ISSUING AND PAYING AGENCY AGREEMENTAnd Paying Agency Agreement • October 29th, 2014 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec • New York
This Agreement, dated as of October 20, 2014, sets forth the understanding by and among BNP Paribas, acting through its New York branch, as Issuing and Paying Agent (the “Agent”) and Arrow Electronics, Inc., as issuer (the “Issuer”), whereby the Agent has agreed to act (A) as issuing agent (the “Issuing Agent”) on behalf of the Issuer in connection with the Issuer’s US dollar-denominated commercial paper notes (the “Notes”), (B) as paying agent (the “Paying Agent”) to undertake certain obligations to make payments in respect of the Notes, and (C) as depository (the “Depository”) to receive certain funds on behalf of the Issuer, as set forth herein. The Agent has executed or will promptly hereafter execute a Letter of Representations (the “Letter of Representations”) with the Issuer and The Depository Trust Company (“DTC”) and a Certificate Agreement (the “Certificate Agreement”) with DTC which establishes or will establish, among other things, the procedures to be followed by the Agent
Amendment No. 2 to Dealer Agreement dated as of November 9, 1999, between Goldman, Sachs & Co., J.P. Morgan Securities LLC (f.k.a. Chase Securities Inc.), Morgan Stanley & Co. LLC (f.k.a. Morgan Stanley & Co. Incorporated), Merrill Lynch, Pierce,...Dealer Agreement • October 29th, 2014 • Arrow Electronics Inc • Wholesale-electronic parts & equipment, nec
This amendment (“Amendment No. 2”) sets forth the understandings between Arrow Electronics, Inc. (the “Issuer”) and Goldman, Sachs & Co., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (collectively, the “Dealers”), parties to an agreement, dated as of November 9, 1999 (the “Original Dealer Agreement” and, as amended by Amendment No. 1 dated as of October 11, 2011, the “Dealer Agreement”), pursuant to which the Issuer appointed the Dealers as dealers of certain short-term promissory notes (the “Notes”) of the Issuer. The purpose of this letter is to set forth the following amendment to the Dealer Agreement:
