Revolving Credit And Guaranty Agreement Sample Contracts

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BJ Services, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of May 30, 2017 Among BJ SERVICES, LLC, as the Borrower, THE OTHER BORROWERS FROM TIME TO TIME PARTY HERETO, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Line Lender, an L/C Issuer and Bookrunner, and the Other Lenders Party Hereto, JPMORGAN CHASE BANK, N.A. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers and Joint Book Managers (July 14th, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) is entered into as of May 30, 2017 among BJ Services, LLC, a Delaware limited liability company (the Company and together with PublicCo (as defined below) when joined hereto as a borrower pursuant to Section 6.12(a)(iii), collectively, the Borrowers and each individually, a Borrower), and certain Subsidiaries of the Borrowers, as Guarantors, each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), and JPMorgan Chase Bank, N.A., as Administrative Agent.

Blue Apron Holdings, Inc. – Amendment No. 3 to Revolving Credit and Guaranty Agreement (June 23rd, 2017)

AMENDMENT NO. 3 TO REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of June 23, 2017 (this Amendment No. 3), is by and among MORGAN STANLEY SENIOR FUNDING, INC., as administrative and collateral agent (in such capacities, Administrative Agent) on behalf of the lenders from time to time party to the Credit Agreement (individually, each a Lender and collectively, Lenders), the New Revolving Lender (as defined below), each Issuing Bank, BLUE APRON, LLC (F/K/A BLUE APRON, INC.), a Delaware limited liability company (the Company and, together with each other party that is an Additional Borrower pursuant to the Credit Agreement, the Borrower) and the other Obligors party hereto.

BJ Services, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of May 30, 2017 Among BJ SERVICES, LLC, as the Borrower, THE OTHER BORROWERS FROM TIME TO TIME PARTY HERETO, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Line Lender, an L/C Issuer and Bookrunner, and the Other Lenders Party Hereto, JPMORGAN CHASE BANK, N.A. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Joint Lead Arrangers and Joint Book Managers (June 12th, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) is entered into as of May 30, 2017 among BJ Services, LLC, a Delaware limited liability company (the Company and together with PublicCo (as defined below) when joined hereto as a borrower pursuant to Section 6.12(a)(iii), collectively, the Borrowers and each individually, a Borrower), and certain Subsidiaries of the Borrowers, as Guarantors, each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), and JPMorgan Chase Bank, N.A., as Administrative Agent.

Blue Apron Holdings, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 26, 2016 Among BLUE APRON, INC., as the Company, the Other OBLIGORS Party Hereto, the LENDERS and ISSUING BANKS Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent and the Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., CITIBANK, NA, GOLDMAN SACHS LENDING PARTNERS LLC, JPMORGAN CHASE BANK, N.A., and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners (June 1st, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of August 26, 2016, among BLUE APRON, INC., a Delaware corporation, as the company (the Company), the ADDITIONAL BORROWERS from time to time party hereto, the GUARANTORS from time to time party hereto, the LENDERS and the ISSUING BANKS from time to time party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent).

Blue Apron Holdings, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 26, 2016 Among BLUE APRON, INC., as the Company, the Other OBLIGORS Party Hereto, the LENDERS and ISSUING BANKS Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent and the Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., CITIBANK, NA, GOLDMAN SACHS LENDING PARTNERS LLC, JPMORGAN CHASE BANK, N.A., and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners (May 11th, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of August 26, 2016, among BLUE APRON, INC., a Delaware corporation, as the company (the Company), the ADDITIONAL BORROWERS from time to time party hereto, the GUARANTORS from time to time party hereto, the LENDERS and the ISSUING BANKS from time to time party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent).

Third Amendment to Revolving Credit and Guaranty Agreement (May 3rd, 2017)

THIS THIRD AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT (this "Amendment") is made and entered into this 30th day of November, 2016, by and among XERIUM TECHNOLOGIES, INC., a Delaware corporation (the "Lead Borrower"), XERIUM CANADA INC., a corporation organized under the laws of the Province of New Brunswick ("Xerium Canada"), HUYCK. WANGNER GERMANY GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Stuttgart under registration number HRB 353855 (the "European Lead Borrower"), ROBEC WALZEN GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Duren under registration number HRB 2867 ("Robec Germany"), STOWE WOODWARD AKTIENGESELLSCHAFT, a stock corporation (Aktiengesellschaft) o

