BORROWERS AND GUARANTORS. WESTLAKE CHEMICAL CORPORATION, a Delaware corporation WESTLAKE PVC CORPORATION, a Delaware corporation WESTLAKE VINYLS, INC., a Delaware corporation NORTH AMERICAN BRISTOL CORPORATION, a Delaware corporation By: /s/ Xxxxxx Xxxx Xxxxxx Xxxx President of the above Borrowers NORTH AMERICAN PIPE CORPORATION, a Delaware corporation VAN BUREN PIPE CORPORATION, a Delaware corporation WESTECH BUILDING PRODUCTS, INC., a Delaware corporation WESTECH PROFILES LIMITED, a Delaware corporation By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx President of the above Borrowers WESTLAKE VINYLS COMPANY LP, a Delaware limited partnership By: GVGP, Inc., its general partner WESTLAKE PETROCHEMICALS LP, a Delaware limited partnership By: Westlake Chemical Investments, Inc., its general partner WESTLAKE POLYMERS LP, a Delaware limited partnership By: Westlake Chemical Investments, Inc., its general partner WESTLAKE STYRENE LP, a Delaware limited partnership By: Westlake Chemical Holdings, Inc., its general partner WPT LP, a Delaware limited partnership By: Westlake Chemical Holdings, Inc., its general partner By: /s/ Xxxxxx Xxxx Xxxxxx Xxxx President of the general partners of the above Borrowers GUARANTORS: GVGP, INC., a Delaware corporation WESTLAKE CHEMICAL HOLDINGS, INC., a Delaware corporation WESTLAKE CHEMICAL INVESTMENTS, INC., a Delaware corporation WESTLAKE MANAGEMENT SERVICES, INC., a Delaware corporation WESTLAKE OLEFINS CORPORATION, a Delaware corporation WESTLAKE RESOURCES CORPORATION, a Delaware corporation WESTLAKE VINYL CORPORATION, a Delaware corporation WESTLAKE INTERNATIONAL CORPORATION, a Delaware corporation WESTLAKE NG I CORPORATION, a Delaware corporation WESTLAKE NG II CORPORATION a Delaware corporation By: /s/ Xxxxxx Xxxx Xxxxxx Xxxx President of the above entities GEISMAR HOLDINGS, INC., a Delaware corporation WESTLAKE CHEMICAL MANUFACTURING, INC., a Delaware corporation WESTLAKE CHEMICAL PRODUCTS, INC., a Delaware corporation WESTLAKE DEVELOPMENT CORPORATION, a Delaware corporation By: /s/ R. Xxxxxxx Xxxxxx R. Xxxxxxx Xxxxxx President of the above entities
BORROWERS AND GUARANTORS. GAGE GROWTH CORP., a Canadian federal corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Chief Financial Officer GAGE INNOVATIONS CORP., a Canadian federal corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Chief Financial Officer COOKIES RETAIL CANADA CORP., a Canadian federal corporation By: s/s Mxxxxx Xxxxxxxxx Name: Mxxxxx Xxxxxxxxx Its: President RIVERS INNOVATIONS, INC., a Delaware corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory RIVERS INNOVATIONS US SOUTH LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory RI SPE 1 LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory SPARTAN PARTNERS CORPORATION, a Michigan corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory SPARTAN PARTNERS HOLDINGS, LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory SPARTAN PARTNERS SERVICES LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory SPARTAN PARTNERS PROPERTIES LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory SPARTAN PARTNERS LICENSING LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory WDB HOLDING MI, INC., a Delaware corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Chief Financial Officer AEY HOLDINGS, LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory KISA ENTERPRISES MI INC., a Michigan corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory STADIUM VENTURES INC., a Michigan corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory THRIVE ENTERPRISES LLC, a Michigan limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory ADMINISTRATIVE AGENT AND COLLATERAL AGENT: CHICAGO ATLANTIC ADMIN, LLC By: /s/ Pxxxx Xxxx Name: Pxxxx Xxxx Title: Authorized Person LENDERS: CHICAGO ATLANTIC LINCOLN, LLC By: /s/ Pxxxx Xxxx Name: Pxxxx Xxxx Title: Authorized Person CHICAGO ATLANTIC CREDIT OPPORTUNITIES, LLC By: /s/ Pxxxx Xxxx Name: Pxxxx Xxxx Title: Authorized Signatory LENDERS: INTREPID INCOME FUND By: /s/ Hxxxxx Xxxxx Name: Hxxxxx Xxxxx Title: Authorized Signatory INTREPID CAPITAL FUN...
