ORIGINATION AGREEMENT between NATIONAL COMMERCIAL BANK JAMAICA LIMITED and JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY Dated as of March 22, 2006Origination Agreement • May 21st, 2012 • National Commercial Bank Jamaica LTD • Commercial banks, nec • New York
ORIGINATION AGREEMENT, dated as of March 22, 2006, between NATIONAL COMMERCIAL BANK JAMAICA LIMITED, a commercial bank organized and existing under the laws of Jamaica (the “Bank”), and JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “SPC”).
SERVICING AGREEMENT among JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY, NATIONAL COMMERCIAL BANK JAMAICA LIMITED, individually and as the Servicer, and THE BANK OF NEW YORK, as Indenture Trustee Dated as of March 22, 2006Servicing Agreement • May 21st, 2012 • National Commercial Bank Jamaica LTD • Commercial banks, nec • New York
SERVICING AGREEMENT, dated as of March 22, 2006, among JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “SPC”), NATIONAL COMMERCIAL BANK JAMAICA LIMITED, a banking institution organized under the laws of Jamaica (with its successors, the “Bank,” and, in its capacity as servicer hereunder, the “Servicer”), and THE BANK OF NEW YORK, as indenture trustee under the Indenture referred to below (in such capacity, the “Indenture Trustee”).
NATIONAL COMMERCIAL BANK JAMAICA LIMITED [803,571,450] Ordinary Shares in the Form of American Depositary Shares Underwriting AgreementUnderwriting Agreement • January 25th, 2013 • National Commercial Bank Jamaica LTD • Commercial banks, nec • New York
National Commercial Bank Jamaica Limited (the “Bank”), a company incorporated with limited liability under the laws of Jamaica (“Jamaica”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [625,000,000] ordinary shares, no par value per share, of the Bank (“Ordinary Shares”) in the form of American Depositary Shares (“ADSs”), each ADS representing 50 Ordinary Shares, and certain shareholders of the Bank named in Schedule 2 hereto (the “Selling Shareholders”) propose to sell to the several Underwriters an aggregate of [178,571,450] Ordinary Shares in the form of ADSs (such Ordinary Shares in the form of ADSs being sold by the Bank and the Selling Shareholders, collectively, the “Firm Securities”). In addition, the Bank proposes to sell to the Underwriters, at the option of the Underwriters and solely for the purpose of covering over-allotments, an a
SERIES 2006-1 INDENTURE SUPPLEMENT between JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY and THE BANK OF NEW YORK, as Indenture Trustee Dated as of March 22, 2006Indenture Supplement • May 21st, 2012 • National Commercial Bank Jamaica LTD • Commercial banks, nec • New York
SERIES 2006-1 INDENTURE SUPPLEMENT, dated as of March 22, 2006 (this “Indenture Supplement”), between JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “SPC”), and THE BANK OF NEW YORK, a New York banking corporation, as indenture trustee and collateral agent under the Indenture (in such capacity, the “Indenture Trustee”).
INDENTURE between JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY and THE BANK OF NEW YORK, as Indenture Trustee Dated as of March 22, 2006Indenture • May 21st, 2012 • National Commercial Bank Jamaica LTD • Commercial banks, nec • New York
INDENTURE, dated as of March 22, 2006, between JAMAICA DIVERSIFIED PAYMENT RIGHTS COMPANY, an exempted limited liability company incorporated under the laws of the Cayman Islands (the “SPC”) and THE BANK OF NEW YORK (in its corporate capacity, “BoNY”), a New York banking corporation, as indenture trustee and collateral agent for the Secured Parties (in such capacity, the “Indenture Trustee”).
LETTER OF UNDERTAKINGLetter of Undertaking • January 24th, 2013 • National Commercial Bank Jamaica LTD • Commercial banks, nec
Reference is made to the Deposit Agreement, dated as of [ ], 2013 (the “Deposit Agreement”) among National Commercial Bank Jamaica Limited (the “Bank”), JPMorgan Chase Bank, N.A., as depositary, and all holders (the “Holders”) from time to time of American Depositary Receipts issued thereunder evidencing American Depositary Shares (the “ADSs”) representing Ordinary Shares, no par value (the “Ordinary Shares”), of the Bank, and to the offering and sale of the ADSs as described in the Registration Statement on Form F-1 (File No. 333-181567) filed by the Bank with the U.S. Securities and Exchange Commission, including the prospectus dated [ ], 2013, contained therein (the “Offering”).
