CONSENT FOR THIRD AMENDED AND RESTATED PARTICIPATION AGREEMENTParticipation Agreement • November 28th, 2012 • Tech Data Corp • Wholesale-computers & peripheral equipment & software
Reference is hereby made to that certain Third Amended and Restated Participation Agreement, dated as of June 27, 2008 (as heretofore amended, the “Participation Agreement”), among Tech Data Corporation, as Lessee, SunTrust Bank, as Lessor, the various banks and other lending institutions which are parties thereto from time to time, as the Lenders, and SunTrust Equity Funding, LLC, as Administrative Agent for the Lenders. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned thereto in the Participation Agreement. The Lessee has requested that the Amended Tech Data Credit Agreement be replaced by a New Facility and that the covenants set forth in Articles VII and VIII, and the definitions related thereto, of such New Facility become the Incorporated Covenants from and after the date hereof. Pursuant to Section 7.3A(a) of the Participation Agreement, the undersigned hereby agree that (i) the covenants set forth in Articles VII and VIII, and the
AMENDMENT NUMBER 18 TO TRANSFER AND ADMINISTRATION AGREEMENTTransfer and Administration Agreement • November 28th, 2012 • Tech Data Corp • Wholesale-computers & peripheral equipment & software • New York
AMENDMENT NUMBER 18 TO TRANSFER AND ADMINISTRATION AGREEMENT (this “Amendment”), dated as of October 31, 2012 among TECH DATA CORPORATION, a Florida corporation (“Tech Data”), as collection agent (in such capacity, the “Collection Agent”), TECH DATA FINANCE SPV, INC., a Delaware corporation, as transferor (in such capacity, the “Transferor”), LIBERTY STREET FUNDING CORP., a Delaware corporation, (“Liberty”), CHARIOT FUNDING LLC, a Delaware limited liability company, as successor by merger to Falcon Asset Securitization Company LLC (“Falcon” and collectively with Liberty, the “Class Conduits”), THE BANK OF NOVA SCOTIA, a banking corporation organized and existing under the laws of Canada, acting through its New York Agency (“Scotia Bank”), as a Liberty Bank Investor and as agent for Liberty and the Liberty Bank Investors (in such capacity, the “Liberty Agent”), JPMORGAN CHASE BANK, N.A. (successor by merger to Bank One, N.A.), a national banking association (“JPMorgan Chase”), as a Falc
