briggs-amendmentno5






                                                                  EXECUTION VERSION                 AMENDMENT NO. 5 TO REVOLVING CREDIT AGREEMENT                 This Amendment No. 5 to Revolving Credit Agreement, dated as of June 12, 2020 (this  “Amendment”), is among BRIGGS & STRATTON CORPORATION, a Wisconsin corporation (the “Lead  Borrower”),  each  other  Loan  Party,  JPMORGAN  CHASE  BANK,  N.A.,  as  Administrative  Agent  (the  “Administrative Agent”) and the lenders party hereto (the “Lenders”).  Capitalized terms used and not  otherwise defined herein have the definitions provided therefor in the Credit Agreement referenced below.                                     W I T N E S S E T H:                WHEREAS, the Lead Borrower, the other Borrowers from time to time party thereto, the  Lenders (as defined therein) from time to time party thereto and the Administrative Agent are parties to that  certain Revolving Credit Agreement, dated as of September 27, 2019 (as amended, restated, supplemented  or  otherwise  modified  from  time  to  time  prior  to  the  date  hereof,  the  “Credit  Agreement”;  the  Credit   Agreement, as amended by this Amendment, the “Amended Credit Agreement”);                WHEREAS, pursuant to Section 13.12 of the Credit Agreement, the Loan Parties party to  the  Credit  Agreement,  the  Administrative  Agent  and  the  Required  Lenders  may  amend  the  Credit  Agreement; and                WHEREAS,  the  Lead  Borrower  has  requested  that  the  Administrative  Agent  and  the  Required Lenders amend, and the Administrative Agent and the Required Lenders have agreed to amend,  the Credit Agreement as set forth herein.                NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants  contained  herein,  the  receipt  and  sufficiency  of  which  are  hereby  acknowledged,  and  subject  to  the  conditions set forth herein, the parties hereto agree as follows:         1.     Amendments  to  the  Credit  Agreement.   Effective  as  of  the  date  of  satisfaction  of  the  conditions precedent set forth in Section 2 below, the parties hereto agree that:                (a)    The Whereas clause following the preamble of the Credit Agreement is hereby        amended and restated in its entirety as follows:                       WHEREAS,  (a)  the  Borrowers  have  requested  that  the  Lenders  extend               credit in the form of Revolving Loans in an aggregate principal amount at any time               outstanding  not  to  exceed,  as  of  the  Fifth  Amendment  Effective Date,               $550,000,000 and, as of July 15, 2020, $500,000,000, consisting of (i) a North               American  Revolving  Facility  in  an  aggregate  principal  amount  at any time               outstanding  not  to  exceed,  as  of  the  Fifth  Amendment  Effective Date,               $514,800,000 and, as of July 15, 2020, $468,000,000 and (ii) a Swiss Revolving               Facility in an aggregate principal amount at any time outstanding not to exceed, as               of the Fifth Amendment Effective Date, $35,200,000 and, as of July 15, 2020,               $32,000,000, (b) as of the Fifth Amendment Effective Date, the Borrowers have               requested that the Issuing Banks issue Letters of Credit under each Facility in an               aggregate stated amount at any time outstanding not to exceed $55,000,000 and               (c) as of the Fifth Amendment Effective Date, the Borrowers have requested the               Swingline  Lender  to  extend  credit  in  the  form  of  Swingline  Loans  under  each               Facility in an aggregate principal amount at any time outstanding not to exceed               $62,000,000.      US-DOCS\116249860.9 





 






