Attached files
file | filename |
---|---|
EX-32 - EXHIBIT 32 - CARPENTER TECHNOLOGY CORP | exhibit326-30x2017.htm |
EX-31.B - EXHIBIT 31.B - CARPENTER TECHNOLOGY CORP | exhibit31b6-30x2017.htm |
EX-31.A - EXHIBIT 31.A - CARPENTER TECHNOLOGY CORP | exhibit31a6-30x2017.htm |
EX-24 - EXHIBIT 24 - CARPENTER TECHNOLOGY CORP | exhibit246-30x2017a.htm |
EX-23 - EXHIBIT 23 - CARPENTER TECHNOLOGY CORP | exhibit236-30x2017a.htm |
EX-21 - EXHIBIT 21 - CARPENTER TECHNOLOGY CORP | exhibit216-30x2017a.htm |
EX-12 - EXHIBIT 12 - CARPENTER TECHNOLOGY CORP | exhibit126-30x2017a.htm |
EX-10.S - EXHIBIT 10.S - CARPENTER TECHNOLOGY CORP | exhibit10s6-30x2017.htm |
EX-10.D - EXHIBIT 10.D - CARPENTER TECHNOLOGY CORP | exhibit10d6-30x2017.htm |
10-K - 10-K - CARPENTER TECHNOLOGY CORP | crs630201710k.htm |
D-1
87790874_3
EXHIBIT D
[FORM OF]
NOTE
_______________________
FOR VALUE RECEIVED, each of the Borrowers hereby promises to pay to
________________ or registered assigns (the “Lender”), in accordance with the provisions of the
Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by
the Lender to the Borrowers under that certain Credit Agreement, dated as of March 31, 2017 (as
amended, restated, extended, supplemented or otherwise modified in writing from time to time,
the “Agreement”; capitalized terms defined therein being used herein as therein defined), among
Carpenter, the Subsidiary Borrowers from time to time party thereto, the Lenders from time to
time party thereto and Bank of America, N.A., as Administrative Agent, Swing Line Lender and
L/C Issuer.
Each Borrower promises to pay interest on the unpaid principal amount of each Loan from
the date of such Loan until such principal amount is paid in full, at such interest rates and at such
times as provided in the Agreement. Except as otherwise provided in Section 2.05(f) of the
Agreement with respect to Swing Line Loans, all payments of principal and interest shall be made
to the Administrative Agent for the account of the Lender in the currency in which such Committed
Loan was denominated and in Same Day Funds at the Administrative Agent’s Office for such
currency. If any amount is not paid in full when due hereunder, such unpaid amount shall bear
interest, to be paid upon demand, from the due date thereof until the date of actual payment (and
before as well as after judgment) computed at the per annum rate set forth in the Agreement.
This Note (this “Note”) is one of the Notes referred to in the Agreement, is entitled to the
benefits thereof and may be prepaid and reborrowed in whole or in part subject to the terms and
conditions provided therein. This Note is also entitled to the benefits of the continuing guaranty of
Carpenter under Article X of the Agreement. Upon the occurrence and continuation of one or more
of the Events of Default specified in the Agreement, all amounts then remaining unpaid on this
Note shall become, or may be declared to be, immediately due and payable all as provided in the
Agreement. Loans made by the Lender shall be evidenced by one or more loan accounts or records
maintained by the Lender in the ordinary course of business. The Lender may also attach schedules
to this Note and endorse thereon the date, amount, currency and maturity of its Loans and payments
with respect thereto.
Each Borrower, for itself, its successors and assigns, hereby waives diligence, presentment,
protest and demand and notice of protest, demand, dishonor and non-payment of this Note.
[Signature Page Follows]
D-2
87790874_3
THIS NOTE AND ANY CLAIMS, CONTROVERSIES, DISPUTES OR CAUSES OF
ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) BASED UPON, ARISING
OUT OF OR RELATING TO THIS NOTE AND THE TRANSACTIONS CONTEMPLATED
HEREBY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE
LAW OF THE STATE OF NEW YORK (WITHOUT REGARD TO CONFLICT OF LAWS
PRINCIPLES THAT WOULD REQUIRE THE APPLICATION OF ANOTHER STATE’S
LAW).
CARPENTER TECHNOLOGY CORPORATION
By:
Name:
Title:
[ADDITIONAL SUBSIDIARY BORROWERS]10
By:
Name:
Title:
10 If any added pursuant to Section 2.15 of the Agreement.