TERM LOAN CREDIT AGREEMENT Dated as of August 29, 2014 among NN, Inc., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, KEYBANK NATIONAL ASSOCIATION, as Syndication Agent and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and...Term Loan Credit Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • New York
This TERM LOAN CREDIT AGREEMENT (“Agreement”) is entered into as of August 29, 2014, among NN, Inc., a Delaware corporation (the “Borrower”), each Lender party hereto and BANK OF AMERICA, N.A., as Administrative Agent.
STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • Delaware
THIS STOCKHOLDERS’ AGREEMENT (“Agreement”) is made as of July 18, 2014, by and between NN Inc., a Delaware corporation (the “Company”), and John C. Kennedy (“Kennedy”). The Company and Kennedy are each referred to herein as a “Party” and collectively as the “Parties.”
CREDIT AGREEMENT dated as of AUGUST 29, 2014 Among NN, INC., as U.S. Borrower, NN NETHERLANDS B.V., as the Dutch Borrower, THE LENDING INSTITUTIONS NAMED HEREIN, as Lenders, and KEYBANK NATIONAL ASSOCIATION, as an LC Issuer, Swing Line Lender, as the...Credit Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • New York
This CREDIT AGREEMENT is entered into as of August 29, 2014 among the following: (i) NN, INC., a Delaware corporation (the “Company”); (ii) NN Netherlands B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands; (iii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); (iv) KEYBANK NATIONAL ASSOCIATION, as the administrative agent (the “Administrative Agent”), the Domestic Swing Line Lender (as hereinafter defined), the U.S. LC Issuer (as hereinafter defined) and a joint lead arranger and joint bookrunner (in such capacity, a “Joint Arranger”); (v) BANK OF AMERICA, N.A. as the syndication agent (the “Syndication Agent”), as a joint lead arranger and joint bookrunner (in such capacity, a “Joint Arranger” and together with the other Joint Arranger, the “Arrangers”), as the foreign collateral agent (the “Foreign Collateral Agent”), the Dutch Swing Line Len
NONCOMPETITION AND NONDISCLOSURE AGREEMENTNoncompetition and Nondisclosure Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • Delaware
THIS NONCOMPETITION AND NONDISCLOSURE AGREEMENT (this “Agreement”) is entered into and effective as of July 18, 2014 between NN, Inc., a Delaware corporation (“Company”), and John C. Kennedy, an individual (“Kennedy”).
ESCROW AGREEMENTEscrow Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made as of August 29, 2014, by and among (i) NN, Inc., a Delaware corporation (the “Buyer”), (ii) John C. Kennedy (“Kennedy”), in his capacity as a Shareholder Representative and in his individual capacity, (iii) Newport Global Advisors, L.P., a Delaware limited partnership (“Newport”), solely in its capacity as a Shareholder Representative (together with Kennedy in his capacity as a Shareholder Representative, the “Shareholder Representatives”), and (iv) Computershare Trust Company, N.A., as Escrow Agent hereunder (the “Escrow Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Merger Agreement (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • Michigan
This TRANSITION SERVICES AGREEMENT (this “Agreement”) by and between Autocam Corporation, a Michigan corporation (“Autocam”) and Autocam Medical Devices, LLC, a Michigan limited liability company (“Medical”) is effective as of the Closing (as such term is defined in the Merger Agreement (as defined below)). Autocam and Medical are sometimes referred to herein individually as a “Party” and together as the “Parties.”
INDEMNITY AGREEMENTIndemnity Agreement • September 2nd, 2014 • Nn Inc • Ball & roller bearings • Delaware
This Indemnity Agreement (this “Agreement”) is made and entered into as of August 29, 2014, by and among NN, Inc., a Delaware corporation (“Buyer”) and all of the shareholders as set forth on the signature page hereto (the “Shareholders”) of Autocam Corporation, Inc., a Michigan corporation (the “Company”). Buyer and the Shareholders are each referred to herein as a “Party” and, collectively, as the “Parties.”
