Receivables Financing Agreement
Receivables Financing Agreement
THIS FIRST AMENDMENT TO AMENDED AND RESTATED RECEIVABLES FINANCING AGREEMENT, dated as of _________,_________,_________(M,D,Y) (this “Amendment”), is among AAA, Inc. (the “Company”), BBB, Inc. (the “Servicer”), CCC Corp. (the “Lender”) and DDD Bank, National Association, as administrator for the Lender (the “Administrator”).
BACKGROUND
1. The Company, the Servicer, the Lender and the Administrator are parties to that certain Amended and Restated Receivables Financing Agreement, dated as of _________,_________,_________(M,D,Y) (the “Receivables Financing Agreement”).
2. The parties hereto desire to amend the Receivables Financing Agreement in order to extend the scheduled termination date as set forth herein.
NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
Section 1. Definitions. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings assigned thereto in the Receivables Financing Agreement.
Section 2. Termination Date. The definition of “Termination Date” set forth in Appendix A to the Receivables Financing Agreement is hereby amended by deleting the date “_________,_________,_________(M,D,Y)” where it appears in paragraph (c) thereof and substituting therefor the date “_________,_________,_________(M,D,Y)”.
Section 3. Representations and Warranties. The Company and the Servicer hereby represent and warrant that (i) the representations and warranties contained in Article VI of the Receivables Financing Agreement are true and correct on and as of the date hereof, and after giving effect hereto, as though made on and as of such date, and shall be deemed to have been made on and as of such date, and (ii) no event has occurred and is continuing or would result from this Amendment, that constitutes an Event of Default or Unmatured Event of Default.
Section 4. Miscellaneous. The Receivables Financing Agreement, as amended hereby, remains in full force and effect. Any reference to the Receivables Financing Agreement from and after the date hereof shall be deemed or referred to the Receivables Financing Agreement as amended hereby, unless otherwise expressly stated. The Company hereby agrees to execute and deliver a replacement Note, substantially in the form set forth in Exhibit A hereto, on or before the date hereof. This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York. This Amendment may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers there unto duly authorized, as of the date first above written.
AAA, INC.
By: /s/ _________
Name Printed: _________
Title: _________
BBB, INC.
By: /s/ _________
Name Printed: _________
Title: _________
CCC CORP.
By: /s/ _________
Name Printed: _________
Title: _________
DDD BANK, NATIONAL ASSOCIATION
By: /s/ _________
Name Printed: _________
Title: _________
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