ASSIGNMENT OR OTHER ENCUMBRANCE OR DISPOSITION OR ANY AGREEMENT
WITH RESPECT THERETO.
SECTION 9.16. WAIVER OF JURY TRIAL. EACH OF THE COMPANY, THE BORROWING
SUBSIDIARIES, THE AGENT, THE EURO-AGENT, EACH LOCAL CURRENCY AGENT, EACH ISSUING
BANK AND THE BANKS IRREVOCABLY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY DISPUTE,
WHETHER SOUNDING IN CONTRACT, TORT, OR OTHERWISE, AMONG ANY OF THE PARTIES
HERETO ARISING OUT OF OR RELATED TO THE TRANSACTIONS CONTEMPLATED BY THIS
AGREEMENT OR ANY NOTE. ANY PARTY HERETO MAY FILE AN ORIGINAL COUNTERPART OR A
COPY OF THIS AGREEMENT WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE
PARTIES HERETO TO THE WAIVER OF THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY.
SECTION 9.17. AMENDMENT AND RESTATEMENT. EACH OF THE PARTIES HERETO HEREBY
AGREES THAT UPON (A) THE EXECUTION AND DELIVERY OF THIS AGREEMENT BY EACH OF THE
PARTIES HERETO AND (B) SATISFACTION OF THE CONDITIONS PRECEDENT SET FORTH IN
SECTION 3.01(A), THE TERMS AND CONDITIONS OF THE ORIGINAL CREDIT AGREEMENT SHALL
BE AND HEREBY ARE AMENDED, SUPERSEDED AND RESTATED IN THEIR ENTIRETY BY THE
TERMS AND PROVISIONS OF THIS AGREEMENT. THIS AGREEMENT IS NOT INTENDED TO AND
SHALL NOT CONSTITUTE A NOVATION OF THE ORIGINAL CREDIT AGREEMENT OR THE
INDEBTEDNESS CREATED THEREUNDER.
83
SECTION 9.18. USA PATRIOT ACT NOTIFICATION. EACH BANK HEREBY NOTIFIES THE
BORROWERS THAT PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT (TITLE III OF
PUB.L.107-56 (SIGNED INTO LAW OCTOBER 26, 2001)) (THE "ACT"), IT IS REQUIRED TO
OBTAIN, VERIFY AND RECORD INFORMATION THAT IDENTIFIES EACH BORROWER, WHICH
INFORMATION INCLUDES THE NAME AND ADDRESS OF SUCH BORROWER AND OTHER INFORMATION
THAT WILL ALLOW SUCH BANK TO IDENTIFY SUCH BORROWER IN ACCORDANCE WITH THE ACT.
EACH BORROWER SHALL PROMPTLY PROVIDE ANY INFORMATION REASONABLY REQUESTED BY A
BANK TO COMPLY WITH THE ACT.
84
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective officers thereunto duly authorized, as of the date first
above written.
ECOLAB INC.
By:
/s/John J. Corkrean
Title:
John J. Corkrean, V.P. and Treasurer
CITIBANK, N.A., as Administrative Agent and as a
Bank and as an Issuing Bank
By:
/s/Anish M. Shah
Title:
Anish M. Shah, Vice President
CITIBANK INTERNATIONAL PLC, as
Euro-Agent
By:
/s/Steven P. Victorin
Title:
Steven P. Victorin, Vice President
JPMORGAN CHASE BANK, N.A., as Syndication
Agent and as a Bank
By:
/s/Barbara R. Marks
Title:
Barbara R. Marks, Vice President
CREDIT SUISSE, CAYMAN ISLANDS
BRANCH, as a Bank
By:
/s/Karl Studer
/s/Karl A. Lesnik
Title:
Karl Studer, Director
Karl A. Lesnik, AVP
WACHOVIA BANK, NATIONAL ASSOCIATION,
as a Bank
By:
/s/John Taylor
Title:
John Taylor, Vice President
Signature Page
1
WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Bank
By:
/s/Jacqueline Ryan
Title:
Jacqueline Ryan, Vice President
ABN AMRO BANK, as a Bank
By:
/s/George Dugan
Title:
George Dugan, Managing Director
By:
/s/Patricia Christy
Title:
Patricia Christy, Director
BANK OF AMERICA, N.A., as a Bank
By:
/s/David P. Meehan
Title:
David P. Meehan, Vice President
BARCLAYS BANK PLC,