COMPANY GUARANTYCompany Guaranty • June 14th, 2016 • Hexcel Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • New York
This COMPANY GUARANTY (this “Guaranty”) is entered into as of June 9, 2016 by HEXCEL CORPORATION, a Delaware corporation (“Company” and the “Guarantor”) in favor of and for the benefit of CITIZENS BANK, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lender Group. All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement referred to below.
AGREEMENT DATED AS OF June 9, 2016 among HEXCEL CORPORATION, and HEXCEL HOLDINGS LUXEMBOURG S.À R.L., as Borrowers, THE LENDERS LISTED HEREIN, as Lenders, CITIZENS BANK, NATIONAL ASSOCIATION, as Administrative Agent, CITIZENS BANK, NATIONAL...Credit Agreement • June 14th, 2016 • Hexcel Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • New York
Pursuant to the provisions of subsection 2.7B of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) its partners/members are the sole beneficial owners of such Loan(s) (as well as any Note(s) evidencing such Loan(s)), (iii) with respect to the extension of credit pursuant to this Credit Agreement or any other Credit Document, neither the undersigned nor any of its partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code, (iv) none of its partners/members is a ten percent shareholder of the Borrowers within the meaning of Section 871(h)(3)(B) of the Internal Revenue Code, (v) none of its partners/members is a controlled foreign corporation related to the Borrowers as described in
