AMENDMENT NO. 1 to CREDIT AGREEMENT (FIVE-YEAR FACILITY)
EXHIBIT
10.12
AMENDMENT
NO. 1
to
CREDIT
AGREEMENT (FIVE-YEAR FACILITY)
This AMENDMENT NO. 1
TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) (this “Amendment”),
dated as of September 20, 2007, is entered into by and among Caterpillar Inc.
(“Caterpillar”),
Caterpillar Financial Services Corporation (“CFSC”),
Caterpillar Finance Corporation (“CFC”)
and Caterpillar International Finance p.l.c. (“CIF”,
and together with Caterpillar, CFSC and CFC, the “Borrowers”),
the Banks, Japan Local Currency Banks and Local Currency Banks party hereto
(collectively, the “Banks”),
The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Japan Local Currency Agent (the
“Japan
Local Currency Agent”) and as Japan Local Currency Bank (the “Japan
Local Currency Bank”) under the Credit Agreement (as defined below),
Citibank International plc, as the Local Currency Agent under the Credit
Agreement (as defined below) (the “Local
Currency Agent”), and Citibank, N.A., as Agent (the “Administrative
Agent” and together with the Japan Local Currency Agent and the Local
Currency Agent, the “Agents”)
under the Credit Agreement. Each capitalized term used herein and not
defined herein shall have the meaning ascribed thereto in the Credit
Agreement.
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PRELIMINARY
STATEMENTS
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The Borrowers, the
Banks and the Agents are parties to the Credit Agreement (Five-Year Facility),
dated as of September 21, 2006 (as the same may be amended, restated,
supplemented or otherwise modified from time to time, the “Credit
Agreement”). The Borrowers have requested that the Banks and
the Agents amend the Credit Agreement as hereinafter set forth, and the Banks
and the Agents have agreed to amend the Credit Agreement pursuant to the terms
of this Amendment.
SECTION
1. Amendments
to the Credit Agreement. Effective as of the date
hereof, subject to the satisfaction of the condition precedent set forth in
Section
3 below, the Credit Agreement is hereby amended as
follows:
1.1 The Credit Agreement
is amended to delete each reference therein to “BOTM” and to substitute “BTMU”
in each case therefor.
1.2 Section
1.01 is amended by deleting the definition of “2005 Five-Year Credit
Agreement” in its entirety.
1.3 The definition of
“Eurocurrency
Base Rate” set forth in Section
1.01 is amended and restated in its entirety as
follows:
“Eurocurrency
Base Rate” means, with respect to a Eurocurrency Rate Advance for the
relevant Interest Period:
(a) for
any Eurocurrency Rate Advance in any Agreed Currency other than
euro: the applicable British Bankers’ Association Interest Settlement
Rate for deposits in the Agreed Currency appearing on Reuters Screen LIBOR01 (or
other applicable Screen for such Agreed Currency) as of 11:00 a.m. (London time)
two (2) Business Days prior to the first day of such Interest Period (or on the
first day of such Interest Period, in the case of a Same Day Local Currency
Advance or any Local Currency Advance made in Pounds Sterling), and having a
maturity equal to such Interest Period; provided,
that (i) if Reuters Screen LIBOR01 is not available to the Agent for any reason,
the applicable Eurocurrency Base Rate for the relevant Interest Period shall
instead be the applicable British Bankers’ Association Interest Settlement Rate
for deposits in the Agreed Currency as reported by any other generally
recognized financial information service as of 11:00 a.m. (London time) two (2)
Business Days prior to the first day of such Interest Period (or on the first
day of such Interest Period, in the case of a Same Day Local Currency Advance or
any Local Currency Advance made in Pounds Sterling), and having a maturity equal
to such Interest Period, and (ii) if no such British Bankers’ Association
Interest Settlement Rate is available to the Agent, the applicable Eurocurrency
Base Rate for the relevant Interest Period shall instead be the rate determined
by the Agent as the arithmetic average (rounded upward, if necessary, to an
integral multiple of 1/16 of 1%) of the rates per annum reported to the Agent by
each Reference Bank as the rate at which such Reference Bank offers to place
deposits in the Agreed Currency with leading banks in the London interbank
market at approximately 11:00 a.m. (London time) two (2) Business Days prior to
the first day of such Interest Period (or on the first day of such Interest
Period, in the case of a Same Day Local Currency Advance or any Local Currency
Advance made in Pounds Sterling), in the approximate amount of such Reference
Bank’s relevant Eurocurrency Rate Advance and having a maturity equal to such
Interest Period. If either Reference Bank fails to provide such
quotation to the Agent, then the Agent shall determine the Eurocurrency Base
Rate on the basis of the quotations from the remaining Reference
Bank.