BORROWERS AND GUARANTORS. BORROWER: PAYLOCITY HOLDING CORPORATION By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Chief Strategy Officer GUARANTORS: PAYLOCITY CORPORATION VIDGRID INC. SAMEPAGE LABS INC. BLUE MARBLE PAYROLL, LLC CLOUDSNAP, INC. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Vice President and Assistant Secretary LENDERS AND AGENTS: PNC BANK, NATIONAL ASSOCIATION, individually, as a Lender and as Administrative Agent By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Assistant Vice President KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender and as the Joining Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Senior Vice President BANK OF AMERICA, N.A., as a Lender By: /s/ Xxxxxxxxx X. Xxxxxxx Name: Xxxxxxxxx X. Xxxxxxx Title: Vice President JPMORGAN CHASE BANK N.A., as a Lender By: /s/ Xxxxxxxxx Xxxxxxx Name: Xxxxxxxxx Xxxxxxx Title: Executive Director TRUIST BANK, as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Director ANNEX A [see attached] Published CUSIP Number: 00000XXX0 Revolving Credit CUSIP Number: 00000XXX0 $250,000,000550,000,000 REVOLVING CREDIT FACILITY CREDIT AGREEMENT by and among PAYLOCITY HOLDING CORPORATION and THE GUARANTORS PARTY HERETO and THE LENDERS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, and PNC CAPITAL MARKETS, LLC, as Sole Lead Arranger and Sole Bookrunnerand JPMORGAN CHASE BANK, N.A., as Joint Lead Arrangers and Joint Bookrunners, and TRUIST BANK and KEYBANK NATIONAL ASSOCIATION, as Co-Documentation Agents Dated as of July 17, 2019, as conformed through the First Amendment Effective Date TABLE OF CONTENTS Page 1. CERTAIN DEFINITIONS 1 1.1 Certain Definitions. 1 1.2 Construction. 3036 1.3 Accounting Principles; Changes in GAAP. 3137
BORROWERS AND GUARANTORS. USD PARTNERS LP By: USD PARTNERS GP LLC, its general partner By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer USD TERMINALS CANADA ULC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Senior Vice President and Chief Financial Officer USD LOGISTICS OPERATIONS GP LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer USD LOGISTICS OPERATIONS LP By: USD LOGISTICS OPERATIONS GP LLC, its general partner By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer (USD Partners LP and USD Terminals Canada ULC) WEST COLTON RAIL TERMINAL LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer SAN ANTONIO RAIL TERMINAL LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer USD TERMINALS INTERNATIONAL S.à x.x., a private limited liability company (société à responsabilité limitée) organized and established under the laws of Luxembourg, with its registered office at 00-00, xxxxxxxxx xx xx Xxxxxxxx, X-0000 Xxxxxxxxxx, Grand Duchy of Luxembourg and registered with the Luxembourg Companies Register under number B181650 By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Class A Manager and Authorised Signatory USD RAIL LP By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President and Chief Financial Officer (USD Partners LP and USD Terminals Canada ULC) USD RAIL INTERNATIONAL S.à x.x., a private limited liability company (société à responsabilité limitée) organized and established under the laws of Luxembourg, with its registered office at 00-00, xxxxxxxxx xx xx Xxxxxxxx, X-0000 Xxxxxxxxxx, Grand Duchy of Luxembourg and registered with the Luxembourg Companies Register under number B181698 By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Class A Manager and Authorised Signatory USD RAIL CANADA ULC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Senior Vice President and Chief Financial Officer USDP FINANCE CORP. By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Chief Financial Officer XXXXXX CRUDE TERMINAL LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President, Chief Financial Officer and Manager SCT PIPELINE LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Executive Vice President, Chief Financial Officer and Manager (USD Partners LP and USD Terminals Canada ULC) USDP CCR LLC By: /s/ Xxxx ...
