EXHIBIT 1 --------- AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G -------------------------------------------- Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13G, and agrees that this Schedule 13G is filed on...Agreement as to Joint Filing of Schedule 13g • February 17th, 2004 • Citicorp • National commercial banks
Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13G, and agrees that this Schedule 13G is filed on its behalf.
ARTICLE I DEFINITIONSFirst Supplemental Indenture • November 8th, 1996 • Citicorp • National commercial banks • New York
SYBRON ACQUISITION CORP SYBRON HOLDINGS, INC.Agreement and Plan of Merger • February 25th, 1998 • Citicorp • National commercial banks
Citicorp Capital I (the "Trust"), a statutory business trust organized under the Business Trust Act (the "Delaware Act") of the State of Delaware (Chapter 38, Title 12, of the Delaware Code, 12 Del. C. ss.ss. 3801 et seq.), and Citicorp, a Delaware...Underwriting Agreement • November 8th, 1996 • Citicorp • National commercial banks • New York
FOR COMMON STOCKRegistration Rights Agreement • February 11th, 1998 • Citicorp • National commercial banks • Delaware
CITICORP ANDSecond Supplemental Indenture • October 8th, 1998 • Citicorp • National commercial banks • New York
] SUPPLEMENTAL INDENTURESupplemental Indenture • March 13th, 1997 • Citicorp • National commercial banks • New York
AGREEMENT AND PLAN OF MERGER by and between TRAVELERS GROUP INC.Merger Agreement • April 7th, 1998 • Citicorp • National commercial banks • Delaware
ARTICLE II TRUST INDENTURE ACTPreferred Securities Guarantee Agreement • January 28th, 1998 • Citicorp • National commercial banks • New York
CITICORP ANDThird Supplemental Indenture • October 8th, 1998 • Citicorp • National commercial banks • New York
CITICORP INDENTUREIndenture • January 31st, 1997 • Citicorp • National commercial banks • New York
EXCHANGE AGENT AGREEMENT Citibank, N.A. 120 Wall Street, 13th Floor New York, NY 10043 Attention: Corporate Trust Department Dear Sirs: Citicorp, a Delaware Corporation and Citicorp Capital X, Citicorp Capital XI, Citicorp Capital XII, Citicorp...Exchange Agent Agreement • March 13th, 1997 • Citicorp • National commercial banks • New York
] SUPPLEMENTAL INDENTURESupplemental Indenture • February 5th, 1997 • Citicorp • National commercial banks • New York
APPENDIX AMerger Agreement • January 7th, 2000 • Citicorp • National commercial banks • Connecticut
APPENDIX BMerger Agreement • January 7th, 2000 • Citicorp • National commercial banks • Connecticut
1 EXHIBIT 7 ESCROW AGREEMENT THIS ESCROW AGREEMENT is entered into as of the 29th day of December, 1999, by and among MacDermid, Incorporated, a Connecticut corporation ("Buyer"), Citicorp Venture Capital, Ltd., a New York corporation ("CVC"), David...Escrow Agreement • January 7th, 2000 • Citicorp • National commercial banks • Connecticut
JOINT FILING AGREEMENTJoint Filing Agreement • January 7th, 2000 • Citicorp • National commercial banks
CITICORP ANDFourth Supplemental Indenture • October 8th, 1998 • Citicorp • National commercial banks • New York
CAPITAL SECURITIES GUARANTEE AGREEMENT CITICORP CAPITAL IV DATED AS OF JANUARY 22, 1997 CAPITAL SECURITIES GUARANTEE AGREEMENT This GUARANTEE AGREEMENT (the "Preferred Securities Guarantee"), dated as of January 22, 1997, is executed and delivered by...Capital Securities Guarantee Agreement • January 31st, 1997 • Citicorp • National commercial banks • New York
Exhibit 1Filing Agreement • February 25th, 1998 • Citicorp • National commercial banks
JOINT FILING AGREEMENTJoint Filing Agreement • July 12th, 2002 • Citicorp • National commercial banks
This will confirm the agreement by and among all of the undersigned that this Amendment No. 2 to Schedule 13D on or about this date with respect to the beneficial ownership by the undersigned of MacDermid, Incorporated is being, and any and all amendments to such Schedule may be, filed on behalf of each of the undersigned. This Agreement may be executed in two or more counterparts, each of which will be deemed an original, but all of which together shall constitute one and the same instrument.
1 EXHIBIT 5 EXECUTION THIRD AMENDMENT THIS THIRD AMENDMENT (the "Amendment") is entered into as of October __, 1999 by and among MacDermid, Incorporated, a Connecticut corporation ("Buyer"), MCD Acquisition Corp., a Delaware corporation and wholly...Plan and Agreement of Merger • January 7th, 2000 • Citicorp • National commercial banks • Connecticut
December 3, 1997 Morgan Stanley & Co. Incorporated Credit Suisse First Boston Corporation Salomon Brothers, Inc. c/o Morgan Stanley & Co. Incorporated 1585 Broadway New York, NY 10036 Dear Sirs and Mesdames: The undersigned understands that Morgan...Underwriting Agreement • February 11th, 1998 • Citicorp • National commercial banks
Morgan Stanley & Co. Incorporated Credit Suisse First Boston Corporation Salomon Brothers, Inc. c/o Morgan Stanley & Co. Incorporated 1585 Broadway New York, NY 10036 Dear Sirs and Mesdames:
JOINT FILING AGREEMENTJoint Filing Agreement • September 25th, 2002 • Citicorp • National commercial banks
THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Third Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION (successor-in-interest to Bank One Trust Company, N. A.), as trustee (the "Trustee");
FIFTH SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Fifth Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS FIFTH SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and JPMORGAN CHASE BANK (successor to The Chase Manhattan Bank (National Association)), a New York banking corporation, as trustee (the "Trustee");
SIXTH SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS SIXTH SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and JPMORGAN CHASE BANK (successor-in-interest to The Chase Manhattan Bank, National Association), as trustee (the "Trustee");
FOURTH SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Fourth Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS FOURTH SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and DEUTSCHE BANK TRUST COMPANY AMERICAS (successor-in-interest to Bankers Trust Company), as trustee (the "Trustee");
THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Third Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and CITIBANK, N. A., as trustee (the "Trustee");
THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2004Third Supplemental Indenture • February 3rd, 2004 • Citicorp • National commercial banks • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 23, 2004 (the "Supplemental Indenture"), by and among ASSOCIATES FIRST CAPITAL CORPORATION (successor-in-interest to Associates Corporation of North America), a corporation organized and existing under the laws of the State of Delaware ("AFCC"), CITICORP, a corporation organized and existing under the laws of the State of Delaware, as guarantor, and WACHOVIA BANK, NATIONAL ASSOCIATION (successor-in-interest to First Union National Bank and First Fidelity Bank, National Association, New Jersey), as trustee (the "Trustee");