(b) for
any Eurocurrency Rate Advance in euro: the interest rate per annum equal to the
rate determined by the Agent or the Local Currency Agent, as applicable, to be
the rate at which deposits in euro appear on Reuters Screen EURIBOR
RATES/EURIBOR RATES ACT/360 as of 11:00 a.m. (Brussels time), on the date that
is two (2) TARGET Settlement Days preceding the first day of such Interest
Period (or on the first day of such Interest Period, in the case of a Same Day
Local Currency Advance); provided,
that if such rate does not appear on Reuters Screen EURIBOR RATES/EURIBOR RATES
ACT/360, then an interest rate per annum equal to the arithmetic average
(rounded upwards to the nearest .01%) determined by the Agent or the Local
Currency Agent, as applicable, of the rates per annum reported to the Agent or
the Local Currency Agent by each Reference Bank as the rate at which deposits in
euro are offered by such Reference Bank at approximately 11:00 a.m. (Brussels
time), on the day that is two (2) TARGET Settlement Days preceding the first day
of such Interest Period (or on the first day of such Interest Period, in the
case of a Same Day Local Currency Advance) to other leading banks in the
euro-zone interbank market. For purposes of this Agreement, “TARGET
Settlement Day” means any Business Day on which the Trans-European Automated
Real-Time Gross Settlement Express Transfer (TARGET) System is
open.
Any
Eurocurrency Base Rate determined on the basis of the rate displayed on a
Reuters Screen in accordance with the foregoing provisions of this subparagraph
shall be subject to corrections, if any, made in such rate and displayed by the
Reuters Service within one hour of the time when such rate is first displayed by
such service.
1.4 Section
1.01 is amended by adding the following definition thereto in
alphabetical order:
“2007
Five-Year Credit Agreement” means that certain Credit Agreement
(Five-Year Facility), dated as of September 20, 2007, among Caterpillar, CFSC
and CFC, as Borrowers thereunder, certain financial institutions party thereto,
BTMU, as Japan Local Currency Agent thereunder, and Citibank, as agent for such
financial institutions, as the same may be amended, restated, supplemented or
otherwise modified from time to time.
1.5 The definition of
“364-Day
Credit Agreement” set forth in Section
1.01 is amended and restated in its entirety as
follows:
“364-Day
Credit Agreement” means that certain Credit Agreement (364-Day Facility)
dated as of September 20, 2007, among Caterpillar, CFSC, CFC, certain financial
institutions party thereto, BTMU, as the Japan Local Currency Agent thereunder,
and Citibank, as agent for such financial institutions, as the same may be
amended, restated, supplemented or otherwise modified from time to
time.
1.6 The definition of
“TIBO
Rate” set forth in Section
1.01 is amended to delete each reference therein to “Telerate Page 23070”
and to substitute “Reuters Screen 17097” in each case
therefor.
1.7 The last sentence of
Section
2.02(b) is amended and restated in its entirety as
follows:
A
certificate describing in reasonable detail the amount of such losses, costs and
expenses, submitted to such Borrower and the Agent by such Bank, shall create a
rebuttable presumption of such losses, costs or expenses.
1.8 The third sentence
of Section
2.05(b) is amended to insert the parenthetical “(such acceptance not to
be unreasonably withheld)” immediately after the phrase “acceptable to the
Agent” appearing therein.
1.9 The first sentence
of Section
2.05(c) is amended to delete the reference in clause (i) of the proviso
thereof to “consent” and to substitute “acceptance”
therefor.
1.10 The first sentence
of Section
2.09(b) is amended to insert the parenthetical “(without premium or
penalty other than any payment required pursuant to Section
8.04(b))” immediately after the phrase “shall on such date prepay”
appearing therein.
1.11 The first sentence
of Section
2.10(a) is amended to delete the phrase “upon demand by such Bank”
appearing therein and to substitute “upon written demand by such Bank”
therefor.
