AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT Dated as of February 2, 2015 among CELANESE U.S. SALES LLC, CELANESE LTD. and TICONA POLYMERS, INC., as Originators, THE OTHER ORIGINATORS FROM TIME TO TIME PARTY HERETO, CELANESE INTERNATIONAL...Purchase and Sale Agreement • February 6th, 2015 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • Texas
This AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), dated as of February 2, 2015 is entered into among CELANESE U.S. Sales LLC, a Delaware limited liability company ("Celanese U.S. Sales"), CELANESE LTD., a Texas limited partnership ("Celanese Ltd."), and TICONA POLYMERS, INC. , a Delaware corporation ("Ticona" and together with the other Persons that from time to time become parties hereto as originators, the "Originators" and each, an "Originator"), CELANESE INTERNATIONAL CORPORATION, as initial Servicer (as defined below) ("Celanese International"), and CE RECEIVABLES LLC, a Delaware limited liability company (the "Buyer").
ContractSupplemental Indenture • February 6th, 2015 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • New York
FOURTH SUPPLEMENTAL INDENTURE, dated as of December 1, 2014, among CELANESE US HOLDINGS LLC, a Delaware limited liability company (the "Issuer"), CELANESE U.S. SALES LLC, a Delaware limited liability company (the "Additional Guarantor"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the "Trustee").
RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • February 6th, 2015 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • New York
THIS THIRD AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of February 2, 2015 (this "Amendment") is entered into by and among CE RECEIVABLES LLC, a Delaware limited liability company, as seller (the "Seller"); CELANESE INTERNATIONAL CORPORATION, a Delaware corporation, as initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, the "Servicer"); VICTORY RECEIVABLES CORPORATION, as a Conduit Purchaser; PNC BANK, NATIONAL ASSOCIATION, as a Related Committed Purchaser, as an LC Bank and as a Purchaser Agent; and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., NEW YORK BRANCH, as administrator (in such capacity, together with its successors and permitted assigns in such capacity, the "Administrator"), as a Related Committed Purchaser, as an LC Bank and as a Purchaser Agent.
SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • February 6th, 2015 • Celanese Corp • Plastic material, synth resin/rubber, cellulos (no glass) • New York
THIS SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of October 20, 2014 (this "Amendment") is entered into by and among CE RECEIVABLES LLC, a Delaware limited liability company, as seller (the "Seller"), CELANESE INTERNATIONAL CORPORATION, a Delaware corporation ("Celanese International"), as initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, the "Servicer"), VICTORY RECEIVABLES CORPORATION, as a Conduit Purchaser, PNC BANK, NATIONAL ASSOCIATION ("PNC"), as a Related Committed Purchaser, as an LC Bank and as a Purchaser Agent, and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., NEW YORK BRANCH, as administrator (in such capacity, together with its successors and assigns in such capacity, the "Administrator"), as a Related Committed Purchaser, as an LC Bank and as a Purchaser Agent.