REV Group, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of April 25, 2017 Among REV GROUP, INC., as BORROWER, CERTAIN OF ITS SUBSIDIARIES, as GUARANTOR SUBSIDIARIES, VARIOUS LENDERS, ALLY BANK, as ADMINISTRATIVE AGENT and COLLATERAL AGENT $350,000,000 Senior Secured Revolving Credit Facilities BMO HARRIS BANK N.A. And ALLY BANK, as JOINT BOOK RUNNING MANAGERS, and JOINT LEAD ARRANGERS (April 25th, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of April 25, 2017, is entered into by and among REV GROUP, INC., a Delaware corporation (the Borrower), CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantor Subsidiaries, the Lenders (as defined in Section 1.1) party hereto from time to time, ALLY BANK (Ally) and BMO HARRIS BANK N.A. (BMO), as Joint Leads Arrangers and Joint Book Running Managers (collectively, in such capacities, the Arrangers), Ally and BMO, as Co-Collateral Agents (collectively, in such capacities, the Co-Collateral Agents) and Ally, as Administrative Agent (together with its permitted successors and assigns in such capacity, the Administrative Agent) and as Collateral Agent (together with its permitted successors and assigns in such capacity, the Collateral Agent).

Blue Apron Holdings, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 26, 2016 Among BLUE APRON, INC., as the Company, the Other OBLIGORS Party Hereto, the LENDERS and ISSUING BANKS Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as the Administrative Agent and the Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., CITIBANK, NA, GOLDMAN SACHS LENDING PARTNERS LLC, JPMORGAN CHASE BANK, N.A., and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners (March 31st, 2017)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of August 26, 2016, among BLUE APRON, INC., a Delaware corporation, as the company (the Company), the ADDITIONAL BORROWERS from time to time party hereto, the GUARANTORS from time to time party hereto, the LENDERS and the ISSUING BANKS from time to time party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent).

FOURTH AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of March 7, 2017 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC as Borrower, and TOWER INTERNATIONAL, INC., TOWER AUTOMOTIVE HOLDINGS I, LLC, TOWER AUTOMOTIVE HOLDINGS II(a), LLC, AND THE OTHER GUARANTORS PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., CITIGROUP GLOBAL MARKETS INC., GOLDMAN SACHS BANK USA, WELLS FARGO SECURITIES, LLC, BMO CAPITAL MARKETS CORP. And CITIZENS BANK, N.A., (March 10th, 2017)

Page Article 1 Definitions Section 1.01. Defined Terms. 1 Section 1.02. Terms Generally 40 Section 1.03. Accounting Terms; GAAP 41 Article 2 Amount and Terms of Credit Section 2.01. Revolving Credit Commitments. 42 Section 2.02. Swing Line Commitment 43 Section 2.03. Letters of Credit 45 Section 2.04. Requests for Borrowings. 52 Section 2.05. Funding of Borrowings 53 Section 2.06. Interest Elections 53 Section 2.07. Interest on Loans. 55 Section 2.08. Default Interest 55 Section 2.09. Alternate Rate of Interest 56 Section 2.10. Repayment of Loans; Evidence of Debt. 56 Section 2.11. Optional Termination or Reduction of Commitment 56 Section 2.12. Mandatory Prepayment. 57 Section 2.13.

Amendment No. 1 to the Second Amended and Restated Revolving Credit and Guaranty Agreement (February 27th, 2017)

This SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of February 17, 2016, as amended as of February 27, 2017, is entered into by and among CIT GROUP INC., a Delaware corporation ("Borrower"), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, or any successor thereto pursuant to the terms hereof, "Administrative Agent") and L/C Issuer.

Quality Care Properties, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of October 31, 2016 Among QUALITY CARE PROPERTIES, INC., as Borrower, CERTAIN SUBSIDIARIES OF QUALITY CARE PROPERTIES, INC. FROM TIME TO TIME PARTY HERETO, as Subsidiary Guarantors, and HCP, INC., as Lender (October 31st, 2016)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of October 31, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this Agreement), among QUALITY CARE PROPERTIES, INC., a Maryland corporation, as borrower (the Borrower), certain subsidiaries of the Borrower from time to time party hereto as guarantors, and HCP, INC., a Maryland corporation, as lender (together with its permitted assigns, the Lender).

Second Amendment to Revolving Credit and Guaranty Agreement (October 27th, 2016)

THIS SECOND AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT (this "Amendment") is made and entered into this 9th day of August, 2016, by and among XERIUM TECHNOLOGIES, INC., a Delaware corporation (the "Lead Borrower"), XERIUM CANADA INC., a corporation organized under the laws of the Province of New Brunswick ("Xerium Canada"), HUYCK. WANGNER GERMANY GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Stuttgart under registration number HRB 353855 (the "European Lead Borrower"), ROBEC WALZEN GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Duren under registration number HRB 2867 ("Robec Germany"), STOWE WOODWARD AKTIENGESELLSCHAFT, a stock corporation (Aktiengesellschaft) org

First Amendment to Revolving Credit and Guaranty Agreement (October 27th, 2016)

THIS FIRST AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT (this "Amendment") is made and entered into this 19th day of February, 2016, by and among XERIUM TECHNOLOGIES, INC., a Delaware corporation (the "Lead Borrower"), XERIUM CANADA INC., a corporation organized under the laws of the Province of New Brunswick ("Xerium Canada"), HUYCK. WANGNER GERMANY GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Stuttgart under registration number HRB 353855 (the "European Lead Borrower"), ROBEC WALZEN GMBH, a limited liability company (Gesellschaft mit beschrankter Haftung) organized under the laws of Germany and registered with the commercial register (Handelsregister) of the local court (Amtsgericht) Duren under registration number HRB 2867 ("Robec Germany"), STOWE WOODWARD AKTIENGESELLSCHAFT, a stock corporation (Aktiengesellschaft) o

REV Group, Inc. – First Amendment to Revolving Credit and Guaranty Agreement (October 24th, 2016)

FIRST AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT (this First Amendment), dated as of August 19, 2016, by and among REV GROUP, INC. (F/K/A ALLIED SPECIALTY VEHICLES, INC.), a Delaware corporation (the Borrower), each of the undersigned subsidiaries of the Borrower, as Guarantor Subsidiaries, the Lenders party hereto constituting the Requisite Lenders (determined immediately prior to giving effect to the First Amendment) and DEUTSCHE BANK AG NEW YORK BRANCH (DBNY), as administrative agent (in such capacity, the Administrative Agent). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

REV Group, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of October 21, 2013 Among ALLIED SPECIALTY VEHICLES, INC., as BORROWER, CERTAIN OF ITS SUBSIDIARIES, as GUARANTOR SUBSIDIARIES, VARIOUS LENDERS, ALLY COMMERCIAL FINANCE LLC, as SYNDICATION AGENT, RBS CITIZENS, NATIONAL ASSOCIATION, as DOCUMENTATION AGENT, DEUTSCHE BANK AG NEW YORK BRANCH, as ADMINISTRATIVE AGENT and COLLATERAL AGENT $150,000,000 Senior Secured Revolving Credit Facilities DEUTSCHE BANK SECURITIES INC., ALLY COMMERCIAL FINANCE LLC and RBS CITIZENS, NATIONAL ASSOCIATION, as JOINT BOOK RUNNING MANAGERS, and DEUTSCHE BANK SECURITIES (October 24th, 2016)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of October 21, 2013, is entered into by and among ALLIED SPECIALTY VEHICLES, INC., a Delaware corporation (the Borrower), CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantor Subsidiaries, the Lenders (as defined in Section 1.1) party hereto from time to time, DEUTSCHE BANK SECURITIES INC. (DBSI) and ALLY COMMERCIAL FINANCE LLC (Ally), as Joint Lead Arrangers (collectively, Joint Lead Arrangers), DBSI, Ally and RBS CITIZENS, NATIONAL ASSOCIATION, (RBS), as Joint Book Running Managers (collectively, Joint Book Running Managers), Ally, as Syndication Agent (the Syndication Agent), RBS, as Documentation Agent (in such capacity, the Documentation Agent), and DEUTSCHE BANK AG NEW YORK BRANCH (DBNY), as Administrative Agent (together with its permitted successors and assigns in such capacity, the Administrative Agent) and as Collateral Agent (together with its permitted successors and assigns in such capacity, the Collateral Agent).