BORROWERS AND GUARANTORS. At all times the Parent will maintain (directly or indirectly), beneficially and of record, 100% of the voting control of, and 100% of the equity in, each Borrower which is a Core Currency Borrower and each Guarantor (other than the Parent), in each case subject to director qualifying shares or similar legal requirements.
BORROWERS AND GUARANTORS. TRANSPORT CORPORATION OF AMERICA, INC. By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: CFO Vice President & Secretary TCA OF OHIO, INC. By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Secretary TA LOGISTICS, INC. By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Secretary FV LEASING COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Secretary SOUTHERN CAL TRANSPORT, LLC (as successor in interest to Southern Cal Transport, Inc.) By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: CFO Vice President & Secretary SECOND AMENDMENT TO LOAN AGREEMENT XXXXX LEASING, LLC By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Vice President Secretary & Treasurer GUARANTOR: PATRIOT HOLDING CORP. By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: CFO Vice President & Secretary SECOND AMENDMENT TO LOAN AGREEMENT AGENT AND LENDERS: BANK OF AMERICA, N.A., as Agent and sole initial Lender By: /s/ Xxxxxx X. Xxxxxxxx Title: V.P. SECOND AMENDMENT TO LOAN AGREEMENT SCHEDULE I to Pledge Agreement Description of Pledged Interests Pledgor Issuer Certificate No. No. Shares / Interests Percentage of Outstanding Shares Pledged Patriot Holding Corp. Transport Corp. of America, Inc. 1 100 Shares 100% Yes Transport Corp. of America, Inc. Southern Cal Transport, LLC N/A All 100% Yes Transport Corp. of America, Inc. Transport International Express, Inc. 1 1,000 Shares 100% Yes Transport Corp. of America, Inc. TCA of Ohio, Inc. 1 1,000 Shares 100% Yes Transport Corp. of America, Inc. TA Logistics, Inc. 1 100 Shares 100% Yes Transport Corp of America, Inc. FV Leasing Company 1 100 Shares 100% Yes Southern Cal Transport, LLC Xxxxx Leasing, LLC N/A All 100% Yes
BORROWERS AND GUARANTORS. ENSCO PLC, as a Borrower and a Guarantor By: /s/ Xxxxx X. Xxxxx III Name: Xxxxx X. Xxxxx III Title: Senior Vice President and Chief Financial Officer ENSCO INTERNATIONAL INCORPORATED, as a Borrower and a Guarantor By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Vice President and Treasurer ENSCO UNIVERSAL LIMITED, as a Borrower By: /s/ Xxxxx X. Xxxxx III Name: Xxxxx X. Xxxxx III Title: Secretary ENSCO OFFSHORE INTERNATIONAL COMPANY, as a Borrower By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Vice President, Secretary and Treasurer ENSCO GLOBAL LIMITED, as a Guarantor By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Assistant Treasurer ENSCO UNITED INCORPORATED, as a Guarantor By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Vice President and Treasurer ADMINISTRATIVE AGENT: CITIBANK, N.A., as Administrative Agent By: /s/ Xxxxxxx Tweeney Name: Xxxxxxx Xxxxxxx Title: Vice President
BORROWERS AND GUARANTORS. GAGE GROWTH CORP., a Canadian federal corporation By: Name: Its: Chief Executive Officer GAGE INNOVATIONS CORP., a Canadian federal corporation By: Name: Its: President COOKIES RETAIL CANADA CORP., a Canadian federal corporation By: Name: Hilton Sxxxxxx Its: Secretary and Treasurer RIVERS INNOVATIONS, INC., a Delaware corporation By: Name: Its: Authorized Signatory RIVERS INNOVATIONS US SOUTH LLC, a Delaware limited liability company By: Name: Its: Authorized Signatory RI SPE 1 LLC, a Delaware limited liability company By: Name: Its: Authorized Signatory Credit Agreement 21029590V.1 SPARTAN PARTNERS CORPORATION, a Michigan corporation By: Name: Its: Secretary SPARTAN PARTNERS HOLDINGS, LLC, a