SECURITY AGREEMENTSecurity Agreement • December 26th, 2006 • Lionbridge Technologies Inc /De/ • Services-business services, nec • New York
THIS SECURITY AGREEMENT (this “Security Agreement”), is entered into as of December 21, 2006, among LIONBRIDGE TECHNOLOGIES, INC., a Delaware corporation (the “Company”), each of the Domestic Subsidiaries of the Company from time to time party hereto (individually a “US Guarantor” and collectively the “US Guarantors”; the US Guarantors, together with the Company, individually an “Obligor” and collectively the “Obligors”) and HSBC BANK USA, NATIONAL ASSOCIATION, in its capacity as Administrative Agent under the Credit Agreement referred to below (in such capacity, the “Administrative Agent”) for the several banks and other financial institutions as may from time to time become parties to such Credit Agreement (individually a “Lender” and collectively the “Lenders”).
CREDIT AGREEMENT among LIONBRIDGE TECHNOLOGIES, INC., as the Company, Borrower and Foreign Guarantor, THE MATERIAL DOMESTIC SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTIES HERETO, as US Guarantors, THE LENDERS PARTIES HERETO, HSBC BANK USA,...Credit Agreement • December 26th, 2006 • Lionbridge Technologies Inc /De/ • Services-business services, nec • New York
The Applicable Percentage shall, in each case, be determined and adjusted quarterly on the date five (5) Business Days after the date on which the Administrative Agent has received from the Company the quarterly and annual financial information and the certifications required to be delivered to the Administrative Agent and the Lenders in accordance with the provisions of Sections 5.1(a), 5.1(b) and 5.2(a) pursuant to which the Company shall notify the Administrative Agent of a change in the applicable pricing level based on the financial information contained therein (each an “Interest Determination Date”). Subject to the last sentence of this definition, such Applicable Percentage shall be effective from such Interest Determination Date until the next such Interest Determination Date. Notwithstanding the foregoing, (i) the initial Applicable Percentage for Revolving Loans and Letter of Credit Fees shall be set at Level II until the Interest Determination Date occurring after the deliv
SWINGLINE NOTESwingline Note • December 26th, 2006 • Lionbridge Technologies Inc /De/ • Services-business services, nec
This Note is the Swingline Note referred to in Credit Agreement, dated as of December 21, 2006 (as amended, restated, supplemented or otherwise modified, the “Credit Agreement”), by and among the Company, the Material Domestic Subsidiaries of the Company from time to time party thereto, the lenders from time to time party thereto (the “Lenders”) and HSBC BANK USA, NATIONAL ASSOCIATION, as administrative agent for the Lenders (the “Administrative Agent”), and the holder is entitled to the benefits thereof. Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Credit Agreement.
REVOLVING NOTERevolving Note • December 26th, 2006 • Lionbridge Technologies Inc /De/ • Services-business services, nec
FOR VALUE RECEIVED, the undersigned (the “Borrower”) hereby unconditionally promises to pay, on the Revolving Commitment Termination Date (as defined in the Credit Agreement referred to below), to the order of [LENDER] (the “Lender”) at the office of HSBC Bank USA, National Association located at 125 High Street, 16th Floor, Oliver Street Tower, Boston, MA 02110, in lawful money of the United States of America or such other currency as required by the Credit Agreement and in immediately available funds, the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrower pursuant to Section 2.1 of the Credit Agreement referred to below.
PLEDGE AGREEMENTPledge Agreement • December 26th, 2006 • Lionbridge Technologies Inc /De/ • Services-business services, nec • New York
THIS PLEDGE AGREEMENT (this “Pledge Agreement”) is entered into as of December 21, 2006, among LIONBRIDGE TECHNOLOGIES, INC., a Delaware corporation (the “Company”), each of the Domestic Subsidiaries of the Company from time to time party hereto (individually a “US Guarantor” and collectively the “US Guarantors”; the US Guarantors, together with the Company, individually a “Pledgor” and collectively the “Pledgors”) and HSBC BANK USA, NATIONAL ASSOCIATION, in its capacity as Administrative Agent under the Credit Agreement referred to below (in such capacity, the “Administrative Agent”) for the several banks and other financial institutions as may from time to time become parties to such Credit Agreement (individually a “Lender” and collectively the “Lenders”).
