CREDIT AGREEMENT among DEALERTRACK HOLDINGS, INC. and DEALERTRACK CANADA, INC., as Borrowers, The Several Lenders from Time to Time Parties Hereto, KEYBANK NATIONAL ASSOCIATION, as Syndication Agent, and JPMORGAN CHASE BANK, N.A., as Administrative...Credit Agreement • April 26th, 2011 • DealerTrack Holdings, Inc. • Services-computer integrated systems design • New York
Page SECTION 1. DEFINITIONS 1 1.1 Defined Terms 1 1.2 Other Definitional Provisions 27 1.3 Accounting Principles 28 1.4 Currency Translation 28 SECTION 2. AMOUNT AND TERMS OF COMMITMENTS 29 2.1 Revolving Commitments 29 2.2 Procedure for Revolving Loan Borrowing. 29 2.3 Swingline Commitment 30 2.4 Procedure for Swingline Borrowing; Refunding of Swingline Loans 30 2.5 Commitment Fees, etc. 31 2.6 Termination or Reduction of Revolving Commitments. 31 2.7 Optional Prepayments 32 2.8 Conversion and Continuation Options 32 2.9 Limitations on Eurodollar Tranches and CDOR Rate Tranches 33 2.10 Interest Rates and Payment Dates 33 2.11 Computation of Interest and Fees 34 2.12 Inability to Determine Interest Rate 34 2.13 Pro Rata Treatment and Payments 35 2.14 Requirements of Law 36 2.15 Taxes 38 2.16 Indemnity. 41 2.17 Change of Lending Office. 41 2.18 Replacement of Lenders 41 2.19 Defaulting Lenders. 42 2.20 Incremental Facilities 43 2.21 Foreign Exchange Rate 44 SECTION 3. LETTERS OF CREDIT 4