1.12 The second sentence
of Section
2.10(a) is amended and restated in its entirety as
follows:
A
certificate describing in reasonable detail the amount of such increased cost,
submitted to the Borrowers and the Agent by such Bank, shall create a rebuttable
presumption of such increased cost.
1.13
The
first sentence of Section
2.10(b) is amended to delete the phrase “upon demand by such Bank”
appearing therein and to substitute “upon written demand by such Bank”
therefor.
1.14
Section
5.01(c) is amended to insert the word “reasonable” immediately prior to
the reference to “judgment” appearing in the proviso
thereof.
1.15
Section
5.01(f)(vi) is amended to delete the reference therein to “after the
request” and to substitute “after the written request”
therefor.
1.16 Section
5.01(f)(x) is amended to insert the phrase “in writing with an indication
of the reason for such request” immediately prior to the end
thereof.
1.17
Section
5.01(f) is further amended to insert the following paragraph at the end
thereof:
Financial
statements and other documents required to be furnished pursuant to Section
5.01(f)(i) or (ii) (to the extent any such financial statements or other
documents are included in reports or other materials otherwise filed with the
Securities and Exchange Commission) may be delivered electronically and if so
delivered, shall be deemed to have been furnished on the date on which (i) the
applicable Borrower posts such financial statements or other documents, or
provides a link thereto, on such Borrower’s website on the Internet, or (ii)
such financial statements or other documents are posted on behalf of the
applicable Borrower on an Internet or intranet website, if any, to which each
Bank and the Agent have access (whether a commercial, third-party website or
whether sponsored by the Agent or the Securities and Exchange Commission’s
website located at xxxx://xxx.xxx.xxx/xxxxx/xxxxxxxxxxx/xxxxxxxx.xxx); provided
that the applicable Borrower shall notify the Agent of the posting of any such
financial statements and other documents and provide to the Agent electronic
versions thereof.
1.18
Section
5.04(a)(i) is amended to delete the following parenthetical appearing
therein: “(except as provided in subsection
(ii) below)”.
1.19
Section
6.01(c) is amended and restated in its entirety as
follows:
(c) Such
Borrower shall fail to perform or observe (i) any covenant or agreement made by
it contained in subsection (a) or (f)(iv) of Section
5.01 or in Section
5.02 or (ii) any other term, covenant or agreement contained in this
Agreement on its part to be performed or observed if the failure to perform or
observe such other term, covenant or agreement shall remain unremedied for 30
days after written notice thereof shall have been received by such Borrower;
provided,
that should CFSC or any of its Subsidiaries fail to observe any such term,
covenant or agreement referred to in subsections (i) or (ii) above, such failure
shall not be attributable to Caterpillar; or
1.20
Section
6.01(d)(i) is amended to delete the reference therein to “2005 Five-Year
Credit Agreement” and to substitute “2007 Five-Year Credit Agreement”
therefor.
1.21 Section
6.01(d)(ii) is amended to delete the reference therein to “2005 Five-Year
Credit Agreement” and to substitute “2007 Five-Year Credit Agreement”
therefor.
1.22
Section
6.01(d)(iv) is amended to delete the reference therein to “2005 Five-Year
Credit Agreement” and to substitute “2007 Five-Year Credit Agreement”
therefor.