       (b)    The last paragraph of the definition of “Applicable Margin” in Section 1.01 of the  Credit Agreement is hereby amended and restated in its entirety as follows:                 Notwithstanding anything to the contrary set forth in this definition, on         and after July 15, 2020, the Applicable Margin shall be, with respect to any Type         of Revolving Loan, (i) with respect to Base Rate Loans, 4.50% per annum and (ii)         with respect  to LIBO Rate Loans and Overnight LIBO Rate Loans, 5.50% per         annum.          (c)    The  following  definitions  in  Section  1.01  of  the  Credit  Agreement are hereby  amended and restated in their entireties as follows:                 “Lender”  shall  mean,  as  of  the  Fifth  Amendment  Effective  Date, each         financial institution listed on Schedule 2.01A and, as of July 15, 2020, subject to         adjustments  in  connection  with  any  assignment  after  the  Fifth  Amendment         Effective Date in accordance with Section 13.04(b), each financial institution listed         on  Schedule  2.01B,  as  well  as  any  Person  that  becomes  a  “Lender”  hereunder         pursuant to Section 2.15, 3.04 or 13.04(b), and, as the context requires, includes         the Swingline Lender.                 “North  American  Revolving  Commitment”  shall  mean,  with  respect to         each Lender, the commitment, if any, of such Lender to make North American         Revolving Loans hereunder up to the amount set forth and opposite such Lender’s         name, as of the Fifth Amendment Effective Date on Schedule 2.01A and, as of         July 15, 2020, subject to adjustments in connection with any assignment after the         Fifth Amendment Effective Date in accordance with Section 13.04(b), on Schedule         2.01B, in each case under the caption “North American Revolving Commitment,”         or in the Assignment and Assumption pursuant to which such Lender assumed its         North American Revolving Commitment, as applicable, as the same may be (a)         reduced from time to time pursuant to Section 2.07, (b) increased from time to time         pursuant to Section 2.15 and (c) reduced or increased from time to time pursuant         to assignments by or to such Lender pursuant to Section 13.04.  The aggregate         amount of the Lenders’ North American Revolving Commitments (x) on the Fifth         Amendment  Effective  Date  is  $514,800,000  and  (y)  on  July  15,  2020  is         $468,000,000.                 “Swiss Revolving Commitment” shall mean, with respect to each Lender,         the commitment, if any, of such Lender to make Swiss Revolving Loans hereunder         up  to  the  amount  set  forth  and  opposite  such  Lender’s  name,  as of  the  Fifth         Amendment Effective Date on Schedule 2.01A and, as of July 15, 2020, subject to         adjustments  in  connection  with  any  assignment  after  the  Fifth  Amendment         Effective Date in accordance with Section 13.04(b), on Schedule 2.01B, in each         case under the caption “Swiss Revolving Commitment,” or in the Assignment and         Assumption  pursuant  to  which  such  Lender  assumed  its  Swiss  Revolving         Commitment, as applicable, as the same may be (a) reduced from time to time         pursuant to Section 2.07, (b) increased from time to time pursuant to Section 2.15         and (c) reduced or increased from time to time pursuant to assignments by or to         such Lender pursuant to Section 13.04.  The aggregate amount of the Lenders’         Swiss  Revolving  Commitments  (x)  on  the  Fifth  Amendment  Effective  Date  is         $35,200,000 and (y) on July 15, 2020 is $32,000,000.                                        2                 





 






