AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 24th, 2012 • Meritor Inc • Motor vehicle parts & accessories • New York
THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (this “Security Agreement”) is entered into as of April 23, 2012 by and among MERITOR, INC., an Indiana corporation (formerly known as ArvinMeritor, Inc.) (the “Company”), the Subsidiaries of the Company identified on the signature pages hereto (the “Initial Subsidiary Grantors”), and any additional Subsidiaries of the Company, whether now existing or hereafter formed which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I (such additional Subsidiaries, together with the Company and the Initial Subsidiary Grantors, the “Grantors”), in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”), for the benefit of the Holders of Secured Obligations (as defined in the Credit Agreement referred to below).
AMENDMENT AND RESTATEMENT AGREEMENT Dated as of April 23, 2012Credit Agreement • April 24th, 2012 • Meritor Inc • Motor vehicle parts & accessories • New York
This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 23, 2012 is entered into by and among Meritor, Inc. (formerly known as ArvinMeritor, Inc.), an Indiana corporation, as the Company, ArvinMeritor Finance Ireland, a private unlimited liability company incorporated under the laws of Ireland, as the Subsidiary Borrower, the institutions from time to time parties hereto as Lenders, whether by execution of this Agreement or an Assignment Agreement pursuant to Section 13.3, JPMorgan Chase Bank, N.A., as Administrative Agent for itself and the other Lenders, Citicorp North America, Inc., as Syndication Agent, and The Royal Bank of Scotland plc and UBS Securities LLC, as Documentation Agents.
AMENDED AND RESTATED SUBSIDIARY GUARANTYSubsidiary Guaranty • April 24th, 2012 • Meritor Inc • Motor vehicle parts & accessories
THIS AMENDED AND RESTATED SUBSIDIARY GUARANTY (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of April 23, 2012, by each of the undersigned (the “Initial Guarantors”, and together with any additional Subsidiaries which become parties to this Guaranty by executing a Supplement hereto in the form attached hereto as Annex I, the “Guarantors”), in favor of JPMorgan Chase Bank, N.A., as the Administrative Agent for the benefit of itself, the Lenders and the other Holders of Secured Obligations (in each case, under the “Credit Agreement” described below) (in such capacity, the “Administrative Agent”). Each capitalized term used herein and not defined herein shall have the meaning ascribed thereto in the Credit Agreement.
