0001104659-05-040514 Sample Contracts

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 15, 2005 among ROLLER BEARING COMPANY OF AMERICA, INC., as Borrower, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as...
Credit Agreement • August 19th, 2005 • RBC Bearings INC • Ball & roller bearings • New York

This FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of August 15, 2005, among ROLLER BEARING COMPANY OF AMERICA, INC., a Delaware corporation (“Borrower”); the other Credit Parties signatory hereto; GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself, as Lender, and as Agent for Lenders, and the other Lenders signatory hereto from time to time.

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GUARANTY
Guaranty • August 19th, 2005 • RBC Bearings INC • Ball & roller bearings • New York

This GUARANTY (this “Guaranty”), dated as of August 15, 2005, is entered into by and between RBC BEARING INCORPORATED, a Delaware corporation (“Guarantor”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, individually and as agent (in such capacity, “Agent”) for itself and the lenders from time to time signatory to the Credit Agreement, as hereinafter defined (“Lenders”).

MASTER REAFFIRMATION, JOINDER AND AMENDMENT TO LOAN DOCUMENTS
Security Agreement • August 19th, 2005 • RBC Bearings INC • Ball & roller bearings • New York

THIS MASTER REAFFIRMATION, JOINDER AND AMENDMENT TO LOAN DOCUMENTS (this “Amendment”) is made as of August 15, 2005, among Roller Bearing Company of America, Inc., a Delaware corporation (“Borrower”), RBC Bearings Incorporated, a Delaware corporation (“Holdings”) Industrial Tectonics Corporation, a Delaware corporation (“Industrial Tectonics”), RBC Nice Bearings Inc., a Delaware corporation (“RBC Nice”), RBC Precision Products - Plymouth, Inc., a Delaware corporation (“RBC Plymouth”), Tyson Bearing Company, Inc., a Delaware corporation (“Tyson”), RBC Linear Precision Products, Inc., a Delaware corporation (“RBC Linear”), RBC Precision Products – Bremen Bearings, Inc., a Delaware corporation (“RBC Bremen”), RBC Aircraft Products, Inc., a Delaware corporation (“Aircraft Products”), and RBC Oklahoma, Inc., a Delaware corporation (“RBC Oklahoma”; and together with Industrial Tectonics, RBC Nice, RBC Plymouth, Tyson, RBC Linear, RBC Bremen, and Aircraft Products, each a “Domestic Subsidiary

PLEDGE AGREEMENT
Pledge Agreement • August 19th, 2005 • RBC Bearings INC • Ball & roller bearings • New York

This PLEDGE AGREEMENT, dated as of August 15, 2005 (together with all amendments, if any, from time to time hereto, this “Agreement”) between RBC BEARINGS INCORPORATED, a Delaware corporation (the “Pledgor”), and GENERAL ELECTRIC CAPITAL CORPORATION, in its capacity as Agent for Lenders (“Agent”).

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