       (d)    The following definition is hereby added to Section 1.01 of the Credit Agreement   in appropriate alphabetical order:                 “Fifth Amendment Effective Date” shall mean June 12, 2020.          (e)    The last sentence of Section 2.08(e) of the Credit Agreement is hereby amended  and restated in its entirety as follows:                 Notwithstanding any contrary provision hereof, if an Event of Default has         occurred  and  is  continuing  and  the  Administrative  Agent,  at  the  request  of  the         Required Lenders, so notifies the Lead Borrower, then, after the occurrence and         during the continuance of such Event of Default (i) no outstanding Borrowing in         U.S. Dollars may be converted to or continued as a Borrowing of LIBO Rate Loans         and (ii) unless repaid, each Borrowing of LIBO Rate Loans in any Alternative         Currency shall be converted to or continued as a Borrowing of LIBO Rate Loans         in such Alternative Currency with an Interest Period of one month at the end of the         Interest Period applicable thereto.          (f)    Section 9.13 of the Credit Agreement is hereby amended by replacing the words  “every other week” therein with the words “every week”.          (g)    Section  10.10(b)  of  the  Credit  Agreement  is  hereby  amended  by  replacing  the  amount “$12,500,000” therein with “$22,500,000”.          (h)    Section 11.01(f) of the Credit Agreement is hereby amended and restated in its  entirety as follows:                 (f)    any  event  or  condition  occurs  that  (A)  results  in  any  Material         Indebtedness  becoming  due  prior  to  its  scheduled  maturity  or  (B)  enables  or         permits (with all applicable grace periods having expired; it being understood and         agreed, for the avoidance of doubt, that during such time when any such grace         period is in effect and has not expired, no Default or Event of Default shall have         occurred pursuant to this clause (B) with respect to such event or condition) the         holder or holders of any Material Indebtedness or any trustee or agent on its or         their behalf to cause any such Material Indebtedness to become due, or to require         the  prepayment,  repurchase,  redemption  or  defeasance  thereof,  prior  to  its         scheduled maturity, in each case without such Material Indebtedness having been         discharged,  or  any  such  event  of  or  condition  having  been  cured  promptly;         provided  that  this  clause  (f)  shall  not  apply  to  any  secured  Indebtedness  that         becomes due as a result of the voluntary sale or transfer of the property or assets         securing such Indebtedness if (x) such sale or transfer is permitted hereunder and         under the documents providing for such Indebtedness and (y) repayments are made         as required by the terms of the respective Indebtedness; provided further that this         clause (f) shall not apply to, in the case of any Permitted Convertible Indebtedness,         any  event  or  condition  that  would  permit  the  holder  or  beneficiary  of  such         Permitted  Convertible  Indebtedness  to  convert  such  Permitted  Convertible         Indebtedness into cash, Equity Interests (other than Disqualified Stock) of the Lead         Borrower  or  a  combination  thereof  (in  each  case  to  the  extent  permitted         hereunder);  provided  further  that,  notwithstanding  the  foregoing,  none  of  the         following events shall constitute an Event of Default under this clause (f) unless         such event results in the acceleration of other Material Indebtedness of the Lead         Borrower or any Subsidiary:  (i) any secured Indebtedness becoming due as a result                                       3                 





 






             of a casualty or similar event, (ii) any change of control offer made within 60 days               after an Acquisition with respect to, and effectuated pursuant to, Indebtedness of               an acquired business, (iii) any default under Indebtedness of an acquired business               if such default is cured, or such Indebtedness is repaid, within 60 days after the               Acquisition of such business so long as no other creditor accelerates or commences               any kind of enforcement action in respect of such Indebtedness, (iv) mandatory               prepayment requirements arising from the receipt of net cash proceeds from debt,               dispositions  (including  casualty  losses,  governmental  takings  and  other               involuntary dispositions), equity issues or excess cash flow, in each case pursuant               to Indebtedness of an acquired business), (v) prepayments required by the terms of               Indebtedness  as  a  result  of  customary  provisions  in  respect  of illegality,               replacement of lenders and gross-up provisions for Taxes, increased costs, capital               adequacy  and  other  similar  customary  requirements  and  (vi)  any voluntary               prepayment,  redemption  or  other  satisfaction  of  Indebtedness  that  becomes               mandatory in accordance with the terms of such Indebtedness solely as the result               of the Lead Borrower or any Subsidiary delivering a prepayment, redemption or               similar notice with respect to such prepayment, redemption or other satisfaction;                (i)    Section 11.01(o) of the Credit Agreement is hereby amended and restated in its         entirety as follows:                       (o)   the failure of a Junior Capital Transaction to have its proposed               terms and conditions approved by the Required Lenders and the Administrative               Agent (in its capacity as such) and to be closed, effective and fully funded, on               terms and conditions approved by the Required Lenders and the Administrative               Agent (in its capacity as such), in each case after the Fourth Amendment Effective               Date and on or before July 15, 2020;                (j)    Schedule  2.01  of  the  Credit  Agreement  is  hereby  amended  and  restated  in  its        entirety with Schedules 2.01A and 2.01B attached hereto as Annex A.         2.     Conditions Precedent.  The effectiveness of this Amendment is subject to the conditions  precedent that:                (a)    the  Administrative  Agent  shall  have  received  counterparts  to  this  Amendment,         duly executed by each Loan Party, the Administrative Agent and Lenders constituting the Required         Lenders;                (b)    the Administrative Agent shall have received, for the account of each Lender that         provides its executed signature page hereto by such time as is requested by the Administrative         Agent and the Lead Borrower, an amendment fee in an amount previously disclosed to the Lenders;         and                (c)    the Administrative Agent and its Affiliates shall have received all fees and other         amounts  due  and  payable  on  or  prior  to  the  date  hereof,  including,  to  the  extent  invoiced,         reimbursement or payment of all reasonable and documented out-of-pocket expenses (including        reasonable and documented fees and expenses of counsel for the Administrative Agent) required        to be reimbursed or paid by the Borrowers in connection with this Amendment and the other Loan        Documents.                                               4   





