Letter Agreement, by and between The Hershey Company and Citibank, N.A., terminating the 364 Day Credit Agreement effective October 24, 2018

Citibank, N.A.

1615 Brett Road, Building #3

New Castle, Delaware 19720

Account No.: 36852248

Ref: The Hershey Company

Reference is hereby made to the 364 Day Credit Agreement (the “Credit Agreement”), dated as of January 8, 2018, among The Hershey Company (“Hershey”), Citibank, N.A., as lender and administrative agent (“Agent”), and Bank of America, N.A. and Royal Bank of Canada as lenders. Capitalized terms used but not defined in this letter have the meaning given to such terms in the Credit Agreement.

 

Pursuant to Section 2.05(a) of the Credit Agreement, Hershey hereby notifies you, in your capacity as Agent, that it desires to terminate in whole the unused portions of the respective Commitments of the Lenders. Since the entire $1.5 billion Commitment is currently unused, this will have the effect of terminating the Credit Agreement, effective October 24, 2018.