Exhibit (d)(8)
3280 Peachtree Rd. NE· Suite 500· Atlanta, GA 30305
| FORM OF COMMITMENT LETTER |
August 22, 2013
| To: | Fifth Third Bank |
| 222 South Riverside Plaza, Suite 3000 |
| | Chicago, IL 60606 |
| Attention: | Kyle Silberman |
| | Please email to:kyle.silberman@53.com |
Re: $100.0 million Secured Credit Facilities
Ladies and Gentlemen:
Synovus Bank (the “Lender”) is pleased to commit toAmerican CyberSystems, Inc.(the “Borrower”) to provide a portion of the above referenced Facilities, for which Fifth Third Bank will act as the Lead Arranger & Sole Bookrunner on the terms and conditions set forth in the Term Sheet. Our offered commitment amount (“Offered Commitment Amount”) is$25,000,000million of the Secured Credit Facilities.
The Lender acknowledges that it has, independently and without reliance upon Fifth Third Bank or any of its affiliates, or any other bank and based on the financial statements of the Borrower and such other documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this commitment.
The Lender also acknowledges that entering into the Secured Credit Facilities is subject to satisfactory documentation substantially on the terms and conditions set forth in the Term Sheet. The Lead Arranger shall have no liability or responsibility to the Lender if such Facilities are not entered into.
The Lender understands and agrees that the proposed Offered Commitment Amount is subject to acceptance by the Borrower and the Lead Arranger. The Offered Commitment Amount may be reduced by the Borrower and the Lead Arranger and that the Lead Arranger will notify the Lender of the amount of the Lender’s accepted commitment (“Allocated Commitment”).
| | Very truly yours, |
| | Synovus Bank |
| | |
| | By: | /s/William C. Buchy |
| | | William C. Buchy |
| | Title: | Corporate Banker |
