ACKNOWLEDGES AND
AGREES THAT THE ADMINISTRATIVE AGENT AND/OR ITS AFFILIATES FROM TIME TO TIME MAY
HOLD INVESTMENTS IN, MAKE OTHER LOANS TO OR HAVE OTHER RELATIONSHIPS WITH ANY OF
THE BORROWERS, THEIR RESPECTIVE SUBSIDIARIES AND THEIR RESPECTIVE AFFILIATES.
SECTION 9.19.
USA PATRIOT ACT.
EACH LENDER THAT IS SUBJECT TO THE REQUIREMENTS
OF THE USA PATRIOT ACT (TITLE III OF PUB. L. 107-56 (SIGNED INTO LAW OCTOBER 26,
2001)) (THE "ACT") HEREBY NOTIFIES THE BORROWERS THAT PURSUANT TO THE
REQUIREMENTS OF THE ACT, IT IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION
THAT IDENTIFIES THE BORROWER, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF
THE BORROWER AND OTHER INFORMATION THAT WILL ALLOW SUCH LENDER TO IDENTIFY THE
BORROWER IN ACCORDANCE WITH THE ACT.
[Signatures on next page]
58
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first
above written.
SPARTAN MOTORS, INC.
By:
/s/ Joseph M. Nowicki
Name:
Joseph M. Nowicki
Title:
Chief Financial Officer
ROAD RESCUE, INC.
By:
/s/ Joseph M. Nowicki
Name:
Joseph M. Nowicki
Title:
Treasurer
SPARTAN MOTORS CHASSIS, INC.
By:
/s/ Joseph M. Nowicki
Name:
Joseph M. Nowicki
Title:
Treasurer
CRIMSON FIRE, INC.
By:
/s/ Joseph M. Nowicki
Name:
Joseph M. Nowicki
Title:
Treasurer
CRIMSON FIRE AERIALS, INC.
By:
/s/ Joseph M.Nowicki
Name:
Joseph M. Nowicki
Title:
Treasurer
UTILIMASTER CORPORATION
By:
/s/ Joseph M. Nowicki
Name:
Joseph M. Nowicki
Title:
Treasurer
[Credit Agreement - Signature Page]
59
JPMORGAN CHASE BANK, N.A., individually and as Administrative Agent, Issuing
Bank and Swingline Lender
By:
/s/ Thomas A. Lakocy
Name:
Thomas A. Lakocy
Title:
Senior Vice President
WELLS FARGO BANK, NATIONAL ASSOCIATION
By:
/s/ Charles W. Lott
Name:
Charles W. Lott
Title:
Vice President
[Credit Agreement - Signature Page]
60
EXHIBIT A
ASSIGNMENT AND ASSUMPTION
This Assignment and Assumption (the "Assignment and Assumption") is dated as of
the Effective Date set forth below and is entered into by and between [Insert
name of Assignor] (the "Assignor") and [Insert name of Assignee] (the
"Assignee").
Capitalized terms used but not defined herein shall have the
meanings given to them in the Credit Agreement identified below
(as amended,
the "Credit Agreement"), receipt of a copy of which is hereby acknowledged by
the Assignee.
The Standard Terms and Conditions set forth in Annex 1 attached
hereto are hereby agreed to and incorporated herein by reference and made a part
of this Assignment and Assumption as if set forth herein in full.
For an agreed consideration, the Assignor hereby irrevocably sells and assigns
to the Assignee, and the Assignee hereby irrevocably purchases and assumes from
the Assignor, subject to and in accordance with the Standard Terms and
Conditions and the Credit Agreement, as of the Effective Date inserted by the
Administrative Agent as contemplated below (i) all of the Assignor's rights and
obligations in its capacity as a Lender under the Credit Agreement and any other
documents or instruments delivered pursuant thereto to the extent