 






      3.     Representations and Warranties.  To induce the Administrative Agent to enter into this  Amendment, each Loan Party hereby represents and warrants to the Administrative Agent and the Lenders  that:                (a)    This Amendment and the Amended Credit Agreement constitute its legal, valid         and binding obligations, enforceable in accordance with their terms, subject to (i) the effects of         bankruptcy,  insolvency,  moratorium,  reorganization,  administration,  examinership,  fraudulent         conveyance or other similar laws affecting creditors’ rights generally, (ii) general principles of         equity (regardless of whether such enforceability is considered in a proceeding in equity or at law)         and (iii) implied covenants of good faith and fair dealing; and                (b)    As  of  the  date  hereof  and  immediately  after  giving  effect  to  the  terms  of  this         Amendment,  (i)  no  Default  or  Event  of  Default  has  occurred  and is  continuing  and  (ii)  the         representations and warranties of the Loan Parties set forth in the Credit Agreement are true and         correct in all material respects (without duplication of any materiality standard set forth in any such         representation  or  warranty),  except  to  the  extent  such  representations  and  warranties  expressly         relate to an earlier date, in which case such representations and warranties are true and correct in         all material respects as of such date (without duplication of any materiality standard set forth in any         such representation or warranty).          4.    Reaffirmation.  Without in any way establishing a course of dealing by the Administrative  Agent or any Lender, each Loan Party consents to this Amendment and reaffirms the terms and conditions  of the Guarantee Agreement and any other Loan Document executed by it and acknowledges and agrees  that such agreements and each and every such Loan Document executed by the undersigned in connection  with the Amended Credit Agreement remains in full force and effect and is hereby reaffirmed, ratified and  confirmed. All references to the Credit Agreement contained in the above referenced documents shall be a  reference to the Amended Credit Agreement and as the same may from time to time hereafter be amended,  modified or restated.          5.    Reference to and Effect on the Credit Agreement.                (a)    Upon the effectiveness hereof, each reference in the Credit Agreement to “this        Agreement,” “hereunder,” “hereof,” “herein,” or words of like import, and each reference in any        other Loan Document to the Credit Agreement (including, without limitation, by means of words        like  “thereunder,”  “thereof,”  and  words  of  like  import),  shall mean  and  be  a  reference  to  the        Amended Credit Agreement and this Amendment and the Credit Agreement shall be read together        and construed as a single instrument referred to herein as the Amended Credit Agreement.                (b)    Except  as  expressly  amended  hereby,  the  Credit  Agreement  and  all  other        documents, instruments and agreements executed and/or delivered in connection therewith shall        remain in full force and effect and are hereby reaffirmed, ratified and confirmed.                (c)    The Liens and security interests in favor of the Collateral Agent for the benefit of        the Secured Parties securing payment of the Obligations (and all filings with any Governmental        Authority in connection therewith) are in all respects continuing and in full force and effect with        respect to all Obligations, in each case in accordance with and to the extent contemplated by the        terms of the respective Loan Documents.                (d)    Except  with  respect  to  the  subject  matter  hereof,  the  execution,  delivery  and         effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the         Administrative  Agent  or  the  Lenders,  nor  constitute  a  waiver  of  any  provision  of  the  Credit                                              5   





