FIRST AMENDMENT TO CREDIT AGREEMENT
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this Amendment) is entered into as of May 7, 2020 among MOHAWK INDUSTRIES, INC., a Delaware corporation (the Company), the Guarantors party hereto, each Lender party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).
WHEREAS, the Company, the Guarantors party thereto, the Lenders party thereto, and Wells Fargo Bank, National Association, as the Administrative Agent, entered into that certain Credit Agreement, dated as of April 7, 2020 (as amended, restated, amended and restated, supplemented, extended, replaced or otherwise modified from time to time, the Credit Agreement);
WHEREAS, the Company has requested that the Credit Agreement be amended as set forth below, subject to the terms and conditions specified in this Amendment; and
WHEREAS, the parties hereto are willing to amend the Credit Agreement, subject to the terms and conditions specified in this Amendment.
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Amendments to Credit Agreement.
(a) The definition of Applicable Cash Balance in Section 1.01 of the Credit Agreement is amended to read as follows:
Applicable Cash Balance means, as of any date of determination, an amount equal to the Applicable Cash Balance (as defined in the Existing Revolving Credit Agreement (as in effect on the First Amendment Effective Date)) as calculated pursuant to the Existing Revolving Credit Agreement (as in effect on the First Amendment Effective Date).
(b) The proviso to clause (a)(v) of the definition of Consolidated EBITDA in Section 1.01 of the Credit Agreement is amended to read as follows:
provided, that, the aggregate amount permitted to be added to Consolidated Net Income pursuant to this clause (a)(v)(B) for any period shall not exceed (1) for any period that is a Covenant Relief Measurement Period, $120,000,000 for such period, and (2) for any period not specified in the immediately preceding clause (1), seven and one half percent (7.5%) of Consolidated EBITDA as calculated by this definition (but without adding back any amounts pursuant to this clause (a)(v)(B)) for such period,
(c) The definition of Loan Documents in Section 1.01 of the Credit Agreement is amended to read as follows:
Loan Documents means this Agreement, each Note, the Guaranty, each Joinder Agreement, each Committed Loan Notice, the Fee Letter, and the First Amendment Fee Letter; provided, that, the First Amendment Fee Letter shall not constitute a Loan Document for purposes of Section 11.01.