Countrywide Financial Corp Sample Contracts

dated as of May 12, 2004 among
Credit Agreement • August 6th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
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as Guarantor INDENTURE Dated as of April 11, 2003
Indenture • April 15th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • August 13th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents

THIS THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENT (the “Amendment”) is made and dated as of the 13th day of June, 2003 by and among COUNTRYWIDE HOME LOANS, INC., a New York corporation (the “Company”), the Lenders signing below, and BANK OF AMERICA, N.A., as the Managing Administrative Agent for the Lenders (in such capacity, the “Managing Administrative Agent”).

RECITALS
Credit Agreement • May 30th, 2000 • Countrywide Credit Industries Inc • Mortgage bankers & loan correspondents • California
dated as of May 12, 2004 among
Credit Agreement • August 6th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
COUNTRYWIDE HOME LOANS, INC. as Issuer and COUNTRYWIDE CREDIT INDUSTRIES, INC. as Guarantor INDENTURE
Indenture • March 12th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York

of provisions of Trust Indenture Act of 1939 with Indenture dated as of December 16, 1996 among Countrywide Home Loans, Inc., as Issuer, Countrywide Credit Industries, Inc., as Guarantor and The Bank of New York, Trustee:

INTERIM SHORT TERM FACILITY EXTENSION AMENDMENT (October, 2001)
Countrywide Credit Industries Inc • January 14th, 2002 • Mortgage bankers & loan correspondents

THIS SHORT TERM FACILITY EXTENSION AMENDMENT (the “Amendment”) is made and dated as of the 15th day of October, 2001 by and among COUNTRYWIDE HOME LOANS, INC. (the “Company”), COUNTRYWIDE CREDIT INDUSTRIES, INC. (the “Parent”), the undersigned financial institutions constituting the Short Term Lenders under (and as that term and capitalized terms not otherwise defined herein are defined in) the Revolving Credit Agreement described below, and BANKERS TRUST COMPANY, as Credit Agent (in such capacity, the “Credit Agent”).

AND
Countrywide Financial Corp • August 18th, 2004 • Mortgage bankers & loan correspondents • New York
THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 13th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (the “Amendment”) is made and dated as of June 13, 2003 by and among COUNTRYWIDE HOME LOANS, INC., a New York corporation (the “Company”), the Lenders signing below, and ROYAL BANK OF CANADA, as the Lead Administrative Agent for the Lenders from time to time party to the Credit Agreement described below (in such capacity, the “Lead Administrative Agent”).

ARTICLE II TRUST INDENTURE ACT
Preferred Securities Guarantee Agreement • April 15th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
WITNESSETH:
Employment Agreement • September 8th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • California
dated as of May 12, 2004 among
Agreement • August 6th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
among
Supplemental Indenture • March 12th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
RECITALS
Revolving Credit Agreement • March 12th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents
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CREDIT AGREEMENT
Credit Agreement • April 1st, 2002 • Countrywide Credit Industries Inc • Mortgage bankers & loan correspondents • California

THIS CREDIT AGREEMENT (the "Agreement") is made and dated as of the 27th day of February, 2002, by and among the lenders signatory hereto (collectively, the "Lenders"); ROYAL BANK OF CANADA ("RBC"), as lead administrative agent for the Lenders (in such capacity, the "Lead Administrative Agent"); LLOYDS TSB BANK PLC ("Lloyds"), as co-administrative agent (in such capacity, the "Co-Administrative Agent"); CREDIT LYONNAIS NEW YORK BRANCH ("CL"), as syndication agent (in such capacity, the "Syndication Agent"); COMMERZBANK AG NEW YORK BRANCH ("CB"), as documentation agent (in such capacity, the "Documentation Agent"); RBC, as arranger (in such capacity, the "Arranger"); Lloyds, CL, and CB, as co-arrangers (in such capacity, the "Co-Arrangers"); and COUNTRYWIDE HOME LOANS, INC., a New York corporation (the "Company").

FIRST AMENDMENT TO SECOND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 7th, 2004 • Countrywide Financial Corp • Mortgage bankers & loan correspondents
as Issuer and
First Supplemental Indenture • April 15th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York
SECOND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 15th, 2003 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • California

THIS SECOND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of February 28, 2003 by and between Countrywide Financial Corporation, a Delaware corporation (“Employer”), and Stanford L. Kurland (“Officer”).

GUARANTEE AGREEMENT Between COUNTRYWIDE FINANCIAL CORPORATION as Guarantor, and THE BANK OF NEW YORK as Trustee, dated as of November 8, 2006
Guarantee Agreement • November 13th, 2006 • Countrywide Financial Corp • Mortgage bankers & loan correspondents • New York

This GUARANTEE AGREEMENT, dated as of November 8, 2006 is executed and delivered by COUNTRYWIDE FINANCIAL CORPORATION, a Delaware corporation (the “Guarantor”) having its principal office at 4500 Park Granada, Calabasas, California 91302, and the Guarantee Trustee (as defined herein), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities and Common Securities (each as defined herein and together, the “Trust Securities”) of Countrywide Capital V, a Delaware statutory trust (the “Trust”).

COUNTRYWIDE FINANCIAL CORPORATION VESTED NONQUALIFIED STOCK OPTION AGREEMENT
Countrywide Financial • April 8th, 2005 • Countrywide Financial Corp • Mortgage bankers & loan correspondents

This “Agreement” is made as of April 1, 2005 between Countrywide Financial Corporation (the “Company”) and you (the “Optionee”). The Option granted pursuant to this Agreement is not intended to be treated as an incentive stock option under section 422 of the Internal Revenue Code (the “Code”).

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