Cintas Corporation No. 2, a Nevada corporation (together with its successors and assigns, “Borrower”) is entering into that certain Credit Agreement, dated as of May 28, 2004, with the lenders listed on Schedule 1 thereto (together with their respective successors and assigns, collectively, the “Lenders” and, individually, each a “Lender”), KeyBank National Association, as Agent and joint lead arranger, Banc One Capital Markets, Inc., as joint lead arranger, Bank One, NA, as syndication agent, Fifth Third Bank, as co-documentation agent, US Bank National Association, as co-documentation agent, and The Bank of Tokyo-Mitsubishi, as co-documentation agent (as the same may from time to time be amended, restated or otherwise modified, the “Credit Agreement”). Guarantor desires that the Lenders grant the financial accommodations to Borrower as described in the Credit Agreement. Guarantor, an affiliate of Borrower whose financing is provided by the Loans and Letters of Credit, as defined in the Credit Agreement, deems it to be in the direct pecuniary and business interests of Guarantor that Borrower obtain from the Lenders the Commitment, as defined in the Credit Agreement, and the Loans and Letters of Credit provided for in the Credit Agreement. Guarantor understands that the Lenders are willing to enter into the Credit Agreement only upon certain terms and conditions, one of which is that Guarantor guarantee the payment of the Obligations, as hereinafter defined, and this Agreement is being executed and delivered in consideration of each financial accommodation granted to Borrower by the Lenders and for other valuable considerations.
Cintas Corporation No. 2 (Nevada) – SIGNIFICANT SUBSIDIARY
Cintas Corporation No. 2, a Nevada corporation (the “Borrower”), Cintas Corporation, a Washington corporation (the “Parent Guarantor”), the lenders from time to time parties hereto (the “Lenders”), Bank One, NA, a national banking association having its principal banking office in Chicago, Illinois, as agent for the Lenders (in such capacity, the “Agent”) and Xxxxxxx Xxxxx Bank USA, as syndication agent (in such capacity, the “Syndication Agent”) have executed a Bridge Loan Agreement dated as of the date hereof (as amended or modified from time to time, and together with any agreement executed in replacement therefor or otherwise refinancing such credit agreement, the “Bridge Loan Agreement”, and the Bridge Loan Agreement, the other Loan Documents (as defined in the Bridge Loan Agreement), and all other agreements and instruments among the Borrower, the Parent Guarantor, the Agent and the Lenders, or any of them, executed in connection therewith, whether now or hereafter executed, and any supplements or modifications thereof and any agreements or instruments issued in exchange or replacement therefor, collectively referred to as the “Agreements”).
