0001104659-02-005913 Sample Contracts

ACCESSION AGREEMENT
Accession Agreement • November 13th, 2002 • Manufacturers Services LTD • Electronic components, nec • New York

This ACCESSION AGREEMENT (this “Accession Agreement”) dated as of August 22, 2002 is made among Congress Financial Corporation (New England) (“Congress Financial”), Bank of America, as administrative agent (the “Administrative Agent”) under the Credit Agreement (as hereinafter defined) and Manufacturers’ Services Limited, a Delaware corporation (the “Parent”), Manufacturers’ Services Salt Lake City Operations, Inc., a Delaware corporation (“MSSLCO”), Manufacturers’ Services Western U.S. Operations, Inc., a California corporation (“MSWUSO”), Manufacturers’ Services Central U.S. Operations, Inc., a Minnesota corporation (“MSCUSO”), MSL Lowell Operations, Inc., a Delaware corporation (“MSLLO”), and MSL Midwest Operations, Inc., a Delaware corporation (“MSLMO”; and together with the Parent, MSSLCO, MSWUSO, MSCUSO and MSLLO, each a “Borrower” and collectively, the “Borrowers”).

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NOTICE OF ASSIGNMENT AND ACCEPTANCE
Manufacturers Services LTD • November 13th, 2002 • Electronic components, nec

We refer to the Credit Agreement, dated as of June 20, 2002 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), made by and among Manufacturers’ Services Limited, a Delaware corporation (the “Parent”), Manufacturers’ Services Salt Lake City Operations, Inc., a Delaware corporation (“MSSLCO”), Manufacturers’ Services Western U.S. Operations, Inc., a California corporation (“MSWUSO”), Manufacturers’ Services Central U.S. Operations, Inc., a Minnesota corporation (“MSCUSO”), MSL Lowell Operations, Inc., a Delaware corporation (“MSLLO”), and MSL Midwest Operations, Inc., a Delaware corporation (“MSLMO”; and together with the Parent, MSSLCO, MSWUSO, MSCUSO and MSLLO, each a “Borrower” and collectively, the “Borrowers”), the guarantors named therein, the Lenders, Bank of America, N.A., as administrative agent, Credit Suisse First Boston, Cayman Islands Branch, as syndication agent, General Electric Capital Corporation, as documentation agent, and Banc of Am

NOTICE OF ASSIGNMENT AND ACCEPTANCE
Manufacturers Services LTD • November 13th, 2002 • Electronic components, nec

We refer to the Credit Agreement, dated as of June 20, 2002 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), made by and among Manufacturers’ Services Limited, a Delaware corporation (the “Parent”), Manufacturers’ Services Salt Lake City Operations, Inc., a Delaware corporation (“MSSLCO”), Manufacturers’ Services Western U.S. Operations, Inc., a California corporation (“MSWUSO”), Manufacturers’ Services Central U.S. Operations, Inc., a Minnesota corporation (“MSCUSO”), MSL Lowell Operations, Inc., a Delaware corporation (“MSLLO”), and MSL Midwest Operations, Inc., a Delaware corporation (“MSLMO”; and together with the Parent, MSSLCO, MSWUSO, MSCUSO and MSLLO, each a “Borrower” and collectively, the “Borrowers”), the guarantors named therein, the Lenders, Bank of America, N.A., as administrative agent, Credit Suisse First Boston, Cayman Islands Branch, as syndication agent, General Electric Capital Corporation, as documentation agent, and Banc of Am

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