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of June 9, 2016 Among DANA HOLDING CORPORATION, as Borrower and THE GUARANTORS PARTY HERETO and CITIBANK, N.A., as Administrative Agent and Collateral Agent and CITIBANK, N.A., GOLDMAN SACHS BANK USA and BANK OF AMERICA, N.A., as Issuing Banks and THE LENDERS PARTY HERETO CITIGROUP GLOBAL MARKETS INC. And GOLDMAN SACHS BANK USA, as Lead Arrangers and CITIGROUP GLOBAL MARKETS INC. And GOLDMAN SACHS BANK USA, as Joint Bookrunners BANK OF AMERICA, N.A., as Syndication Agent and BARCLAYS BANK PLC, CITIZENS BANK N.A., JPMORGAN CHASE BANK, N.A., ROYAL (June 9th, 2016)

REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) dated as of June 9, 2016 among DANA HOLDING CORPORATION, a Delaware corporation (the Borrower), and each of the direct and indirect subsidiaries of the Borrower signatory hereto (each, a Guarantor, and, collectively, together with any person that becomes a Guarantor hereunder pursuant to Section 8.05, the Guarantors), the banks, financial institutions and other institutional lenders party hereto (each, a Lender, and collectively with any other person that becomes a Lender hereunder pursuant to Section 9.07, the Lenders), CITIBANK, N.A. (CITI), as administrative agent (or any successor appointed pursuant to Article VII, the Administrative Agent) for the Lender Parties and the other Secured Parties (each as hereinafter defined), CITI, as collateral agent (or any successor appointed pursuant to Article VII, the Collateral Agent) for the Lender Parties and the other Secured Parties, CITIGROUP GLOBAL MARKETS INC. (CGMI) and GOLDMAN SA

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of November 3, 2015 Among XERIUM TECHNOLOGIES, INC., as US Borrower, XERIUM CANADA INC., as Canadian Borrower, CERTAIN SUBSIDIARIES OF XERIUM TECHNOLOGIES, INC., as US Guarantors, XERIUM TECHNOLOGIES, INC., XERIUM CANADA INC., XERIUM TECHNOLOGIES LIMITED AND XERIUM GERMANY HOLDING GMBH, as European Guarantors, VARIOUS LENDERS, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, and as European Administrative Agent and European Collateral Agent (March 14th, 2016)

Procedures for Requesting Revolving Advances; Procedures for Selection of Applicable Interest Rates for Revolving Advances. 63

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of February 17, 2016 Among CIT GROUP INC., CERTAIN SUBSIDIARIES OF CIT GROUP INC., THE LENDERS PARTY HERETO FROM TIME TO TIME, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC, DEUTSCHE BANK SECURITIES INC., JPMORGAN CHASE BANK, N.A. And MORGAN STANLEY SENIOR FUNDING, INC., as Joint Lead Arrangers and Joint Bookrunners BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC, DEUTSCHE BANK SECURITIES INC (February 18th, 2016)

Page SECTION 1. DEFINITIONS AND INTERPRETATION 1.1 Definitions 1 1.2 Accounting Terms 38 1.3 Interpretation, etc. 38 1.4 Exchange Rates; Currency Equivalents 39 1.5 Additional Alternative Currencies 39 1.6 Change of Currency 40 1.7 Times of Day 40 1.8 Letter of Credit Amounts 40 1.9 Type of Loans and Borrowings 40 SECTION 2. LOANS 2.1 Loans 40 2.2 Applicable Percentages; Availability of Funds 42 2.3 Use of Proceeds 42 2.4 Evidence of Debt; Register; Lenders' Books and Records; Notes 43 2.5 Interest on Loans 43 2.6 Conversion/Continuation 44 2.7 Default Interest 45 2.8 Fees 45 2.9 Voluntary Prepayments and Commitment Reductions

Philadelphia Energy Solutions Inc. – AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of October 7, 2014 Among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, as Borrower, and THE OTHER LOAN PARTIES PARTY HERETO, as Loan Parties, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Sole Lead Arranger and Sole Bookrunner, BANK OF AMERICA, N.A., as Swingline Lender, BANK OF AMERICA, N.A., and JPMORGAN CHASE BANK, N.A., as Issuing Banks, and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent (May 28th, 2015)

This AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) dated as of October 7, 2014, among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, a Delaware limited liability company (the Borrower), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders party hereto from time to time, BANK OF AMERICA, N.A. (BANA), as sole lead arranger and sole bookrunner (in such capacities, the Lead Arranger), BANA, as swingline lender (in such capacity, Swingline Lender), BANA, and JPMORGAN CHASE BANK, N.A. (JPMorgan), as issuing banks (in such capacity, Issuing Banks) and BANA, as administrative agent (in such capacity, Administrative Agent) for the Lenders, the Secured Parties and Issuing Banks and as collateral agent for the Lenders, the Secured Parties and Issuing Banks (in such capacity, the Collateral Agent).

