SECOND AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT by and between ACS FUNDING TRUST I, as the Buyer and AMERICAN CAPITAL STRATEGIES, LTD., as the Seller Dated as of August 10, 2004Purchase and Sale Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS SECOND AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (such agreement as amended, modified, waived, supplemented or restated from time to time, the “Agreement”), is dated as of August 10, 2004, by and between AMERICAN CAPITAL STRATEGIES, LTD., a Delaware corporation, as the seller (together with its successors and assigns in such capacity, the “Seller”), and ACS FUNDING TRUST I, a Delaware statutory trust, as the buyer (together with its successors and assigns in such capacity the “Buyer”).
82,000,000 5.92% Senior Notes, Series A, due September 1, 2009 $85,000,000 6.46% Senior Notes, Series B, due September 1, 2011Note Purchase Agreement • November 9th, 2004 • American Capital Strategies LTD • Delaware
AMERICAN CAPITAL STRATEGIES, LTD., a Delaware corporation (the “Company”), agrees with the purchasers listed in the attached Schedule A (the “Purchasers”) as follows:
SECOND AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT by and among ACS FUNDING TRUST I, as the Borrower AMERICAN CAPITAL STRATEGIES, LTD., as the Servicer EACH OF THE CONDUIT LENDERS AND INSTITUTIONAL LENDERS FROM TIME TO TIME PARTY HERETO,...Funding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS SECOND AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT (such agreement as amended, modified, waived, supplemented or restated from time to time, the “Agreement”) is made as of this 10th day of August, 2004, by and among:
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT (ACS Funding Trust I)Loan Funding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT, dated as of August 27, 2004 (this “Amendment”), is entered into by and among ACS FUNDING TRUST I, as the borrower (in such capacity, the “Borrower”), AMERICAN CAPITAL STRATEGIES, LTD., as the servicer (in such capacity, the “Servicer”), VARIABLE FUNDING CAPITAL CORPORATION, as a conduit lender (in such capacity, the “Conduit Lender”), WACHOVIA CAPITAL MARKETS, LLC, as the deal agent (in such capacity, the “Deal Agent”), JPMORGAN CHASE BANK (“JPMorgan Chase Bank”), as an institutional lender (in such capacity, the “Institutional Lender”) and as the swingline lender (in such capacity, the “Swingline Lender”), and is acknowledged and agreed to by WACHOVIA BANK, NATIONAL ASSOCIATION, as a hedge counterparty (in such capacity, the “Hedge Counterparty”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Agreement (as defined below).
FIRST AMENDMENT TO LOAN FUNDING AND SERVICING AGREEMENT (Fairway Finance Company Transaction with ACS Funding Trust II)Funding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS FIRST AMENDMENT TO THE LOAN FUNDING AND SERVICING AGREEMENT, dated as of August 25, 2004 (this “First Amendment”), is entered into by and among ACS FUNDING TRUST II, a Delaware statutory trust, as the borrower (together with its successors and assigns in such capacity, the “Borrower”), AMERICAN CAPITAL STRATEGIES, LTD., a Delaware corporation, as the servicer (together with its successors and assigns in such capacity, the “Servicer”), FAIRWAY FINANCE COMPANY, LLC, a Delaware limited liability company, as the conduit lender (together with its successors and assigns in such capacity, the “Conduit Lender”), HARRIS NESBITT CORP., a Delaware corporation (“Harris Nesbitt”), as the Agent (together with its successors and assigns in such capacity, the “Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as the backup servicer (together with its successors and assigns in such capacity, the “Backup Servicer”) and as
JOINDER SUPPLEMENTFunding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD
WHEREAS, this Joinder Supplement is being executed and delivered under Section 2.1(e) of the Second Amended and Restated Loan Funding and Servicing Agreement, dated as of August 10, 2004 (as amended, modified, waived, supplemented or restated from time to time, the “Agreement”), by and among the Borrower, American Capital Strategies, Ltd., as the servicer (the “Servicer”), the Conduit Lenders and Institutional Lenders from time to time party thereto, the Lender Agents from time to time party thereto, the Deal Agent, JPMorgan Chase Bank, as the swingline lender, and Wells Fargo Bank, National Association, as the backup servicer and as the collateral custodian (all capitalized terms used but not defined herein have the meaning assigned thereto in the Agreement); and
FOURTH AMENDED AND RESTATED INTERCREDITOR AND LOCKBOX ADMINISTRATION AGREEMENT Dated as of August 10, 2004Administration Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS FOURTH AMENDED AND RESTATED INTERCREDITOR AND LOCKBOX ADMINISTRATION AGREEMENT, dated as of August 10, 2004 (as amended, modified, supplemented or restated from time to time, the “Agreement”), is by and among:
SECOND AMENDMENT TO LOAN FUNDING AND SERVICING AGREEMENT (Fairway Finance Company Transaction with ACS Funding Trust II)Funding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS SECOND AMENDMENT TO THE LOAN FUNDING AND SERVICING AGREEMENT, dated as of September 24, 2004 (this “Second Amendment”), is entered into by and among ACS FUNDING TRUST II, a Delaware statutory trust, as the borrower (together with its successors and assigns in such capacity, the “Borrower”), AMERICAN CAPITAL STRATEGIES, LTD., a Delaware corporation, as the servicer (together with its successors and assigns in such capacity, the “Servicer”), FAIRWAY FINANCE COMPANY, LLC, a Delaware limited liability company, as the conduit lender (together with its successors and assigns in such capacity, the “Conduit Lender”), HARRIS NESBITT CORP., a Delaware corporation (“Harris Nesbitt”), as the Agent (together with its successors and assigns in such capacity, the “Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as the backup servicer (together with its successors and assigns in such capacity, the “Backup Servicer”) a
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2004 • American Capital Strategies LTD • North Carolina
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of the 3rd day of September, 2004, by and among AMERICAN CAPITAL STRATEGIES, LTD., as Borrower and Servicer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Backup Servicer and as the Collateral Custodian, BRANCH BANKING AND TRUST COMPANY, as Administrative Agent and a Bank, and LASALLE BANK NATIONAL ASSOCIATION, FIFTH THIRD BANK and HIBERNIA NATIONAL BANK (collectively referred to herein as the “Banks”).
AMENDMENT NO. 5 TO AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT (VFCC Transaction with ACS Funding Trust I)Loan Funding and Servicing Agreement • November 9th, 2004 • American Capital Strategies LTD • New York
THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED LOAN FUNDING AND SERVICING AGREEMENT, dated as of August 5, 2004 (this “Amendment”), is entered into by and among ACS FUNDING TRUST I, as the borrower (in such capacity, the “Borrower”), AMERICAN CAPITAL STRATEGIES, LTD., as the servicer (in such capacity, the “Servicer”), VARIABLE FUNDING CAPITAL CORPORATION, as the conduit lender (in such capacity, the “Conduit Lender”), WACHOVIA CAPITAL MARKETS, LLC (f/k/a Wachovia Securities, Inc.), as the deal agent (in such capacity, the “Deal Agent”), WACHOVIA BANK, NATIONAL ASSOCIATION (“WBNA”), as the swingline lender (in such capacity, the “Swingline Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION (as successor by merger to Wells Fargo Bank Minnesota, National Association), as the collateral custodian (in such capacity, the “Collateral Custodian”) and as the backup servicer (in such capacity, the “Backup Servicer”), and is acknowledged and agreed to by WACHOVIA BANK, NATIONAL ASSOCIATION, as the h
