Notice of Conversion/Continuation under Credit Agreement between Plantronics, Inc. and Wells Fargo Bank, N.A.
This document is a formal notice from Plantronics, Inc. to Wells Fargo Bank, N.A. under their existing Credit Agreement. It allows Plantronics to request either the conversion or continuation of certain loans, specifying the amount, type of loan (Prime Rate or LIBOR), and interest period. The notice certifies that all representations and warranties remain true and that no default has occurred. This process is required for managing the terms of outstanding loans under the Credit Agreement.
EXHIBIT D
to Credit Agreement
FORM
NOTICE OF CONVERSION/CONTINUATION
Date: ______________
Wells Fargo Bank, National Association
Reference: Plantronics, Inc.
Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement, dated as of July 31, 2003 (as amended, the "Credit Agreement"), between Plantronics, Inc., a Delaware corporation (the "Company"), and Wells Fargo Bank, National Association (the "Bank"). The Company hereby gives you notice irrevocably, pursuant to Section 2.03 of the Credit Agreement, of the [conversion] [continuation] of the Loans specified herein, that:
1. The Conversion/Continuation Date, which is a Business Day, is __________, ____.
2. The aggregate amount of the Loans [converted] is $_________ or [continued] is $__________.
3. The Loans are to be [converted into] [continued as][Prime Rate Loans] [LIBOR Loans] .
4. [If applicable:] The duration of the Interest Period for the Loans included in the [conversion] [continuation] shall be [__________ months].
The undersigned hereby certifies that the following statements are true on the date hereof, and will be true on the proposed Conversion/Continuation Date, before and after giving effect thereto and to the application of the proceeds therefrom:
(a) the representations and warranties of the Company contained in Article VI of the Credit Agreement are true and correct as though made on and as of such date (except to the extent such representations and warranties expressly refer to an earlier date, in which case they are true and correct as of such earlier date); and
(b) no Default or Event of Default has occurred and is continuing, or would result from such proposed [conversion] [continuation].
Each capitalized term used and not otherwise defined herein shall have the meaning ascribed thereto in the Credit Agreement.
PLANTRONICS, INC.,
a Delaware corporation
By:
Name:
Title:
By:
Name:
Title:
