Credit and Reimbursement Agreement Sample Contracts

EXHIBIT 10.7 LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 21st, 2005 • Flowserve Corp • Pumps & pumping equipment • New York
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LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • May 5th, 2020 • California

WHEREAS, on October 2, 1984, the City Council of the City (the “City Council”) adopted Resolution No. 57794 providing for the issuance of obligations secured by and payable from the revenues of the Norman Y. Mineta San José International Airport (said resolution as supplemented and amended, including without limitation, by Resolution No. 70532 amending and restating said resolution in the form of a Master Trust Agreement dated as of July 1, 2001 (the “Master Trust Agreement”), between the City and The Bank of New York Trust Company, N.A. (successor to BNY Western Trust Company), as trustee (collectively referred to herein as the “Master Bond Resolution”).

SEVENTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT dated as of December 20, 2019 among THE AES CORPORATION, as Borrower, CITIBANK, N.A., as Administrative Agent and as Collateral Agent, CITIBANK, N.A. MIZUHO BANK, LTD. CRÉDIT AGRICOLE...
Credit and Reimbursement Agreement • December 23rd, 2019 • Aes Corp • Cogeneration services & small power producers • New York

SEVENTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT dated as of December 20, 2019 (this “Agreement”) among THE AES CORPORATION, a Delaware corporation (the “Borrower”), the BANKS listed on the signature pages hereof, CITIBANK, N.A., MIZUHO BANK, LTD. and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Joint Lead Arrangers (the “Joint Lead Arrangers”) and Joint Book Runners (the “Joint Book Runners”), CITIBANK, N.A. as Administrative Agent (in such capacity, the “Agent”) and CITIBANK, N.A., as Collateral Agent (in such capacity, the “Collateral Agent”), in each case for the Bank Parties.

Dated as of December 16, 2005 Among
Credit and Reimbursement Agreement • December 22nd, 2005 • Dte Energy Co • Electric services • New York
Dated
Credit and Reimbursement Agreement • February 7th, 2000 • Tenaska Georgia Partners Lp
AMENDMENT NO. 8 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • January 5th, 2007 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 8 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto (the “Committing Banks”), CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

SECOND AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • August 3rd, 2017 • Sears Holdings Corp • Retail-department stores • New York

LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Agreement”) dated as of December 28, 2016, as amended March 2, 2017 (the “Amendment No. 1 Effective Date”) as further amended August 1, 2017 (the “Amendment No. 2 Effective Date”), among SEARS HOLDINGS CORPORATION, a Delaware corporation (“Holdings”), SEARS ROEBUCK ACCEPTANCE CORP., a Delaware corporation (“SRAC”), KMART CORPORATION, a Michigan corporation (“Kmart Corp.”), CITIBANK, N.A. (the “Bank”), as administrative agent (in such capacity, the “Agent”), and as the Issuing Bank (as further defined below, the “Issuing Bank”) and financial institutions from time to time party hereto as L/C lenders (each an “L/C Lender”).

AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 26th, 2009 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among THE AES CORPORATION, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties party hereto, CITICORP USA, INC., as Administrative Agent (the “Agent”), CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”) and Citigroup Global Markets Inc., Banc of America Securities LLC and J.P. Morgan Securities Inc., as joint lead arrangers.

AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • October 19th, 2005 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 6 AND WAIVER NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Waiver”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

AMENDMENT NO. 3 TO THE SIXTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • December 23rd, 2019 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 3 TO THE SIXTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), AES International Holdings II, Ltd., a company organized under the laws of the British Virgin Islands (the “Grantor”), the Bank Parties listed on the signature pages hereto, CITIBANK, N.A., as Administrative Agent (in such capacity, the “Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”), in each case for the Bank Parties.

AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • October 4th, 2005 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto (the “Committing Banks”), CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

SEVENTH AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • May 31st, 2018 • Sears Holdings Corp • Retail-department stores • New York

SEVENTH AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) dated as of April 26, 2018 among SEARS HOLDINGS CORPORATION, a Delaware corporation (“Holdings”), SEARS ROEBUCK ACCEPTANCE CORP., a Delaware corporation, and KMART CORPORATION, a Michigan corporation (the “Borrowers”), JPP, LLC, JPP II, LLC, CRESCENT 1, L.P., CANARY SC FUND, L.P., CYR FUND, L.P., CMH VI, L.P., CYRUS HEARTLAND, L.P., as L/C Lenders, and CITIBANK, N.A., as Administrative Agent (the “Agent”) and Issuing Bank (the “Issuing Bank”), in consideration of the mutual covenants herein contained and benefits to be derived herefrom.

FIRST AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • June 27th, 2008 • Commonwealth Edison Co • Electric services • New York

THIS FIRST AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”), dated as of June 27, 2008, is among COMMONWEALTH EDISON COMPANY, a corporation organized and existing under the laws of the State of Illinois (the “Company”), the financial institutions signatory hereto, and BARCLAYS BANK PLC, NEW YORK BRANCH, as administrative agent (the “Administrative Agent”).

THIRD AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • August 10th, 2017 • Sears Holdings Corp • Retail-department stores • New York

WHEREAS, Holdings, the Borrowers, the L/C Lenders party thereto, the Agent and the Issuing Bank, are party to that certain Letter of Credit and Reimbursement Agreement (as amended pursuant to that certain First Amendment to Letter of Credit and Reimbursement Agreement dated as of March 2, 2017 and pursuant to that certain Second Amendment to Letter of Credit and Reimbursement Agreement dated as of August 1, 2017, the “Existing LC Facility Agreement”; the Existing LC Facility Agreement as amended hereby, the “Amended LC Facility Agreement”); and

Letter of Credit and Reimbursement Agreement
Credit and Reimbursement Agreement • May 3rd, 2018 • New York
AMENDMENT NO. 2 to LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT relating to $99,100,000 State of Ohio Pollution Control Revenue Refunding Bonds, Series 2005-A (FirstEnergy Nuclear Generation Corp. Project)
Credit and Reimbursement Agreement • June 19th, 2009 • FirstEnergy Solutions Corp. • Electric services • New York

THIS AMENDMENT NO. 2 TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) is made as of June 12, 2009 by and among FIRSTENERGY NUCLEAR GENERATION CORP. (the “Company”), FIRSTENERGY CORP. and FIRSTENERGY SOLUTIONS CORP., as Guarantors (the “Guarantors”), the Banks party hereto and BARCLAYS BANK PLC, as Fronting Bank (the “Fronting Bank”) and as Administrative Agent (the “Administrative Agent”) under that certain Letter of Credit and Reimbursement Agreement, dated as of December 16, 2005, by and among the Company, the Banks from time to time parties thereto, the Fronting Bank and the Administrative Agent (as amended by that certain Amendment No. 1 to Letter of Credit and Reimbursement Agreement, dated as of March 1, 2007, and as the same may be further amended, restated, supplemented or otherwise modified, the “Agreement”). Defined terms used herein and not otherwise defined herein shall have the meaning given to such terms in the Agreement.

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FIRST AMENDMENT AND LIMITED WAIVER TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 21st, 2005 • Flowserve Corp • Pumps & pumping equipment

THIS FIRST AMENDMENT AND LIMITED WAIVER TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) is entered into as of March 15, 2005, among FLOWSERVE B.V., a company organized under the laws of the Netherlands (“Company”), FLOWSERVE CORPORATION, a New York corporation (“Parent”), the Material Subsidiaries (as defined in the Agreement) (each of Parent and each Material Subsidiary a “Guarantor” and collectively, the “Guarantors”), the LENDERS (hereinafter defined), and CALYON NEW YORK BRANCH, a duly licensed branch under the New York Banking Law of a foreign banking corporation organized under the laws of the Republic of France, as Administrative Agent (hereinafter defined) for itself and the other Lenders.

LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • June 2nd, 2011 • Texas

This Letter of Credit and Reimbursement Agreement dated June 1, 2011 (this “Agreement”), is by and between the City of Austin, Texas (the “City”) and JPMorgan Chase Bank, National Association (together with its successor and assigns, the “Bank”).

FIRST AMENDMENT AND CONSENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

This FIRST AMENDMENT AND CONSENT, dated as of May 3, 2004 (this "Amendment"), is made by and among SYSTEM ENERGY RESOURCES, INC., an Arkansas corporation (the "Company"), and the banks listed on the signature pages of this Amendment as "Participating Banks" (such banks, together with their respective permitted assignees from time to time, being referred to herein, collectively, as the "Participating Banks").

AMENDMENT NO. 11 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • December 7th, 2007 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 11 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

EX-99.64 2 d575962dex9964.htm EX-99.64 EXECUTION VERSION FIFTH AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT FIFTH AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) dated as of February 13, 2018, among SEARS...
Credit and Reimbursement Agreement • May 5th, 2020 • New York

WHEREAS, Holdings, the Borrowers, and the L/C Lenders party thereto, and Citibank, N.A., as the Agent and the Issuing Bank, are party to that certain Letter of Credit and Reimbursement Agreement (as amended pursuant to that certain First Amendment to Letter of Credit and Reimbursement Agreement dated as of March 2, 2017, that certain Second Amendment to Letter of Credit and Reimbursement Agreement dated as of August 1, 2017, that certain Third Amendment to Letter of Credit and Reimbursement Agreement dated as of August 9, 2017, and that certain Fourth Amendment to Letter of Credit and Reimbursement Agreement, dated as of December 13, 2017, the “Existing LC Facility Agreement”; the Existing LC Facility Agreement as amended hereby, the “Amended LC Facility Agreement”); and

AMENDMENT NO. 2 TO THE FOURTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • July 30th, 2010 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 2 TO THE FOURTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

AMENDMENT NO. 2 TO THE SIXTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • June 29th, 2017 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 2 TO THE SIXTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Bank Parties listed on the signature pages hereto, CITIBANK, N.A., as administrative agent (the “Agent”) and CITIBANK, N.A., as collateral agent, for the Bank Parties (the “Collateral Agent”).

AMENDMENT NO. 7 AND WAIVER NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • April 5th, 2006 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 7 AND WAIVER NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Waiver”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA, INC., as administrative agent (the “Agent”) and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).

INDEX PAGE ---- ARTICLE I DEFINITIONS..................................................... 3
Credit and Reimbursement Agreement • June 6th, 1997 • Heico Corp • Aircraft engines & engine parts • Florida
LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 24th, 2006 • Maine & Maritimes Corp • Electric services • Maine
Contract
Credit and Reimbursement Agreement • March 31st, 2005 • Servotronics Inc /De/ • Cutlery, handtools & general hardware • New York
AMENDMENT NO. 1 TO AND WAIVER UNDER THE FIFTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • February 27th, 2012 • Aes Corp • Cogeneration services & small power producers • New York

AMENDMENT NO. 1 TO AND WAIVER UNDER THE FIFTH AMENDED AND RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors and the Bank Parties listed on the signature pages hereto.

WAIVER AND AMENDMENT NO. 1 TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • August 7th, 2014 • Dynegy Inc. • Electric services • New York

THIS WAIVER AND AMENDMENT NO. 1 TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT, dated as of May 16, 2014 (this “Amendment”), is by and among Illinois Power Marketing Company, an Illinois corporation, as the applicant (the “Applicant”) and Union Bank, N.A. (together with its successor and assigns, the “Bank”).

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