103
11.13
Payment of Debt; Joint and Several Obligations; Borrowing Agency
103
11.13.1
Borrowers
104
11.13.2
Designation of Borrowing Agent; Nature of Borrowing Agency
104
11.14
Additional Waivers of Borrowers
104
11.16
Joinder
105
-vi-
LIST OF SCHEDULES AND EXHIBITS
SCHEDULES
SCHEDULE 1.1(A)
-
PRICING GRID
SCHEDULE 1.1(B)
-
COMMITMENTS OF LENDERS AND ADDRESSES FOR NOTICES
SCHEDULE 1.1(E)
-
EXISTING LETTERS OF CREDIT
SCHEDULE 1.1(P)
-
PERMITTED LIENS
SCHEDULE 1.1(S)
-
STANDALONE LETTERS OF CREDIT
SCHEDULE 6.1.2
-
CAPITALIZATION; SUBSIDIARIES
SCHEDULE 8.2.1
-
PERMITTED INDEBTEDNESS
EXHIBITS
EXHIBIT 1.1(A)
-
ASSIGNMENT AND ASSUMPTION AGREEMENT
EXHIBIT 1.1(B)
-
BORROWER JOINDER
EXHIBIT 1.1(G)(1)
-
GUARANTOR JOINDER
EXHIBIT 1.1(G)(2)
-
GUARANTY AGREEMENT
EXHIBIT 1.1(I)
-
INTERCOMPANY SUBORDINATION AGREEMENT
EXHIBIT 1.1(L)
-
LENDER JOINDER
EXHIBIT 1.1(N)(1)
-
REVOLVING CREDIT NOTE
EXHIBIT 1.1(N)(2)
-
SWING LOAN NOTE
EXHIBIT 1.1(N)(3)
-
DELAYED DRAW TERM NOTE
EXHIBIT 2.4.1
-
LOAN REQUEST
EXHIBIT 2.4.2
-
SWING LOAN REQUEST
EXHIBIT 3.4
-
DELAYED DRAW TERM LOAN REQUEST
EXHIBIT 5.9.7(A)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Lenders That Are Not Partnerships
For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(B)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Participants That Are Not
Partnerships For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(C)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Participants That Are Partnerships
For U.S. Federal Income Tax Purposes)
EXHIBIT 5.9.7(D)
-
U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Lenders That Are Partnerships For
U.S. Federal Income Tax Purposes)
EXHIBIT 7.1.1(A)
-
CLOSING DATE COMPLIANCE CERTIFICATE
EXHIBIT 7.1.1(B)
-
SOLVENCY CERTIFICATE
EXHIBIT 8.3.3
-
QUARTERLY COMPLIANCE CERTIFICATE
-vii-
CREDIT AGREEMENT
THIS CREDIT AGREEMENT (as hereafter amended, the "Agreement") is dated as of
November 6, 2013, and is made by and among CALGON CARBON CORPORATION, a Delaware
corporation ("Calgon Carbon"), each of the other BORROWERS (as hereinafter
defined), each of the GUARANTORS (as hereinafter defined), the LENDERS (as
hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as
administrative agent for the Lenders under this Agreement (hereinafter referred
to in such capacity as the "Administrative Agent").
The Borrowers have requested the Lenders to provide (i) a revolving credit
facility to the Borrowers in an aggregate principal amount, subject to
Section 2.10 [Increase in Revolving Credit Commitments], not to exceed Two
Hundred Twenty-Five Million and 00/100 Dollars ($225,000,000.00) and (ii) a
Seventy-Five Million and 00/100 Dollar ($75,000,000.00) delayed draw term loan
facility.
In consideration of their mutual covenants and agreements hereinafter
set forth and intending to be legally bound hereby, the parties hereto covenant
and agree as follows:
1.
CERTAIN DEFINITIONS
1.1
Certain Definitions.
In addition to words and terms defined
elsewhere in this Agreement, the following words and terms shall have the
following meanings, respectively, unless the context hereof clearly requires
otherwise:
Anniversary Date shall have the meaning specified in Section 2.11 [Extension of
Expiration Date].
Additional Commitment Lender shall have the meaning specified in Section 2.11
[Extension of Expiration Date].
Administrative Agent shall have the meaning specified in the Preamble hereof.
Administrative Agent's Fee shall have the meaning specified in Section