Assignment Agreement from Receivables Purchase Agreement
This Amendment No. 5 to Second Amended and Restated Receivables Purchase Agreement (this Amendment) is dated as of August 22, 2013, among Avnet Receivables Corporation, a Delaware corporation (Seller), Avnet, Inc., a New York corporation (Avnet), as initial Servicer (the Servicer together with Seller, the Seller Parties and each a Seller Party), each of the entities party hereto identified as a Financial Institution (together with any of their respective successors and assigns hereunder, the Financial Institutions), each of the entities party hereto identified as a Company (together with any of their respective successors and assigns hereunder, the Companies) and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago)), as agent for the Purchasers or any successor agent hereunder (together with its successors and assigns hereunder, the Agent), amending the Second Amended and Restated Receivables Purchase Agreement, dated as of August 26, 2010, as amended by
Assignment Agreement. The Agent and each Seller Party shall have received, on or before the date hereof, executed counterparts of the Assignment and Assumption Agreement, dated the date hereof, by and among Market Street Funding LLC, PNC Bank, National Association and the Seller Parties.