COOPER TIRE & RUBBER COMPANY and MAX-TRAC TIRE CO., INC., as Borrowers LOAN AND SECURITY AGREEMENT Dated as of November 9, 2007 CERTAIN FINANCIAL INSTITUTIONS, as Lenders, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent PNC BANK,...Loan and Security Agreement • November 16th, 2007 • Cooper Tire & Rubber Co • Tires & inner tubes • New York
THIS LOAN AND SECURITY AGREEMENT is dated as of November 9, 2007, among COOPER TIRE & RUBBER COMPANY, a Delaware corporation (“Cooper”), MAX-TRAC TIRE CO., INC., an Ohio corporation (“Max-Trac” and together with Cooper, collectively, “Borrowers”), the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), BANK OF AMERICA, N.A., a national banking association, as administrative agent (in such capacity, “Administrative Agent”) for the Lenders and collateral agent (in such capacity, “Collateral Agent”) for the Lenders and other Secured Parties, PNC Bank, National Association, a national banking association, as syndication agent (“Syndication Agent”), Banc of America Securities LLC and PNC Capital Markets LLC, as joint book managers (in such capacity, “Joint Book Managers”) and joint lead arrangers (in such capacity, “Joint Lead Arrangers”).
PLEDGE AGREEMENTPledge Agreement • November 16th, 2007 • Cooper Tire & Rubber Co • Tires & inner tubes • Illinois
This PLEDGE AGREEMENT, dated as of November 9, 2007 (together with all amendments, if any, from time to time hereto, this “Agreement”) by and among COOPER TIRE & RUBBER COMPANY, a Delaware corporation (“Pledgor”) and BANK OF AMERICA, N.A. in its capacity as Agent for Lenders (“Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • November 16th, 2007 • Cooper Tire & Rubber Co • Tires & inner tubes
INTERCREDITOR AGREEMENT, dated as of November 9, 2007 (as modified, amended, restated or supplemented from time to time, this “Agreement”), by and among PNC BANK, NATIONAL ASSOCIATION, in its capacity as Administrator under the Receivables Purchase Agreement (as hereinafter defined) (the “Administrator”), BANK OF AMERICA, N.A., in its capacity as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”, and together with the Administrative Agent, the “Lender Agent”) under the Loan Agreement (as hereinafter defined), COOPER RECEIVABLES LLC (the “Transferor”), and COOPER TIRE & RUBBER COMPANY (“Cooper Tire”).