Michigan limited liability company By: Name: Its: Authorized Signatory SPARTAN PARTNERS SERVICES LLC, a Michigan limited liability company By: Name: Its: Authorized Signatory SPARTAN PARTNERS PROPERTIES LLC, a Michigan limited liability company By: Name: Its: Authorized Signatory Credit Agreement 21029590V.1 SPARTAN PARTNERS LICENSING LLC, a Michigan limited liability company By: Name: Its: Authorized Signatory WDB HOLDING MI, INC., a Delaware corporation By: Name: Its: Authorized Signatory Credit Agreement 21029590V.1 AEY HOLDINGS, LLC, a Michigan limited liability company By: Name: Its: KISA ENTERPRISES MI INC., a Michigan corporation By: Name: Its: STADIUM VENTURES INC., a Michigan corporation By: Name: Its: THRIVE ENTERPRISES LLC, a Michigan limited liability company By: Name: Its: Credit Agreement 21029590V.1 ADMINISTRATIVE AGENT AND COLLATERAL AGENT: CHICAGO ATLANTIC ADMIN, LLC By: Name: Pxxxx Xxxx Title: Authorized Signatory Credit Agreement 21029590V.1 LENDERS: CHICAGO ATLANTIC REAL ESTATE FINANCE, IXX.XXXXXXX, LLC By: Name: Pxxxx Xxxx Title: Authorized Signatory Credit Agreement 21029590V.1 CHICAGO ATLANTIC CREDIT OPPORTUNITIES, LLC By: Name: Pxxxx Xxxx Title: Authorized Signatory Credit Agreement 21029590V.1 IA CLARINGTON FLOATING RATE INCOME FUND, by its subadvisor, Wellington Square Capital Partners Inc. INTREPID INCOME FUND By: Name: Title: IA CLARINGTON CORE PLUS BOND FUND, by its subadvisor, Wellington Square Capital Partners Inc. INTREPID CAPITAL FUND By: Name: Title: IA CLARINGTON U.S. DOLLAR FLOATING RATE INCOME FUND, by its subadvisor, Wellington Square Capital Partners Inc. By: Name: Title: KJH SENIOR LOAN FUND, by its subadvisor, Wellington Square Capital Partners Inc. By: Name: Title: Credit Agreement 21029590V.1 BLACK MAPLE CAPITAL PARTNERS LP B...
BORROWERS AND GUARANTORS. At all times the Company will maintain (directly or indirectly), beneficially and of record, 100% of the voting control of, and 100% of the equity in, each Borrower that makes Borrowings in Core Currencies and each Guarantor (other than the Company), in each case subject to director qualifying shares or similar legal requirements. The Company may designate any Subsidiary as a Subsidiary Guarantor (subject to meeting the qualifications of the preceding sentence) by causing such Subsidiary to enter into a Subsidiary Guaranty (including, if applicable, by joinder to an existing Subsidiary Guaranty) and to deliver to the Administrative Agent such supporting resolutions, incumbency certificates, opinions of counsel (including with respect to tax matters) reasonably satisfactory to the Administrative Agent and other documents as may be reasonably required by the Administrative Agent or any Lender (including such documents for each Lender to carry out, and be satisfied it has complied with the results of, all necessary “know your customer” or other similar checks under all applicable laws and regulations); provided that such Subsidiary Guarantor may be released in accordance with Section 9.10.
BORROWERS AND GUARANTORS. GAGE GROWTH CORP., a Canadian federal corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Chief Financial Officer GAGE INNOVATIONS CORP., a Canadian federal corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Chief Financial Officer COOKIES RETAIL CANADA CORP., a Canadian federal corporation By: /s/ Mxxxxx Xxxxxxxxx Name: Mxxxxx Xxxxxxxxx Its: President RIVERS INNOVATIONS, INC., a Delaware corporation By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory RIVERS INNOVATIONS US SOUTH LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory RI SPE 1 LLC, a Delaware limited liability company By: /s/ Kxxxx Xxxxxxxx Name: Kxxxx Xxxxxxxx Its: Authorized Signatory
