REGISTRATION RIGHTS AGREEMENT Dated as of October 5, 2010 Among WEST CORPORATION, THE GUARANTORS SIGNATORY HERETO and DEUTSCHE BANK SECURITIES INC., WELLS FARGO SECURITIES, LLC GOLDMAN, SACHS & CO. and MORGAN STANLEY & CO. INCORPORATEDRegistration Rights Agreement • October 6th, 2010 • West Corp • Services-business services, nec • New York
This Agreement is entered into in connection with the Purchase Agreement, dated as of September 30, 2010 (the “Purchase Agreement”), by and among the Issuer and the Initial Purchasers, which provides for, among other things, the sale by the Issuer to the Initial Purchasers of $500,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2018 (the “Notes”). The Notes are issued under an indenture, dated as of the date hereof (as amended or supplemented from time to time, the “Indenture”), among the Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). Pursuant to the Purchase Agreement and the Indenture, the Guarantors are required to guarantee (collectively, the “Guarantees”) the Issuer’s obligations under the Notes and the Indenture. References to the “Securities” shall mean, collectively, the Notes and, when issued, the Guarantees. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Is
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 5, 2010 among WEST CORPORATION, as Borrower, THE LENDERS PARTY HERETO, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Swing Line Lender, DEUTSCHE BANK SECURITIES INC. and...Credit Agreement • October 6th, 2010 • West Corp • Services-business services, nec • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of October 5, 2010, among WEST CORPORATION, a Delaware corporation (the “Borrower” or “West”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Swing Line Lender, DEUTSCHE BANK SECURITIES INC. and BANK OF AMERICA, N.A., as Syndication Agents, and WELLS FARGO BANK, NATIONAL ASSOCIATION and GENERAL ELECTRIC CAPITAL CORPORATION, as Co-Documentation Agents, and amends and restates in its entirety that certain Credit Agreement, dated as of October 24, 2006 (as amended through the date hereof prior to giving effect to this Amendment, the “Credit Agreement”), by and among Borrower, the Guarantors party thereto, the Lenders party thereto from time to time and the Administrative Agent.
RESTATEMENT AGREEMENTCredit Agreement • October 6th, 2010 • West Corp • Services-business services, nec • New York
THIS RESTATEMENT AGREEMENT (this “Amendment”) is entered into as of October 5, 2010, by and among WEST CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, successor by merger to Wachovia Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”), and the Required Lenders listed on the signature pages hereto and is made with reference to that certain CREDIT AGREEMENT, dated as of October 24, 2006 (as amended through the date hereof prior to giving effect to this Amendment, the “Existing Credit Agreement”, and after giving effect to this Amendment, the “Amended and Restated Credit Agreement”), by and among the Borrower, the Guarantors, the Lenders party thereto from time to time and the Administrative Agent and the Collateral Agent. Capitalized terms used herein without definition shall
