Compliance with USA Patriot Act Contract Clauses (1,304)

Compliance with USA Patriot Act. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. Each of the parties hereby submits to the non-excl...usive jurisdiction of the federal and state courts in the Borough of Manhattan in The City of New York in any suit or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby. 25 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours AVNET, INC. By: /s/ Kevin Moriarty Name: Kevin Moriarty Title: Senior Vice President, Chief Financial Officer and Assistant Secretary [Underwriting Agreement] MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: /s/ Laurie Campbell Name: Laurie Campbell Title: Managing Director J.P. MORGAN SECURITIES LLC By: /s/ Robert Bottamedi Name: Robert Bottamedi Title: Vice President For themselves and on behalf of the several Underwriters listed in Schedule B hereto. [Underwriting Agreement] SCHEDULE A Issuer Free Writing Prospectus Pricing Term Sheet, dated November 29, 2016, relating to the Securities, as filed pursuant to Rule 433 under the Act. SCHEDULE B Underwriter Principal Amount of Notes to be Purchased Merrill Lynch, Pierce, Fenner & Smith Incorporated $ 120,000,000 J.P. Morgan Securities LLC $ 30,000,000 MUFG Securities Americas Inc. $ 30,000,000 Scotia Capital (USA) Inc. $ 22,500,000 BNP Paribas Securities Corp. $ 16,500,000 Mizuho Securities USA Inc. $ 16,500,000 U.S. Bancorp Investments, Inc. $ 16,500,000 HSBC Securities (USA) Inc. $ 12,000,000 PNC Capital Markets LLC $ 12,000,000 SMBC Nikko Securities America, Inc. $ 12,000,000 Wells Fargo Securities, LLC $ 12,000,000 Total $ 300,000,000 SCHEDULE C Information provided by the Underwriters 1. The last paragraph of the cover page of the Prospectus Supplement concerning delivery of the Securities; 2. The concession and reallowance amounts appearing in the third paragraph of text under the caption "Underwriting" on page S-34 of the Prospectus Supplement; 3. The third sentence of the sixth paragraph under the caption "Underwriting" on page S-34 of the Prospectus Supplement concerning market-making activities for the Securities; 4. The seventh paragraph of text under the caption "Underwriting" on page S-34 of the Prospectus Supplement, concerning stabilizing transactions; and 5. The ninth paragraph of text under the caption "Underwriting" on page S-35 of the Prospectus Supplement, concerning hedging transactions. EX-1.1 2 d305980dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 Execution Version $300,000,000 AVNET, INC. 3.750% Notes due 2021 UNDERWRITING AGREEMENT November 29, 2016 Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC As Representatives of the several Underwriters listed in Schedule B hereto c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: 1. Introductory. Avnet, Inc., a New York corporation (the "Company"), proposes to issue and sell to the several Underwriters named in Schedule B hereto (the "Underwriters") $300,000,000 principal amount of its 3.750% Notes due 2021 (the "Securities") registered under the registration statement referred to in Section 2(a). The Securities will be issued under an indenture between the Company and Wells Fargo Bank, National Association, as trustee (the "Trustee"), dated as of June 22, 2010 (such indenture as amended or supplemented the "Indenture"). View More