RECEIVABLES PURCHASE AGREEMENT DATED AS OF MARCH 31, 2011 BY AND AMONG OWENS CORNING RECEIVABLES LLC, as Seller, OWENS CORNING SALES, LLC, as initial Servicer, THE VARIOUS CONDUIT PURCHASERS, RELATED COMMITTED PURCHASERS, LC PARTICIPANTS AND PURCHASER...Receivables Purchase Agreement • April 5th, 2011 • Owens Corning • Abrasive, asbestos & misc nonmetallic mineral prods • New York
proceeding instituted against it (but not instituted by it), either such proceeding shall remain undismissed or unstayed for a period of 60 days, or any of the actions sought in such proceeding (including the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or for any substantial part of its property) shall occur; or the Seller, the Performance Guarantor, the Servicer or any Originator shall take any corporate or organizational action to authorize any of the actions set forth above in this paragraph;
PERFORMANCE GUARANTYPerformance Guaranty • April 5th, 2011 • Owens Corning • Abrasive, asbestos & misc nonmetallic mineral prods • New York
This PERFORMANCE GUARANTY (as amended, supplemented or otherwise modified from time to time, this “Performance Guaranty”), dated as of March 31, 2011, is made by OWENS CORNING, a Delaware corporation (the “Performance Guarantor”), in favor of The Bank of Nova Scotia (“BNS”), as administrator (together with its successors and assigns in such capacity, the “Administrator”), for the benefit of itself, the Purchasers, the Purchaser Agents and their respective successors and assigns under the Receivables Purchase Agreement (as defined below). Capitalized terms used, but not otherwise defined herein shall have the respective meanings assigned thereto in the Receivables Purchase Agreement referred to below or, if not defined therein, the respective meanings assigned thereto in the Sale Agreement referred to below.
PURCHASE AND SALE AGREEMENT Dated as of March 31, 2011 between OWENS CORNING SALES, LLC, as the Originator and OWENS CORNING RECEIVABLES LLC, as the CompanyPurchase and Sale Agreement • April 5th, 2011 • Owens Corning • Abrasive, asbestos & misc nonmetallic mineral prods • New York
THIS PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of March 31, 2011 is entered into between OWENS CORNING SALES, LLC, a Delaware limited liability company (the “Originator”), and OWENS CORNING RECEIVABLES LLC, a Delaware limited liability company (the “Company”).