 






Agreement  or  any  other  documents,  instruments  and  agreements  executed  and/or  delivered  in  connection therewith.          (e)    This  Amendment  is  a  Loan  Document  under  (and  as  defined  in)  the  Credit  Agreement.   6.     Miscellaneous.          (a)    Governing  Law.   This  Amendment  shall  be  construed  in  accordance with and  governed by the law of the State of New York.          (b)    Headings.   The  headings  of  the  several  Sections  and  subsections of this  Amendment  are  inserted  for  convenience  only  and shall  not  in  any  way  affect  the  meaning  or  construction of any provision of this Amendment.          (c)    Counterparts.  This Amendment may be executed in any number of counterparts  and by the different parties hereto on separate counterparts, each of which when so executed and  delivered shall be an original, but all of which shall together constitute one and the same instrument.   Delivery of an executed counterpart of a signature page of this Amendment by telecopy, e-mailed  .pdf or any other electronic means that reproduces an image of the actual executed signature page  shall be effective as delivery of a manually executed counterpart of this Amendment.          7.     Release; Loan Party Acknowledgment.            (a)    In  consideration  of,  among  other  things,  the  Administrative  Agent’s  and  the  Lenders’ execution and delivery of this Amendment, each of the Lead Borrower and the other Loan  Parties, on behalf of itself and its agents, representatives, officers, directors, advisors, employees,  subsidiaries, affiliates, successors, and assigns (collectively, the “Releasors”), hereby absolutely,  unconditionally, irrevocably, and forever agrees and covenants not to sue or prosecute (at law, in   equity, in any regulatory proceeding, or otherwise) against any Releasee (as hereinafter defined)   and hereby forever waives, releases, and discharges, to the fullest extent permitted by law, each   Releasee from any and all claims (including, without limitation, crossclaims, counterclaims, rights   of set-off, and recoupment), defenses, affirmative defenses, actions, causes of action, suits, debts,   accounts,  interests,  liens,  promises,  warranties,  damages  and  consequential  damages,  demands,   agreements, bonds, bills, specialties, covenants, controversies, agreements, provisions, liabilities,   demands,  variances,  trespasses,  judgments,  executions,  costs,  expenses  or  claims  whatsoever   (collectively, the “Claims”) that such Releasor now has or hereafter may have, of whatsoever nature  and kind, whether known or unknown, whether now existing or hereafter arising, whether arising  at law or in equity, against the Administrative Agent, the Collateral Agent, the Australian Security  Trustee,  the  Issuing  Banks,  the  Swingline  Lender  and/or  any  or all  of  the  Lenders  and  their  respective affiliates, subsidiaries, shareholders and “controlling persons” (within the meaning of  the federal securities laws), and their respective successors and assigns and each and all of the  officers, directors, partners, employees, agents, attorneys, insurers, and other representatives of  each of the foregoing (collectively, the “Releasees”), in each case based in whole or in part on facts,  whether or not now known, existing on or before the date of this Amendment, in each case that  relate to, arise out of, or otherwise are in connection with: (i) any or all of the Loan Documents or   financing transactions contemplated thereby or any actions or omissions in connection therewith;   or (ii) any aspect of the dealings or relationships between or among the Lead Borrower and the   other Loan Parties, on the one hand, and any or all of the Administrative Agent, the Collateral   Agent, the Australian Security Trustee, the Issuing Banks, the Swingline Lender and/or any or all   of the Lenders, on the other hand, relating to any or all of the documents, transactions, actions, or   omissions referenced in clause (i) hereof.  The receipt by the Lead Borrower or any other Loan                                       6                 





 






