CREDIT AGREEMENT dated as of July 22, 2004 (as amended through Amendment No. 1 and Consent dated as of April 30, 2009) among BORGWARNER INC., as Borrower The Lenders Party Hereto BANK OF AMERICA, Administrative Agent DEUTSCHE BANK SECURITIES INC. and...Credit Agreement • April 30th, 2009 • Borgwarner Inc • Motor vehicle parts & accessories • New York
CREDIT AGREEMENT, dated as of July 22, 2004, among BORGWARNER INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions from time to time parties hereto (the “Lenders”), Morgan Stanley Bank, N.A. and KeyBank National Association, as documentation agents (in such capacity, the “Documentation Agents”), Deutsche Bank Securities Inc. and Citibank, N.A., as co-syndication agents (in such capacity, the “Syndication Agents”) and BANK OF AMERICA, N.A., as administrative agent for the Lenders.
GUARANTYGuaranty • April 30th, 2009 • Borgwarner Inc • Motor vehicle parts & accessories • New York
THIS GUARANTY (this “Guaranty”), dated as of April 30, 2009, is made by EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A GUARANTY JOINDER AGREEMENT (each a “Guarantor” and collectively the “Guarantors”) to BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for each of the lenders (the “Lenders” now or hereafter party to the Credit Agreement defined below). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
AMENDMENT NO. 1 AND CONSENT AGREEMENTAmendment No. 1 and Consent Agreement • April 30th, 2009 • Borgwarner Inc • Motor vehicle parts & accessories
This Amendment No. 1 and Consent Agreement (this “Agreement”) dated as of April 30, 2009 is entered into by and among BORGWARNER INC., a Delaware corporation (the “Borrower”), the Guarantors (as defined in the Credit Agreement (defined below)), the Lenders (as defined in the Credit Agreement (defined below)) identified on the signature pages hereto, JPMORGAN CHASE BANK, as the administrative agent under the Credit Agreement prior to giving effect to this Agreement (in such capacity, the “Existing Administrative Agent”), and BANK OF AMERICA, N.A. (“Bank of America”), as the administrative agent under the Credit Agreement after giving effect to this Agreement (in such capacity, the “Replacement Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.
Fifth Amendment Dated as of April 24, 2009 to Second Amended and Restated Receivables Loan AgreementReceivables Loan Agreement • April 30th, 2009 • Borgwarner Inc • Motor vehicle parts & accessories • Illinois
This Fifth Amendment (the “Amendment”), dated as of April 24, 2009, is entered into among BWA Receivables Corporation (the “Borrower”), BorgWarner Inc. (“BWI” and in its capacity as Collection Agent, the “Collection Agent”), Windmill Funding Corporation, a Delaware corporation (“Windmill”), the Bank listed on the signature page hereof (the “Bank”) and The Royal Bank of Scotland plc, (successor to ABN AMRO Bank N.V.), as agent for Windmill, and the Bank (the “Agent”).
