0001193125-09-186155 Sample Contracts

CREDIT AGREEMENT dated as of August 28, 2009, among SPECTRUM BRANDS, INC., as the Borrower, the Subsidiaries of the Borrower party hereto, GENERAL ELECTRIC CAPITAL CORPORATION, as Administrative Agent, Co-Collateral Agent, Swingline Lender and...
Credit Agreement • September 2nd, 2009 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

This CREDIT AGREEMENT (this “Agreement”) is entered into as of August 28, 2009 among Spectrum Brands, Inc., a Delaware corporation (the “Borrower”); the Subsidiaries of the Borrower party hereto; General Electric Capital Corporation (“GE Capital”), as the Administrative Agent, Co-Collateral Agent, Swingline Lender and Supplemental Loan Lender; Bank of America, N.A. (“Bank of America”), as Co-Collateral Agent and L/C Issuer; RBS Asset Finance, Inc., through its division RBS Business Capital (“RBS”), as Syndication Agent, and the Lenders (as defined below) from time to time party hereto.

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Credit Agreement • September 2nd, 2009 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

AMENDMENT NO. 1 dated as of August 28, 2009 (this “Agreement”), to the Credit Agreement dated as of March 30, 2007 (the “Credit Agreement”), among SPECTRUM BRANDS, INC., a Delaware corporation (the “Borrower”), the LENDERS from time to time party thereto (the “Lenders”), BANK OF NEW YORK MELLON (successor to Goldman Sachs Credit Partners L.P.), as the Administrative Agent (the “Administrative Agent”).

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Credit Agreement • September 2nd, 2009 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

AMENDMENT NO. 2 dated as of August 28, 2009 (this “Agreement”), to the Credit Agreement referred to below among SPECTRUM BRANDS, INC., a Delaware corporation (the “Borrower”), the LENDERS from time to time party thereto (the “Lenders”), THE BANK OF NEW YORK MELLON, as the Administrative Agent (the “Administrative Agent”), BANK OF AMERICA, N.A., as successor Deposit Agent and LC Issuer under the Credit Agreement referred to below (“Bank of America” or, in such capacity, “Successor Deposit Agent”) and WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), in its capacity as the resigning Deposit Agent and LC Issuer under the Credit Agreement referred to below (in such capacity, the “Resigned Deposit Agent”).

ABL GUARANTEE AND COLLATERAL AGREEMENT dated as of August 28, 2009, among SPECTRUM BRANDS, INC., THE SUBSIDIARIES OF SPECTRUM BRANDS, INC. FROM TIME TO TIME PARTY HERETO and GENERAL ELECTRIC CAPITAL CORPORATION, as the Collateral Agent
Abl Guarantee and Collateral Agreement • September 2nd, 2009 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

ABL GUARANTEE AND COLLATERAL AGREEMENT dated as of August 28, 2009 (this “Agreement”), by and among Spectrum Brands, Inc., a Delaware corporation (the “Borrower”), each of the Subsidiary Loan Parties, and General Electric Capital Corporation, in its capacity as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).

AMENDED AND RESTATED INTERCREDITOR AGREEMENT
Intercreditor Agreement • September 2nd, 2009 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York

This AMENDED AND RESTATED INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of August 28, 2009, and entered into by and among SPECTRUM BRANDS, INC., a Delaware corporation (the “Company”); certain Subsidiaries of the Company party hereto (the “Subsidiary Loan Parties” and, together with the Company, the “Loan Parties”); THE BANK OF NEW YORK MELLON (successor to Goldman Sachs Credit Partners, L.P. (“GSCP”)), in its capacity as collateral agent for the Term Secured Parties (as defined below), including its successors and assigns from time to time (the “Term Collateral Agent”); WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), in its capacity as collateral agent for the secured parties under the Existing Revolving Credit Agreement (as defined below) (the “Existing Revolving Collateral Agent”); and GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), in its capacity as collateral agent for the Revolving Secured Parties (as defined below), including its successors and assigns from time to ti

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