EXECUTION VERSION
EXHIBIT 10.2
SECURITY AGREEMENT
THIS SECURITY AGREEMENT (this “Agreement”), dated as of March 20, 2023, is entered into by and between EACH OF THE PERSONS LISTED ON THE SIGNATURE PAGES HERETO and each of the other Persons which become DEBTORS hereunder from time to time (each a “Debtor” and collectively, the “Debtors”), and PNC BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent (the “Administrative Agent”) for the Lenders (as defined below);
WITNESSETH THAT:
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WHEREAS, the Debtors are (or will be with respect to after-acquired property) the legal and beneficial owner and the holder of the Collateral (as defined in Section 1 hereof); and
WHEREAS, pursuant to that certain Credit Agreement (as it may hereafter from time to time be restated, amended, modified or supplemented, the “Credit Agreement”) of even date herewith by and among RICHARDSON ELECTRONICS, LTD., a Delaware corporation (the “Borrower”), the Administrative Agent, the Lenders now or hereafter party thereto (the “Lenders”) and the Guarantors now or hereafter party thereto (the “Guarantors”), the Administrative Agent and the Lenders have agreed to make certain loans to the Borrower; and
WHEREAS, the obligation of the Administrative Agent and the Lenders to make loans under the Credit Agreement is subject to the condition, among others, that the Loan Parties secure the Obligations to the Administrative Agent and the Lenders under the Credit Agreement, the other Loan Documents and otherwise as more fully described herein in the manner set forth herein.
NOW, THEREFORE, intending to be legally bound hereby, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto covenant and agree as follows:
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[SIGNATURE PAGES FOLLOW]
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IN WITNESS WHEREOF, the parties hereto, by their officers thereunto duly authorized, have executed and delivered this Agreement as of the day and year first above.
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DEBTORS: RICHARDSON ELECTRONICS, LTD.
By:
Name:
Title:
RICHARDSON INTERNATIONAL, INC.
By:
Name:
Title:
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PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent
By:
Name:
Title:
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SCHEDULE A
TO
SECURITY AGREEMENT
Security Interest Data Summary
[ADDRESS]
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SCHEDULE B
TO
SECURITY AGREEMENT
Commercial Tort Claims
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