Party of any Loans or other financial accommodations made by any Lender after the date hereof  shall constitute a ratification, adoption, and confirmation by such party of the foregoing general   release of all Claims against the Releasees which are based in whole or in part on facts, whether or   not now known or unknown, existing on or prior to the date of receipt of any such Loans or other   financial accommodations. In entering into this Amendment, the Lead Borrower and each other   Loan Party consulted with, and has been represented by, legal counsel and expressly disclaims any   reliance on any representations, acts, or omissions by any of the Releasees and hereby agrees and   acknowledges that the validity and effectiveness of the releases set forth above do not depend in   any way on any such representations, acts, and/or omissions or the accuracy, completeness, or   validity hereof.  If the Lead Borrower, any other Loan Party, any other Releasor or any of their   successors, assigns, or other legal representatives violates the covenant in this Section 7(a), the   Lead  Borrower  and  the  other  Loan  Parties,  each  for  itself  and  its  successors,  assigns,  other   Releasors  and  legal  representatives,  agrees  to  pay,  in  addition  to  such  other  damages  as  any   Releasee may sustain as a result of such violation, all reasonable and documented attorneys’ fees   and costs incurred by any Releasee as a result of such violation. The provisions of this Section 7(a)   (the “Release Provisions”) shall survive the termination of this Amendment, the Amended Credit  Agreement, and the other Loan Documents and payment in full of the Obligations.          (b)    The Lead Borrower and the other Loan Parties acknowledge and agree that the  Administrative Agent and the Lenders are entering into this Amendment in reliance upon, and is  consideration for, among other things, the general releases and indemnities contained in the Release  Provisions  and  the  other  covenants,  agreements,  representations,  and  warranties  of  the  Lead  Borrower and the other Loan Parties hereunder.                               [Remainder of Page Intentionally Left Blank]                                         7                 





 






             IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this  Amendment  to  be  duly  executed by their respective authorized officers as of the day and year first above written.                                           BRIGGS & STRATTON CORPORATION, as Lead                                          Borrower                                           By:                                          Name:  Andrea L Golvach                                         Title:  Vice President Treasurer                                          BRIGGS & STRATTON AG, as a Loan Party                                           By:                                          Name:  Mark A Schwertfeger                                         Title:  Member of Board of Directors                                          BRIGGS & STRATTON INTERNATIONAL AG, as a                                          Loan Party                                           By:                                          Name:  Mark A Schwertfeger                                         Title:  Member of Board of Directors                                          BILLY GOAT INDUSTRIES, INC., as a Loan Party                                           By:                                          Name:  Andrea L Golvach                                         Title:  Vice President Treasurer                                          ALLMAND BROS., INC., as a Loan Party                                           By:                                          Name:  Andrea L Golvach                                         Title:  Vice President Treasurer                         Signature Page to Amendment No. 5 to Credit Agreement 





 






Signed, sealed and delivered by BRIGGS &  STRATTON AUSTRALIA PTY. LIMITED  ACN 006 576 656 in accordance with section 127  of the Corporations Act 2001 (Cth) by:   Signature of director                      Signature of director/secretary     Mark A Schwertfeger                          Andrea L Golvach Name of director (print)                   Name of director/secretary (print)                          Signature Page to Amendment No. 5 to Credit Agreement 





 






Signed, sealed and delivered by VICTA LTD  ACN 000 341 640 in accordance with section 127  of the Corporations Act 2001 (Cth) by:   Signature of director                      Signature of director/secretary     Mark A Schwertfeger                         Harold L Redman Name of director (print)                   Name of director/secretary (print)                          Signature Page to Amendment No. 5 to Credit Agreement 





 






                 JPMORGAN CHASE BANK, N.A., individually as a                   Lender and as Administrative Agent                                       By:                                                    Name:  John Morrone                   Title:  Authorized Signer   Signature Page to Amendment No. 5 to Credit Agreement 





 






                                                   JPMORGAN CHASE BANK, N.A., LONDON                   BRANCH, as a Swiss Lender                                       By:                                                    Name: Kennedy A. Capin                   Title: Authorized Officer                                          Signature Page to Amendment No. 5 to Credit Agreement 





