SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 29, 2005 among WESCO DISTRIBUTION, INC., WESCO EQUITY CORPORATION, HERNING ENTERPRISES, INC. and WESCO NEVADA, LTD., as US Borrowers, WESCO DISTRIBUTION CANADA LP and any other...Credit Agreement • October 4th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of September ___, 2005 among WESCO Distribution, Inc., a Delaware corporation (“WESCO Distribution”), WESCO Equity Corporation, a Delaware corporation (“WESCO Equity”), Herning Enterprises, Inc., a Delaware corporation (“Herning”) and WESCO Nevada, Ltd., a Nevada corporation (“WESCO Nevada”) (WESCO Distribution, WESCO Equity, Herning and WESCO Nevada are sometimes collectively referred to herein as the “US Borrowers” and individually as a “US Borrower”); WESCO Distribution Canada LP, an Ontario limited partnership (“WESCO DC LP”) (WESCO DC LP and any other Canadian Borrowers from time to time party hereto are sometimes collectively referred to herein as the “Canadian Borrowers” and individually as a “Canadian Borrower”, and the US Borrowers and Canadian Borrowers are referred to herein, individually, as a “Borrower” and collectively, as “Borrowers”); the other Credit Parties signatory hereto; GENERAL ELECTRI
AGREEMENT AND PLAN OF MERGER BY AND AMONG CARLTON-BATES COMPANY AND THE SIGNIFICANT SHAREHOLDERS LISTED ON THE SIGNATURE PAGES HEREOF AND THE COMPANY REPRESENTATIVE AND WESCO DISTRIBUTION, INC. AND C-B WESCO, INC. AUGUST 16, 2005Agreement and Plan of Merger • October 4th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • Arkansas
THIS AGREEMENT AND PLAN OF MERGER is made as of August 16, 2005, by and among WESCO DISTRIBUTION, INC., a Delaware corporation (“Parent”), C-B WESCO, INC., a Delaware corporation (“Merger Sub”), and CARLTON-BATES COMPANY, an Arkansas corporation (the “Company”), the Company Representative (as defined herein) and the shareholders and/or optionholders of the Company listed on the signature pages hereof (the “Significant Shareholders”). The Company and Merger Sub sometimes are referred to collectively herein as the “Constituent Corporations.”
SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • October 4th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
THIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (this “Amendment”) dated as of October 4, 2005, is entered into among WESCO RECEIVABLES CORP. (the “Seller”), WESCO DISTRIBUTION, INC. (the “Servicer”), the Purchasers (each, a “Purchaser”) and Purchaser Agents (each, a “Purchaser Agent”) party hereto, and WACHOVIA CAPITAL MARKETS, LLC (as successor to Wachovia Securities, Inc.), as Administrator (the “Administrator”).
