Guarantor Joinder Agreement dated December 18, 2020 among KS Apollo Holdings Inc., KS Apollo LLC, and Key Surgical LLC, pursuant to Credit Agreement in favor of JPMorgan Chase Bank, N.A., as Administrative Agent

Contract Categories: Business Finance - Credit Agreements
EX-10.2 2 ste12312020exhibit102.htm EX-10.2 Document

This Guarantor Joinder Agreement (this “Agreement”) dated as of December 18, 2020 is made by each of the parties on Schedule I hereto (the “Additional Guarantors”), in favor of JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lenders under the Credit Agreement referred to below.


WHEREAS, reference is made to the Credit Agreement, dated as of March 23, 2018 (as amended, amended and restated, supplemented or otherwise modified and in effect on the date hereof, the “Credit Agreement”), among STERIS Limited, Synergy Health Limited, STERIS plc (“STERIS plc”) and STERIS Corporation, as Borrowers, the Guarantors parties thereto from time to time, the Lenders parties thereto and the Administrative Agent;

WHEREAS, pursuant to the Credit Agreement, the Lenders have severally agreed to make Advances to the Borrowers upon the terms and subject to the conditions set forth therein;
WHEREAS, each Additional Guarantor is a wholly-owned Subsidiary of STERIS plc;

WHEREAS, the proceeds of the Advances will be used in part to enable the Borrowers to make valuable transfers to the Additional Guarantors in connection with the operation of their respective businesses;

WHEREAS, each Additional Guarantor acknowledges that it will derive a substantial direct or indirect benefit from the making of the Advances; and

Accordingly, the parties hereto agree as follows:

Section 1. Definitions. Except as otherwise defined in this Agreement, terms defined in the Credit Agreement are used herein as defined therein.
Section 2. Joinder. As of the date hereof, each Additional Guarantor hereby agrees that it shall become a “Guarantor” under and for all purposes of the Credit Agreement with the same force and effect as if originally named therein as a Guarantor and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Guarantor under the Credit Agreement and the other Loan Documents, including those set forth in ARTICLE VIII of the Credit Agreement.
Section 3. Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York.
Section 4. Execution in Counterparts. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which

when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by telecopier, facsimile or in a .pdf or similar file shall be effective as delivery of a manually executed counterpart of this Agreement.
Section 5. Miscellaneous. This Agreement shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents.

IN WITNESS WHEREOF, the Additional Guarantors have caused this Guarantor Joinder Agreement to be duly executed and delivered as of the day and year first above written.

KS Apollo Holdings Inc.
/s/ Michael J. Tokich
Name: Michael J. Tokich

Title: President
KS Apollo LLC
/s/ Michael J. Tokich
Name: Michael J. Tokich

Title: President
Key Surgical LLC
/s/ Michael J. Tokich
Name: Michael J. Tokich

Title: President

JPMORGAN CHASE BANK, N.A., as Administrative Agent
/s/ Stacey Zoland
Name: Stacey Zoland
Title: Executive Director

[Signature Page to Revolver Guarantor Joinder Agreement]

Schedule I

1. KS Apollo Holdings Inc., a Delaware corporation
2. KS Apollo LLC, a Delaware limited liability company
3. Key Surgical LLC, a Delaware limited liability company