AMENDMENT NO. 13 TO AMENDED AND
RESTATED
RECEIVABLES PURCHASE AGREEMENT
This
Amendment No. 13 to Amended and Restated Receivables Purchase
Agreement (this “ Amendment ”) is dated as of
January 21, 2008, among Avnet Receivables Corporation, a
Delaware corporation (“ Seller ”), Avnet, Inc.,
a New York corporation (“ Avnet ”), as initial
Servicer (the Servicer together with Seller, the “ Seller
Parties ” and each a “ Seller Party
”), each Financial Institution signatory hereto
(collectively, the “ Financial Institutions ”),
each Company signatory hereto (the “ Companies
”) and JPMorgan Chase Bank, N.A. (successor by merger to Bank
One, NA (Main Office Chicago)), as agent for the Purchasers (the
“ Agent ”).
Each
of the parties hereto entered into that certain Amended and
Restated Receivables Purchase Agreement, dated as of
February 6, 2002, and amended such Amended and Restated
Receivables Purchase Agreement pursuant to Amendment No. 1
thereto, dated as of June 26, 2002, and further amended such
Amended and Restated Receivables Purchase Agreement pursuant to
Amendment No. 2 thereto, dated as of November 25, 2002,
and further amended such Amended and Restated Receivables Purchase
Agreement pursuant to Amendment No. 3 thereto, dated as of
December 9, 2002, and further amended such Amended and
Restated Receivables Purchase Agreement pursuant to Amendment
No. 4 thereto, dated as of December 12, 2002, and further
amended such Amended and Restated Receivables Purchase Agreement
pursuant to Amendment No. 5 thereto, dated as of June 23,
2003, and further amended such Amended and Restated Receivables
Purchase Agreement pursuant to Amendment No. 6 thereto, dated
as of August 15, 2003, and further amended such Amended and
Restated Receivables Purchase Agreement pursuant to Amendment
No. 7 thereto, dated as of August 3, 2005, and further
amended such Amended and Restated Receivables Purchase Agreement
pursuant to Amendment No. 8 thereto, dated as of
August 1, 2006, and further amended such Amended and Restated
Receivables Purchase Agreement pursuant to Amendment No. 9 thereto,
dated as of August 31, 2006, and further amended such Amended
and Restated Receivables Purchase Agreement pursuant to Amendment
No. 10 thereto, dated January 12, 2007 and effective as
of September 6, 2006, and further amended such Amended and
Restated Receivables Purchase Agreement pursuant to Amendment
No. 11 thereto, dated as of August 29, 2007, and further
amended such Amended and Restated Receivables Purchase Agreement
pursuant to Amendment No. 12 thereto, dated as of
August 28, 2008 (such Amended and Restated Receivables
Purchase Agreement, as so amended, the “ Purchase
Agreement ”).
Each
Seller Party has requested that the Agent and the Purchasers amend
certain provisions of the Purchase Agreement, all as more fully
described herein.
Subject
to the terms and conditions hereof, each of the parties hereto now
desires to amend the Purchase Agreement as more particularly
described herein.
AMENDMENT NO. 13 TO AMENDED
AND RESTATED
RECEIVABLES PURCHASE AGREEMENT
1
NOW,
THEREFORE, in consideration of the premises, and for other good and
valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby agree as
follows:
Section 1.
Definitions Used Herein . Capitalized terms used herein and
not otherwise defined herein shall have the respective meanings set
forth for such terms in, or incorporated by reference into, the
Purchase Agreement.
Section 2.
Amendment . Subject to the terms and conditions set forth
herein, the Purchase Agreement is hereby amended by amending the
definition of “Loss Percentage” appearing in
Exhibit I thereto by deleting in its entirety the phrase
“means at any time (A) 10% plus (B) the greater of
(i) 10% and (ii) a percentage calculated in accordance
with the following formula” and replacing it with the phrase
“means at any time the greater of (i) 10% and
(ii) a percentage calculated in accordance with the following
formula.”
Section 3.
Conditions to Effectiveness of this Amendment . This
Amendment shall become effective as of the date hereof, upon the
satisfaction of the conditions precedent that:
(a)
Amendment . The Agent shall have received, on or before the
date hereof, executed counterparts of this Amendment,
duly
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