time to time, the "Credit Agreement"), dated as of
October 29, 2012 among C.H. Robinson Worldwide, Inc. (the "Borrower"), the
financial institutions party thereto, as lenders (the "Lenders"), and U.S. Bank
National Association, as Administrative Agent, as Swing Line Lender and as LC
Issuer.
Capitalized terms used herein shall have the meanings ascribed to such terms in
the Credit Agreement.
The undersigned Borrower hereby gives to the Administrative Agent a request for
[borrowing] [conversion] [continuation] pursuant to Section [2.8] [2.9] of the
Credit Agreement, and the Borrower hereby requests to [borrow on] [convert on]
[continue on] [
], 20[
] (the "[Borrowing] [Conversion]
[Continuation] Date"):
(a) from the Lenders, on a pro rata basis, an aggregate principal Dollar Amount
of $[
] in Revolving Loans as:
1. ☐ a Base Rate Advance (in Dollars)
2. ☐ a EurodollarEurocurrency Advance with the following characteristics:
Interest Period of [
] month(s)
Agreed Currency: [
]
[(b) from the Swing Line Lender, a Swing Line Loan (in Dollars) of
$[
] bearing interest at:
1. ☐ Base Rate
2. ☐ Daily EurodollarEurocurrency Base Rate]
[The undersigned hereby certifies to the Administrative Agent and the Lenders
that (i) the representations and warranties contained in Article V of the Credit
Agreement are true and correct in all material respects as of the date hereof,
except to the extent any such representation or warranty is stated to relate
solely to an earlier date, in which case such representation or warranty shall
have been true and correct in all material respects on and as of such earlier
date; and (ii) at the time of and immediately after giving effect to such
Advance, no Default or Event of Default shall have occurred and be continuing.]
******
EXH. D
IN WITNESS WHEREOF, the undersigned has caused this
Borrowing/Conversion/Continuation Notice to be executed by its authorized
officer as of the date set forth below.
Dated: [
], 20[
]
C.H. ROBINSON WORLDWIDE, INC. By:
Name:
Title:
EXH. D
EXHIBIT A-2
Clean Credit Agreement, as amended
Attached
EXECUTION VERSION
Deal CUSIP 12543AAA4
Revolving Loan CUSIP 12543AAB2
CREDIT AGREEMENT
DATED AS OF OCTOBER 29, 2012,
AS AMENDED BY THAT CERTAIN OMNIBUS AMENDMENT
DATED AS OF DECEMBER 31, 2014,
AND AS FURTHER AMENDED BY THAT CERTAIN SECOND OMNIBUS
AMENDMENT, DATED AS OF OCTOBER 24, 2018
AMONG
C.H. ROBINSON WORLDWIDE, INC.,
THE LENDERS,
U.S. BANK NATIONAL ASSOCIATION,
AS ADMINISTRATIVE AGENT
WELLS FARGO BANK, NATIONAL ASSOCIATION, BMO HARRIS BANK N.A. AND
JPMORGAN CHASE BANK, N.A.,
AS CO-SYNDICATION AGENTS
BANK OF AMERICA, N.A., MORGAN STANLEY SENIOR FUNDING, INC. AND
MUFG BANK, LTD.,
AS CO-DOCUMENTATION AGENTS
AND
U.S. BANK NATIONAL ASSOCIATION,
WELLS FARGO SECURITIES, LLC, BMO HARRIS BANK N.A. AND
JPMORGAN CHASE BANK, N.A.,
AS JOINT LEAD ARRANGERS AND JOINT BOOK RUNNERS
Table of Contents
Page
ARTICLE I DEFINITIONS
1
ARTICLE II THE CREDITS
25
2.1.
Commitment
25
2.2.
Determination of Dollar Amounts; Required Payments; Termination
25
2.3.
Ratable Loans; Types of Advances
26
2.4.
Swing Line Loans
26
2.5.
Commitment Fee
28