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 13, 2014 Among FITBIT, INC., the Guarantors Party Hereto, the Lenders Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., SILICON VALLEY BANK and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners SILICON VALLEY BANK and SUNTRUST BANK, as Co-Syndication Agent (May 7th, 2015)

REVOLVING CREDIT AND GUARANTY AGREEMENT dated as of August 13, 2014, among FITBIT, INC., as Borrower, the GUARANTORS party hereto, the LENDERS party hereto, MORGAN STANLEY BANK, N.A., as Swing Line Lender, MORGAN STANLEY BANK, N.A., as Issuing Bank, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent.

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 13, 2014 Among FITBIT, INC., the Guarantors Party Hereto, the Lenders Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., SILICON VALLEY BANK and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners SILICON VALLEY BANK and SUNTRUST BANK, as Co-Syndication Agent (May 4th, 2015)

REVOLVING CREDIT AND GUARANTY AGREEMENT dated as of August 13, 2014, among FITBIT, INC., as Borrower, the GUARANTORS party hereto, the LENDERS party hereto, MORGAN STANLEY BANK, N.A., as Swing Line Lender, MORGAN STANLEY BANK, N.A., as Issuing Bank, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent.

Philadelphia Energy Solutions Inc. – AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of October 7, 2014 Among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, as Borrower, and THE OTHER LOAN PARTIES PARTY HERETO, as Loan Parties, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Sole Lead Arranger and Sole Bookrunner, BANK OF AMERICA, N.A., as Swingline Lender, BANK OF AMERICA, N.A., and JPMORGAN CHASE BANK, N.A., as Issuing Banks, and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent (April 14th, 2015)

This AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) dated as of October 7, 2014, among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, a Delaware limited liability company (the Borrower), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders party hereto from time to time, BANK OF AMERICA, N.A. (BANA), as sole lead arranger and sole bookrunner (in such capacities, the Lead Arranger), BANA, as swingline lender (in such capacity, Swingline Lender), BANA, and JPMORGAN CHASE BANK, N.A. (JPMorgan), as issuing banks (in such capacity, Issuing Banks) and BANA, as administrative agent (in such capacity, Administrative Agent) for the Lenders, the Secured Parties and Issuing Banks and as collateral agent for the Lenders, the Secured Parties and Issuing Banks (in such capacity, the Collateral Agent).

Section 3.07. No Defaults 63 Section 3.08. Compliance With Laws and Agreements 63 Section 3.09. Investment Company Status 63 Section 3.10. Taxes 63 Section 3.11. Disclosure 63 Section 3.12. Subsidiaries 64 Section 3.13. ERISA 64 Section 3.14. Solvency 65 Section 3.15. OFAC 65 Section 3.16. Anti-Corruption Laws 65 Section 3.17. USA Patriot Act 65 Section 3.18. [Reserved.] 65 Section 3.19. Federal Reserve Regulations 66 Section 3.20. Security Documents 66 ARTICLE 4 CONDITIONS Section 4.01. Effective Date 67 Section 4.02. Each Credit Event 68 ARTICLE 5 AFFIRMATIVE COVENANTS Section 5.01. Financia (March 4th, 2015)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of May 16, 2014, among ETSY, INC., as the Borrower, the GUARANTORS from time to time party hereto, the LENDERS from time to time party hereto and MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the Administrative Agent) and as collateral agent (in such capacity, the Collateral Agent).

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of August 13, 2014 Among FITBIT, INC., the Guarantors Party Hereto, the Lenders Party Hereto and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., SILICON VALLEY BANK and SUNTRUST ROBINSON HUMPHREY, INC., as Joint Lead Arrangers and Joint Bookrunners SILICON VALLEY BANK and SUNTRUST BANK, as Co-Syndication Agent (March 3rd, 2015)

REVOLVING CREDIT AND GUARANTY AGREEMENT dated as of August 13, 2014, among FITBIT, INC., as Borrower, the GUARANTORS party hereto, the LENDERS party hereto, MORGAN STANLEY BANK, N.A., as Swing Line Lender, MORGAN STANLEY BANK, N.A., as Issuing Bank, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent and Collateral Agent.

