TWENTY-SIXTH AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
This TWENTY-SIXTH AMENDMENT (this Amendment), dated as of August 17, 2020, is among TRIUMPH RECEIVABLES, LLC, a Delaware limited liability company, as seller (the Seller), TRIUMPH GROUP, INC., a Delaware corporation (Triumph), as servicer (in such capacity, together with its successors and permitted assigns in such capacity, the Servicer), and PNC BANK, NATIONAL ASSOCIATION, a national banking association (PNC), as a Related Committed Purchaser, as a Purchaser Agent, and as administrator (in such capacity, together with its successors and permitted assigns in such capacity, the Administrator). Capitalized terms used but not otherwise defined herein have the respective meanings assigned thereto in the Agreement (as defined below).
1. The parties hereto are parties to the Receivables Purchase Agreement, dated as of August 7, 2008 (as amended, restated, supplemented or otherwise modified through the date hereof, the Agreement).
2. Concurrently herewith, Triumph and PNC are entering into that certain Fourth Amendment to Performance Guaranty, dated as of the date hereof (the Performance Guaranty Amendment).
3. Concurrently herewith, Triumph, PNC, the Seller, the Servicer and PNC Capital Markets LLC are entering into that certain Tenth Amended and Restated Purchaser Group Fee Letter, dated as of the date hereof (the Fee Letter; and together with the Performance Guaranty Amendment, collectively, the Related Agreements).
4. The parties hereto desire to amend the Agreement as hereinafter set forth.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
SECTION 1. Amendments to the Agreement. The Agreement is hereby amended to incorporate the changes shown on the marked pages of the Agreement attached hereto as Exhibit A.
SECTION 2. Consent.
In connection with this Amendment and the release by the Administrator of its security interest, for the benefit of the Purchasers, in certain indebtedness and other obligations owed to the Seller by certain Obligors, as set forth in Exhibit A hereto, each of the parties hereto hereby consents to the filing, at the sole expense of the Seller, with the appropriate filing office, of each of the UCC-3 financing statement amendments attached to Exhibit B hereto.