EXHIBIT X
ELIGIBLE ORIGINATORS
Legal Name of Eligible Originator
Prior Legal Name, Trade Name or Assumed Name
Organizational
ID
Jurisdiction
of Organization
Chief Executive Office
Locations of Records and material Contracts
Boston Scientific Corporation
None
0874815
Delaware
300 Boston Scientific Way Marlborough, MA 01752-1234
300 Boston Scientific Way Marlborough, MA 01752-1234
One Scimed Place,
Maple Grove, MN
55311-1566
500 Commander Shea Blvd.
Quincy, Massachusetts 02171
100 Boston Scientific Way Marlborough, MA 01752-1234
47215 Lakeview Blvd
Fremont, CA 94538-6530
150 Baytech Drive
San Jose, CA 95134
25155 Rye Canyon Loop
Valencia, CA 91355
4100 Hamline Avenue North
St. Paul, MN 55112-5798
Second Amended and Restated Credit and Security Agreement
X-1
EXHIBIT XI -11
FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT
Dated [________________]
Reference is made to the Second Amended and Restated Credit and Security
Agreement dated as of February 7, 2017 (as amended, supplemented or otherwise
modified from time to time, the "Credit Agreement") among Boston Scientific
Funding LLC, a Delaware limited liability company (the "Borrower"), Boston
Scientific Corporation, a Delaware corporation, as initial Servicer, the Lenders
and Co-Agents party thereto from time to time and Wells Fargo Bank, National
Association, as Administrative Agent.
Capitalized terms used and not otherwise
defined herein shall have the meanings attributed thereto in the Agreement.
WHEREAS, [________] ("Conduit Assignor") wishes to assign [__]% of its
outstanding Loans to [______________] ("Conduit Assignee") and, subject to the
terms hereof, Conduit Assignee is willing to accept the Loans so assigned;
WHEREAS, [________] ("Committed Lender Assignor") wishes to assign to [_______]
("Committed Lender Assignee") [__]% of its Commitment and its obligation to make
Loans from time to time under the Agreement and, subject to the terms hereof,
Committed Lender Assignee is willing to assume the Commitment so assigned and
the obligation to make Loans from time to time under the Agreement;
WHEREAS, [
], as Co-Agent for the Conduit Assignor and the Committed
Lender Assignor (the "Assignor Co-Agent"), and [
], as Co-Agent for the
Conduit Assignee and the Committed Lender Assignee (the "Assignee Co-Agent"),
wish to cooperate to effectuate the assignment and assumption contemplated
hereby;
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto agree as follows:
1.
Assignment and Assumption.
(a)
In consideration of Conduit
Assignee's payment of $[_______] to (or at the direction of) Conduit Assignor,
which amount equals the aggregate outstanding principal of the assigned Loans
owing to Conduit Assignor as of the date hereof under the Agreement (the
"Assignment Price"), Conduit Assignor hereby sells and assigns to Conduit
Assignee, without recourse and (except as set forth in Section 2) without
representation or warranty, and Conduit Assignee hereby purchases and accepts
from Conduit Assignor, all of Conduit Assignor's right, title and interest in,
to and under such assigned Loans owing to Conduit Assignor on the date hereof,
together with a proportionate share of Conduit Assignor's right, title and
interest in and to the Collateral and all of Conduit Assignor's rights under the
Agreement and the