ACTAVIS REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of December 17, 2014, Among ACTAVIS PLC, as Ultimate Parent, WARNER CHILCOTT LIMITED, as Intermediate Parent, ACTAVIS CAPITAL S.A R.L., as Borrower, ACTAVIS, INC. And ACTAVIS FUNDING SCS, as Subsidiary Guarantors, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender and J.P. MORGAN EUROPE LIMITED, as London Agent MIZUHO BANK, LTD. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents, BARCLAYS BANK, PLC, BNP PARIBAS, HSBC BANK USA, N.A., SUMITOMO MITSUI BANKING CORP (December 22nd, 2014)

This ACTAVIS REVOLVING LOAN CREDIT AND GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of December 17, 2014, among ACTAVIS PLC, a public limited company incorporated under the laws of Ireland, WARNER CHILCOTT LIMITED, a Bermuda exempted company, ACTAVIS CAPITAL S.A R.L., a private limited liability company (societe a responsabilite limitee) incorporated under the laws of the Grand-Duchy of Luxembourg having its registered office at 6, rue Jean Monnet, L-2180 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 178.410 with a share capital of $367,384, ACTAVIS, INC., a Nevada corporation, ACTAVIS FUNDING SCS, a limited partnership (societe en commandite simple) organized under the laws of the Grand-Duchy of Luxembourg having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under n

Warner Chilcott – ACTAVIS REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of December 17, 2014, Among ACTAVIS PLC, as Ultimate Parent, WARNER CHILCOTT LIMITED, as Intermediate Parent, ACTAVIS CAPITAL S.A R.L., as Borrower, ACTAVIS, INC. And ACTAVIS FUNDING SCS, as Subsidiary Guarantors, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender and J.P. MORGAN EUROPE LIMITED, as London Agent MIZUHO BANK, LTD. And WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents, BARCLAYS BANK, PLC, BNP PARIBAS, HSBC BANK USA, N.A., SUMITOMO MITSUI BANKING CORP (December 22nd, 2014)

This ACTAVIS REVOLVING LOAN CREDIT AND GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of December 17, 2014, among ACTAVIS PLC, a public limited company incorporated under the laws of Ireland, WARNER CHILCOTT LIMITED, a Bermuda exempted company, ACTAVIS CAPITAL S.A R.L., a private limited liability company (societe a responsabilite limitee) incorporated under the laws of the Grand-Duchy of Luxembourg having its registered office at 6, rue Jean Monnet, L-2180 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 178.410 with a share capital of $367,384, ACTAVIS, INC., a Nevada corporation, ACTAVIS FUNDING SCS, a limited partnership (societe en commandite simple) organized under the laws of the Grand-Duchy of Luxembourg having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under n

Third Amended and Restated Revolving Credit and Guaranty Agreement (September 19th, 2014)

THIRD AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of September 17, 2014 among TOWER AUTOMOTIVE HOLDINGS USA, LLC (the "Borrower"), TOWER INTERNATIONAL, INC. (formerly known as Tower Automotive, LLC, and hereinafter, "Holdings"), TOWER AUTOMOTIVE HOLDINGS I, LLC ("Holdco"), TOWER AUTOMOTIVE HOLDINGS II(a), LLC, TOWER AUTOMOTIVE HOLDINGS II(b), LLC (together with Tower Automotive Holdings II(a), LLC, "Foreign Holdco"), the Subsidiary Guarantors, the financial institutions from time to time party hereto, as Lenders, and JPMORGAN CHASE BANK, N.A., as Issuing Lender, as Swing Line Lender and as administrative agent (in such capacity, the "Agent") for the Lenders.

