BRIDGE CREDIT AGREEMENT
Dated as of December 21, 2006
JABIL CIRCUIT, INC., a Delaware corporation (the “ Borrower ”), the banks, financial institutions and other institutional
lenders (the “ Initial Lenders ”) listed on Schedule I hereto, JPMORGAN CHASE BANK, N.A., as syndication agent, THE
ROYAL BANK OF SCOTLAND PLC, ABN AMRO BANK N.V. and SUNTRUST BANK, as documentation agents, and
CITICORP NORTH AMERICA, INC. (“ CNAI ”), as administrative agent (the “ Agent ”) for the Lenders (as hereinafter defined),
agree as follows:
DEFINITIONS AND ACCOUNTING TERMS
SECTION 1.01. Certain Defined Terms . As used in this Agreement, the following terms shall have the following
meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined):
“ Advance ” means an advance by a Lender to the Borrower as part of a Borrowing and refers to a Base Rate
Advance or a Eurodollar Rate Advance (each of which shall be a “ Type ” of Advance).
“ Affiliate ” means, as to any Person, any other Person that, directly or indirectly, controls, is controlled by or is under
common control with such Person or is a director or officer of such Person. For purposes of this definition, the term
“control” (including the terms “controlling”, “controlled by” and “under common control with”) of a Person means the
possession, direct or indirect, of the power to direct or cause the direction of the management and policies of such Person,
whether through the ownership of Voting Stock, by contract or otherwise.
“ Agent’s Account ” means the account of the Agent maintained by the Agent at Citibank at its office at Two Penns
Way, New Castle, Delaware 19720, Account No. 36852248, Attention: Bank Loan Syndications or such other account of
the Agent as is designated in writing from time to time by the Agent to the Borrower and the Lenders for such purpose.
“ Applicable Lending Office ” means, with respect to each Lender, such Lender’s Domestic Lending Office in the case