 






                                  BANK OF AMERICA, N.A., as a Lender                                                            By:                            Name:  Brian Conole                   Title:  Senior Vice President   Signature Page to Amendment No. 5 to Credit Agreement 





 






                  BANK OF MONTREAL, as a Lender                     By:                            Name: Sarah E. Fyffe                     Title: Vice President                     BANK OF MONTREAL, LONDON BRANCH, as a                    Lender                    By:                            Name:                     Title:                    By:                            Name:                     Title:   Signature Page to Amendment No. 5 to Credit Agreement 





 






                                BANK OF MONTREAL, as a Lender                                      By:                                              Name: Sarah E. Fyffe                    Title: Vice President                                                         BANK OF MONTREAL, LONDON BRANCH, as a                   Lender                                      By:                                              Name: Tom Woolgar                   Title: Managing Director                                      By:                                              Name: Scott Matthews                   Title: Managing Director                                          Signature Page to Amendment No. 5 to Credit Agreement 





 












 






                                WELLS FARGO BANK, NATIONAL ASSOCIATION,                   as a Lender                                      By:                                                          Name:                    Title:                                                          WELLS FARGO BANK, NATIONAL ASSOCIATION,                   LONDON BRANCH, as a Lender                                      By:                                                          Name:  ALISON POWELL                  Title:  AUTHORISED SIGNATORY   Signature Page to Amendment No. 5 to Credit Agreement 





 












 












 












 












 






                                         ANNEX A                                                                                   Schedule 2.01A                                                                   Commitments as of the Fifth Amendment Effective Date                                                                                 North American                                                      Swiss Revolving       Aggregate              Lender                  Revolving                                                        Commitment        Commitments                                     Commitment  JPMorgan Chase Bank, N.A.         $89,269,918.71      $6,210,081.29     $95,480,000.00  Bank of America, N.A.             $89,269,918.70      $6,210,081.30     $95,480,000.00  Bank of Montreal                  $89,269,918.70      $6,210,081.30     $95,480,000.00  Wells Fargo Bank, National                                    $89,269,918.70         $0.00          $89,269,918.70  Association  Wells Fargo Bank, National                                        $0.00           $6,210,081.30     $6,210,081.30  Association (London Branch)  U.S. Bank National Association    $66,643,902.43      $4,636,097.57     $71,280,000.00  CIBC Bank USA                     $61,707,317.07      $4,292,682.93     $66,000,000.00  KeyBank National Association      $20,569,105.69      $1,430,894.31     $22,000,000.00  First Midwest Bank                 $8,800,000.00         $0.00          $8,800,000.00                         TOTAL      $514,800,000.00    $35,200,000.00    $550,000,000.00                                                                                                                                                                                 Sch. 2.01A-1   





 






                                       Schedule 2.01B                                                                            Commitments as of July 15, 2020                                                                                 North American                                                      Swiss Revolving       Aggregate              Lender                  Revolving                                                        Commitment        Commitments                                     Commitment  JPMorgan Chase Bank, N.A.         $81,154,471.56      $5,645,528.44     $86,800,000.00  Bank of America, N.A.             $81,154,471.54      $5,645,528.46     $86,800,000.00  Bank of Montreal                  $81,154,471.54      $5,645,528.46     $86,800,000.00  Wells Fargo Bank, National                                    $81,154,471.54         $0.00          $81,154,471.54  Association  Wells Fargo Bank, National                                        $0.00           $5,645,528.46     $5,645,528.46  Association (London Branch)  U.S. Bank National Association    $60,585,365.85      $4,214,634.15     $64,800,000.00  CIBC Bank USA                     $56,097,560.98      $3,902,439.02     $60,000,000.00  KeyBank National Association      $18,699,186.99      $1,300,813.01     $20,000,000.00  First Midwest Bank                 $8,000,000.00         $0.00          $8,000,000.00                         TOTAL      $468,000,000.00    $32,000,000.00    $500,000,000.00                                                                                                                                                                                   Sch. 2.01B-1