SECOND AMENDED AND RESTATED ACTAVIS REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of June 30, 2014 Among ACTAVIS PLC, as Ultimate Parent, WARNER CHILCOTT LIMITED, as Intermediate Parent, ACTAVIS CAPITAL S.A R.L., as Borrower, ACTAVIS, INC., and ACTAVIS FUNDING SCS as Subsidiary Guarantors, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender WELLS FARGO BANK, N.A., as Syndication Agent, BARCLAYS BANK PLC, UNION BANK, N.A., MIZUHO BANK (USA) and JPMORGAN CHASE BANK, N.A., as Co-Documentation Agents and MERRILL LYNCH, PIERCE, FENNER & S (July 3rd, 2014)

This SECOND AMENDED AND RESTATED ACTAVIS REVOLVING LOAN CREDIT AND GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of June 30, 2014, by ACTAVIS CAPITAL S.A R.L. (f/k/a ACTAVIS WC HOLDING S.A R.L.), a private limited liability company (societe a responsabilite limitee) incorporated under the laws of the Grand Duchy of Luxembourg having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, registered with the Luxembourg Registrar of Commerce and Companies under number B 178.410 with a share capital of $171,656, ACTAVIS, INC., a Nevada corporation (Actavis), ACTAVIS FUNDING SCS, a limited partnership (societe en commandite simple) organized under the laws of the Grand Duchy of Luxembourg having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, registered with the Luxembourg Registrar of Commerce and Companies under number B 187.310 with a share capital of $20,000 (Actavis

AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of January 27, 2014 Among CIT GROUP INC., CERTAIN SUBSIDIARIES OF CIT GROUP INC., THE LENDERS PARTY HERETO FROM TIME TO TIME, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC, J.P. MORGAN CHASE BANK, N.A. And MORGAN STANLEY SENIOR FUNDING, INC., as Joint Lead Arrangers and Joint Bookrunners BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC, J.P. MORGAN CHASE BANK, N.A. And MORGAN STANLEY SENIOR FUNDING, (January 28th, 2014)

This AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of January 27, 2014, is entered into by and among CIT GROUP INC., a Delaware corporation ("Borrower"), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, or any successor thereto pursuant to the terms hereof, "Administrative Agent") and L/C Issuer.

CommScope Holding Company, Inc. – REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of January 14, 2011 Among CEDAR I HOLDING COMPANY, INC., COMMSCOPE, INC., THE US CO-BORROWERS and EUROPEAN CO-BORROWERS NAMED HEREIN, THE SUBSIDIARIES OF COMMSCOPE, INC. NAMED HEREIN as GUARANTORS, VARIOUS LENDERS, J.P. MORGAN SECURITIES LLC, as Sole Lead Arranger and Sole Bookrunner, JPMORGAN CHASE BANK, N.A., as US Administrative Agent, J.P. MORGAN EUROPE LIMITED, as European Administrative Agent, REGIONS BANK, US BANK NATIONAL ASSOCIATION, WELLS FARGO CAPITAL FINANCE, LLC and BANK OF AMERICA, N.A., as Senior Managing Agents and DEUTSCHE BANK (August 2nd, 2013)

This REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of January 14, 2011 is entered into by and among Cedar I Merger Sub, Inc. (MergerSub), CommScope, Inc., a Delaware corporation (the Parent Borrower), the certain Subsidiaries of Parent Borrower identified on the signature pages hereto as US Co-Borrowers (the US Co-Borrowers and, together with Parent Borrower, the US Borrowers), the certain Subsidiaries of Parent Borrower identified on the signature pages hereto as the US Subsidiary Guarantors (the US Subsidiary Guarantors), CommScope EMEA Limited, a private limited company incorporated under the laws of Ireland (the Irish Borrower), Andrew AG, an Aktiengesellschaft organized under the laws of Switzerland (the Swiss Borrower), Andrew Wireless Systems GmbH and Andrew GmbH, each a Gesellschaft mit beschrankter Haftung organized under the laws of Germany (each, a German Borrower and collectively, the German Borrowers), Andrew S.A.R.L., a societe a responsabilite limitee organized under

AMENDED AND RESTATED ACTAVIS REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of Among ACTAVIS PLC, as Parent Guarantor, ACTAVIS WC HOLDING S.A R.L., as Borrower, ACTAVIS, INC., as a Subsidiary Guarantor, THE LENDERS PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender WELLS FARGO BANK, N.A., as Syndication Agent, BARCLAYS BANK PLC, UNION BANK, N.A., MIZUHO CORPORATE BANK, LTD. And JPMORGAN CHASE BANK, N.A., as Co- Documentation Agents and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and WELLS FARGO SECURITIES, LLC, as Joint Book Managers and J (August 2nd, 2013)

This AMENDED AND RESTATED ACTAVIS REVOLVING LOAN CREDIT AND GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this Agreement) is entered into as of [ ], by ACTAVIS WC HOLDING S.A R.L., a private limited liability company (societe a responsabilite limitee) incorporated under the Laws of the Grand-Duchy of Luxembourg having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, registered with the Luxembourg Registrar of Commerce and Companies under number B 178.410, ACTAVIS, INC., a Nevada corporation (Actavis), ACTAVIS PLC, a public limited company organized under the Laws of Ireland, each lender from time to time party hereto (collectively, the Lenders and, individually, a Lender), and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender.

