWIDE INC • April 14th, 2008 • Arrangement of transportation of freight & cargo
To: UTI Worldwide Inc. (IBC number 141257) (the Company) for itself and as agent for each of the other Obligors party to the Agreement (as defined below)
To: UTI Worldwide Inc. (IBC number 141257) (the Company) for itself and as agent for each of the other Obligors party to the Agreement (as defined below) For the attention of: Lawrence R Samuels With a copy to: Stephen D. Cooke Paul Hastings Janofsky...UTi WORLDWIDE INC • April 14th, 2008 • Arrangement of transportation of freight & cargo
US$250,000,000 credit agreement (the Agreement) dated 13 July 2006 between (among others) the Company and ABN AMRO Bank N.V. as coordinating facility agent, global facility agent and global issuing bank
To: UTi Worldwide Inc. (IBC number 141257) (the Company) for itself and as agent for each of the other Obligors party to the Agreement (as defined below) For the attention of: Lawrence R. Samuels With a copy to: Stephen D. Cooke Paul Hastings Janofsky...UTi WORLDWIDE INC • April 14th, 2008 • Arrangement of transportation of freight & cargo
US$250,000,000 credit agreement (the Agreement) dated 13 July 2006 and as amended on 11 October 2006 and 7 December 2007 between (among others) the Company and ABN AMRO Bank N.V. as coordinating facility agent, global facility agent and global issuing bank
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • April 14th, 2008 • UTi WORLDWIDE INC • Arrangement of transportation of freight & cargo • California
THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”) is effective as of the [___] day of [___], 200[_], between [UTi, Services, Inc., a California corporation] (the “Company”), and [___] (“Employee”).
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 14th, 2008 • UTi WORLDWIDE INC • Arrangement of transportation of freight & cargo • California
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of the 31st day of December, 2007, between UTi Services, Inc., a California corporation (the “Company”), and Roger I. MacFarlane (“Executive”). This Agreement amends and restates in all respects the Amended and Restated Employment Agreement dated as of March 19, 2007 between the Company and Executive (the “Prior Agreement”).
Second Amendment Agreement to Re: Note Purchase Agreement Dated as of July 13, 2006 of UTi Worldwide Inc.Second Amendment Agreement • April 14th, 2008 • UTi WORLDWIDE INC • Arrangement of transportation of freight & cargo • New York
Reference is made to the Note Purchase Agreement dated as of July 13, 2006 among UTi Worldwide Inc., an international business company incorporated under the laws of the British Virgin Islands with IBC No. 141257 (the “Company”), each of the Subsidiary Guarantors party thereto, and the Purchasers named in Schedule A thereto, as amended pursuant to that First Amendment Agreement dated as of October 11, 2006 (as so amended, the “Existing Note Purchase Agreement”), pursuant to which U.S.$200,000,000 aggregate principal amount of its 6.31% Senior Unsecured Guaranteed Notes due July 13, 2011 (the “Notes”) were issued and are currently outstanding. The Existing Note Purchase Agreement, as amended hereby, is referred to as the “Note Purchase Agreement.”
FIRST AMENDMENT AGREEMENT TO Re: Note Purchase Agreement Dated as of July 13, 2006First Amendment Agreement • April 14th, 2008 • UTi WORLDWIDE INC • Arrangement of transportation of freight & cargo • New York
Reference is made to the Note Purchase Agreement dated as of July 13, 2006 among UTi Worldwide Inc., an international business company incorporated under the laws of the British Virgin Islands with IBC No. 141257 (the “Company”), each of the Subsidiary Guarantors party thereto, and the Purchasers named in Schedule A thereto (the “Existing Note Purchase Agreement”), pursuant to which U.S.$200,000,000 aggregate principal amount of its 6.31% Senior Unsecured Guaranteed Notes due July 13, 2011 (the “Notes”) were issued and are currently outstanding. The Existing Note Purchase Agreement, as amended hereby, is referred to as the “Note Purchase Agreement.”
