9.3
Nature of Duties; Independent Credit Investigation
82
9.4
Actions in
Discretion of Agent; Instructions From the Banks
83
9.5
Reimbursement
and Indemnification of Agent by the Borrowers
83
9.6
Exculpatory
Provisions; Limitation of Liability
84
9.7
Reimbursement and
Indemnification of Agent by Banks
84
9.8
Reliance by Agent
84
9.9
Notice of Default
85
9.10
Notices
85
9.11
Banks in Their
Individual Capacities
85
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TABLE OF CONTENTS
Section
Page
9.12
Holders of Notes
85
9.13
Equalization of Banks
86
9.14
Successor Agent
86
9.15
Agent's Fee
87
9.16
Availability of Funds
87
9.17
Calculations
87
9.18
Beneficiaries
87 10.
MISCELLANEOUS
88
10.1
Modifications,
Amendments or Waivers
88
10.1.1
Increase of Commitment; Extension or
Expiration Date
88
10.1.2
Extension of Payment; Reduction of
Principal Interest or Fees; Modification of Terms of Payment
88
10.1.3
Release of Collateral or Guarantor
89
10.1.4
Borrowing Base
89
10.1.5
Inventory and Accounts Advance Rates
89
10.1.6
Miscellaneous
89
10.2
No Implied Waivers; Cumulative Remedies; Writing
Required
90
10.3
Reimbursement and Indemnification of Banks by the
Borrowers; Taxes
90
10.4
Holidays
91
10.5
Funding by Branch,
Subsidiary or Affiliate
91
10.5.1
Notional Funding
91
10.5.2
Actual Funding
91
10.6
Notices
92
10.7
Severability
93
10.8
Governing Law
93
10.9
Prior Understanding
93
10.10
Duration; Survival
93
10.11
Successors and Assigns
94
10.12
Confidentiality
95
10.12.1
General
95
10.12.2
Sharing Information With Affiliates of the Banks
96
10.13
Counterparts
96
10.14
Agent's or Bank's Consent
96
10.15
Exceptions
96
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TABLE OF CONTENTS
Section
Page
10.16
CONSENT TO FORUM; WAIVER OF JURY TRIAL
96
10.17
Certification From Banks and Participants
97
10.17.1
Tax
Withholding Clause
97
10.18
Joinder of Guarantors
98
10.19
Judgment Currency
98
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TABLE OF CONTENTS
Section
Page
LIST OF SCHEDULES AND EXHIBITS
SCHEDULES
SCHEDULE 1.1(A)
-
PRICING GRID
SCHEDULE 1.1(B)
-
COMMITMENTS OF BANKS AND ADDRESSES FOR NOTICES
SCHEDULE 1.1(P)
-
PERMITTED LIENS
SCHEDULE 1.1(Q)(i)
-
QUALIFIED ACCOUNTS
SCHEDULE 1.1(Q)(ii)
-
QUALIFIED INVENTORY
SCHEDULE 5.1.1
-
QUALIFICATIONS TO DO BUSINESS
SCHEDULE 5.1.2
-
CAPITALIZATION
SCHEDULE 5.1.3
-
SUBSIDIARIES
SCHEDULE 5.1.7
-
LITIGATION
SCHEDULE 5.1.8
-
OWNED AND LEASED REAL PROPERTY
SCHEDULE 5.1.12
-
TAXES
SCHEDULE 5.1.13
-
CONSENTS AND APPROVALS
SCHEDULE 5.1.15
-
PATENTS, TRADEMARKS, COPYRIGHTS, LICENSES, ETC.
SCHEDULE 5.1.17
-
INSURANCE POLICIES
SCHEDULE 5.1.19
-
MATERIAL CONTRACTS
SCHEDULE 5.1.21
-
EMPLOYEE BENEFIT PLAN DISCLOSURES
SCHEDULE 5.1.23
-
ENVIRONMENTAL DISCLOSURES
SCHEDULE 7.2.1
-
PERMITTED INDEBTEDNESS
SCHEDULE 7.2.4
-
EXISTING INVESTMENTS
EXHIBITS
EXHIBIT 1.1(A)(1)
-
ASSIGNMENT AND ASSUMPTION AGREEMENT
EXHIBIT 1.1(G)
-
GUARANTOR JOINDER
EXHIBIT 1.1(Q)
-
LANDLORD/WAREHOUSEMAN'S WAIVER
EXHIBIT 1.1(R)
-
REVOLVING CREDIT NOTE
EXHIBIT 1.1(S)
-
SWING LOAN NOTE
EXHIBIT 1.1(W)
-
WIRE TRANSFER AGREEMENT
EXHIBIT 2.4.1
-
REVOLVING CREDIT LOAN REQUEST
EXHIBIT 2.4.2
-
SWING LOAN REQUEST
EXHIBIT 7.2.6
-
ACQUISITION NOTICE CERTIFICATE
EXHIBIT 7.3.3
-
QUARTERLY COMPLIANCE CERTIFICATE
EXHIBIT 7.3.4
-
BORROWING BASE CERTIFICATE
-xv-
AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDED AND RESTATED CREDIT AGREEMENT is dated as of July 12, 2002 and is
made by and among UNITED REFINING COMPANY, a Pennsylvania