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of June 20, 2013 Among DANA HOLDING CORPORATION, as Borrower and THE GUARANTORS PARTY HERETO and CITIBANK, N.A., as Administrative Agent and Collateral Agent and BANK OF AMERICA, N.A., CITIBANK, N.A., and JPMORGAN CHASE BANK, N.A., as Issuing Banks and THE LENDERS PARTY HERETO CITIGROUP GLOBAL MARKETS INC. And MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Lead Arrangers and CITIGROUP GLOBAL MARKETS INC. And MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Bookrunners BANK OF AMERICA, N.A., as Synd (June 25th, 2013)

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT (this Agreement) dated as of June 20, 2013 among DANA HOLDING CORPORATION, a Delaware corporation (the Borrower), and each of the direct and indirect subsidiaries of the Borrower signatory hereto (each, a Guarantor, and, collectively, together with any person that becomes a Guarantor hereunder pursuant to Section 8.05, the Guarantors), the banks, financial institutions and other institutional lenders party hereto (each, a Lender, and collectively with any other person that becomes a Lender hereunder pursuant to Section 9.07, the Lenders), CITIBANK, N.A. (CITI), as administrative agent (as successor administrative agent to Citicorp USA, Inc. (CUSA)) (or any successor appointed pursuant to Article VII, the Administrative Agent) for the Lender Parties and the other Secured Parties (each as hereinafter defined), CITI as collateral agent (as successor collateral agent to CUSA) (or any successor appointed pursuant to Article

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of June 19, 2013 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC as Borrower, and TOWER INTERNATIONAL, INC., TOWER AUTOMOTIVE HOLDINGS I, LLC, TOWER AUTOMOTIVE HOLDINGS II(a), LLC, TOWER AUTOMOTIVE HOLDINGS II(b), LLC, AND THE OTHER GUARANTORS PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC and WELLS FARGO CAPITAL FINANCE, LLC, (June 20th, 2013)

SECOND AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of June 19, 2013 among TOWER AUTOMOTIVE HOLDINGS USA, LLC (the "Borrower"), TOWER INTERNATIONAL, INC. (formerly known as Tower Automotive, LLC, and hereinafter, "Holdings"), TOWER AUTOMOTIVE HOLDINGS I, LLC ("Holdco"), TOWER AUTOMOTIVE HOLDINGS II(a), LLC, TOWER AUTOMOTIVE HOLDINGS II(b), LLC (together with Tower Automotive Holdings II(a), LLC, "Foreign Holdco"), the Subsidiary Guarantors, the financial institutions from time to time party hereto, as Lenders, and JPMORGAN CHASE BANK, N.A., as Issuing Lender, as Swing Line Lender and as administrative agent (in such capacity, the "Agent") for the Lenders.

REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of May 17, 2013 Among XERIUM TECHNOLOGIES, INC., as US Borrower, (May 23rd, 2013)
Euramax Holdings, Inc. – First Amendment to Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement (August 30th, 2011)

THIS FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AND GUARANTY AGREEMENT (this Amendment) is made and entered into on April 5, 2011, by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation (individually and in its capacity as the representative of the other Borrowers pursuant to Section 2.18 of the Credit Agreement, Euramax), AMERIMAX HOME PRODUCTS, INC., a Delaware corporation (AHP), AMERIMAX BUILDING PRODUCTS, INC., a Delaware corporation (ABP), BERGER BUILDING PRODUCTS, INC., a Pennsylvania corporation (BBP), FABRAL, INC., a Delaware corporation (Fabral), and AMP COMMERCIAL, INC., a Delaware corporation formerly known as Gutter Suppliers, Inc. (AMP), as borrowers thereunder (being referred to collectively as Borrowers, and individually as a Borrower), and EURAMAX HOLDINGS, INC., a Delaware corporation (Holdings), AMERIMAX FABRICATED PRODUCTS, INC., a Delaware corporation (AFP), AMERIMAX FINANCE COMPANY, INC., a Delaware corporation (AFC), BERGER