Preview | Credit Agreement |

Document Preview

Credit Agreement

Click "Add to Cart" button to purchase document.
Documents are emailed immediately after purchase.
You can also browse documents by title, category, or company... or click here for help finding documents.

Title:

Credit Agreement

Entities:

Royal Ahold

Date:

2007

Size:

33KB total

Price:

$42

ID:

#2851713

► Loans ► Credit Agreements

Start of Preview

AMENDMENT NO. 1 AND CONSENT NO. 1

CREDIT AGREEMENT

This Amendment No. 1 and Consent No. 1 to the Credit Agreement, dated as of May 7, 2007 (this Amendment No. 1), is entered into among Express Scripts, Inc., a Delaware corporation (the Company), the Lenders signatory hereto (the Term-1 Lenders) and Credit Suisse, in its capacity as administrative agent for the Lenders (in such capacity, the Administrative Agent) and amends the Credit Agreement dated as of October 14, 2005 (as amended to the date hereof and as the same may be further amended, supplemented or otherwise modified from time to time, the Credit Agreement) entered into among the Company, the institutions from time to time party thereto as Lenders (the Lenders), the Administrative Agent, the Syndication Agent and the other agents and arrangers named therein. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement.

W I T N E S S E T H:

WHEREAS, the Company desires to create new Term-1 Loans under the Credit Agreement having, except as provided herein, identical terms with, having the same rights and obligations under the Loan Documents as, the Term Loans, as set forth in the Credit Agreement and Loan Documents;

WHEREAS, each Person who executes and delivers this Amendment No. 1 as a Term-1 Lender will make Term-1 Loans to the Company, the proceeds of which will be used by the Company to make open-market purchases of its common stock;

WHEREAS, the Company has requested that a Term-1 Loan facility in an aggregate amount of $800,000,000 be made available to the Company, on the terms and conditions set forth in this Amendment No. 1; and

WHEREAS, the Company has requested that the Lenders amend the Credit Agreement to consent to new term loans under the Credit Agreement and to provide the consents to effect the changes described below;

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties hereto hereby agree as follows:

Section 1. Amendments Relating to the Term-1 Commitments

The Credit Agreement is, effective as of the date specified in Section 2(a) of this Amendment No. 1, amended as set forth below:

(a) Amendments to Section 1.1 of the Credit Agreement. Section 1.1 is hereby amended as follows:

(i) The definition of Funding Date shall be amended and restated in its entirety to read as follows:

Funding Date means the date of the funding of a Loan, including Term-1 Loans and Delayed Draw Term-1 Loans.

(ii) The definition of Lenders shall be amended and restated in its entirety to read as follows:

Lender and Lenders means (i) the persons identified as Lenders and listed on the signature pages of this Agreement and (ii) effective as of the Amendment No. 1 Effective Date, the Persons identified as Lenders and listed on the signature pages of Amendment No. 1, together with their successors and permitted assigns pursuant to subsection 10.1, and the term Lenders shall include Swing Line Lender unless the context otherwise requires; provided that the term Lenders, when used in the context of a particular Commitment, shall mean Lenders having that Commitment.

(iii) The definition of Term Loans shall be amended and restated in its entirety to read as follows:

Term Loans shall mean the term loans, including the Term-1 Loans, made by Lenders to the Company pursuant to subsection 2.1(A)(i).

(iv) The definition of Term Loan Commitment shall be amended and restated in its entirety to read as follows:

Term Loan Commitment shall mean the commitment of a Lender to make (i) a Term Loan as set forth on Schedule 2.1, (ii) effective as of the Amendment No. 1 Effective Date, such Lenders Term-1 Commitment, and such Lenders Delayed Draw Term-1 Commitment, in each case as the same may be (a) reduced from time to time pursuant to subsection 2.4 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to subsection 10.1.

(v) The following new definitions shall be added to Section 1.1 in alphabetical order:

Amendment No. 1 means that certain Amendment No. 1 and Consent No. 1 to this Agreement, dated as of May 7, 2007, among the Company, the Administrative Agent, and the Requisite Lenders.

Amendment No. 1 Effective Date means the date that this Amendment No. 1 becomes effective.

Amendment No. 1 Lender Addendum means the Lender Addendum in substantially the form attached to Amendment No. 1 as Exhibit A.

Delayed Draw Term-1 Commitment means as to any Lender, the obligation of such Lender, if any, to make a Delayed Draw Term-1 Loan to the Company following the Amendment No. 1 Effective Date, in a principal amount not to exceed the amount set forth opposite such Lenders name under the heading Delayed Draw Term-1 Commitment on Schedule 1 to the Amendment No. 1 Lender Addendum delivered by such Lender, or, as the case may be, in the Assignment Agreement pursuant to which such Lender became a party hereto, as the same may be changed from time to time pursuant to the terms hereof. On the Amendment No. 1 Effective Date, the aggregate amount of the Delayed Draw Term-1 Commitments is $600,000,000.

End of Preview

Home Intelligence Services Subscriptions News About Us