1.23
Section
6.01(e) is amended and restated in its entirety as
follows:
(e) Such
Borrower or any of its Subsidiaries (other than CFSC and its Subsidiaries in the
case of Caterpillar) shall generally not pay its debts as such debts become due,
or an officer or other authorized representative of such Borrower or Subsidiary
shall admit in writing such Borrower’s or Subsidiary’s inability to pay its
debts generally, or shall make a general assignment for the benefit of
creditors; or any proceeding shall be instituted by such Borrower or any of its
Subsidiaries (other than CFSC and its Subsidiaries in the case of Caterpillar)
seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation,
winding up, reorganization, arrangement, adjustment, protection, relief, or
composition of it or its debts under any law relating to bankruptcy, insolvency
or reorganization or relief of debtors, or seeking the entry of an order for
relief or the appointment of a receiver, trustee, or other similar official for
it or for any substantial part of its property; or any such proceeding shall be
instituted against such Borrower or any of its Subsidiaries (other than CFSC and
its Subsidiaries in the case of Caterpillar) and either an order for relief
against such Borrower or Subsidiary is entered in such proceeding or such
proceeding is not dismissed within forty-five (45) days; or such Borrower or any
of its Subsidiaries (other than CFSC and its Subsidiaries in the case of
Caterpillar) shall take any corporate action to authorize any of the actions set
forth above in this subsection (e); or
1.24
The
last sentence of Section
8.02(d) is amended and restated in its entirety as
follows:
IN
NO EVENT SHALL THE AGENT OR ANY OF ITS AFFILIATES OR ANY OF THEIR RESPECTIVE
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ADVISORS OR REPRESENTATIVES
(COLLECTIVELY, “AGENT PARTIES”) HAVE ANY LIABILITY TO THE BORROWERS, ANY BANK OR
ANY OTHER PERSON FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT
OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES
(WHETHER IN TORT, CONTRACT OR OTHERWISE) ARISING OUT OF THE BORROWERS’ OR THE
AGENT’S TRANSMISSION OF COMMUNICATIONS THROUGH THE INTERNET, EXCEPT TO THE
EXTENT THE LIABILITY OF ANY AGENT PARTY RESULTED FROM SUCH AGENT PARTY’S GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT.
1.25
The
first sentence of Section
8.04(a) is amended to delete the phrase “Caterpillar agrees to pay on
demand all costs and expenses” appearing therein and to substitute “Caterpillar
agrees to pay on written demand all reasonable costs and expenses”
therefor.
1.26
The
first sentence of Section
8.04(b) is amended to delete the phrase “any amounts as such Bank shall
determine” and to substitute “any amounts as such Bank shall reasonably
determine” therefor.
1.27
The
third sentence of Section
8.04(b) is amended and restated in its entirety as
follows:
A
certificate describing in reasonable detail the amount of such losses, costs and
expenses, and specifying therein the Type of loan in reference to which such
Bank shall have made its calculations thereof (the “Reference
Investment”), submitted to such Borrower and the Agent by such Bank,
shall create a rebuttable presumption of the rate applicable to the Reference
Investment identified therein
1.28
Clause
(y) of the last sentence of Section
8.04(c) is amended and restated in its entirety as
follows: “(y) that result from the violation by such indemnified
Person of any law, regulation, ordinance, or judicial or governmental agency
order”.
1.29
Section
8.07(a)(ii) is amended to insert the word “written” immediately prior to
the first occurrence of the word “consent” appearing
therein.
1.30
Article
VIII is further amended to insert the following new Section
8.15 at the end thereof:
SECTION
8.15. Confidentiality. Each
of the Agent, the Japan Local Currency Agent, the Local Currency Agent, each
Bank, each Japan Local Currency Bank and each Local Currency Bank agrees to
maintain the confidentiality of the Information (as defined below), except that
Information may be disclosed (a) to its affiliates and to its and its
affiliates’ respective managers, administrators, trustees, partners, directors,
officers, employees, agents, advisors and other representatives (it being
understood that the Persons to whom such disclosure is made will be informed of
the confidential nature of such Information and instructed to keep such
Information confidential), (b) to the extent requested by any regulatory
authority purporting to have jurisdiction over it (including any self-regulatory
authority, such as the National Association of Insurance Commissioners), (c) to
the extent required by applicable laws or regulations or by any subpoena or
similar legal process, (d) to any other party hereto, (e) in connection with the
exercise of any remedies hereunder, under the Japan Local Currency Addendum,
under the Local Currency Addendum or under any other document related to or
executed in connection herewith or therewith or any action or proceeding
relating to this Agreement, the Japan Local Currency Addendum, the Local
Currency Addendum or any other document related to or executed in connection
herewith or therewith or the enforcement of rights hereunder or thereunder, (f)
subject to an agreement containing provisions substantially the same as those of
this Section, to (i) any assignee of or participant in, or any prospective
assignee of or participant in, any of its rights or obligations under this
Agreement or (ii) any actual or prospective party (or its managers,
administrators, trustees, partners, directors, officers, employees, agents,
advisors and other representatives) to any swap or derivative or similar
transaction under which payments are to be made by reference to the Borrowers
and their respective obligations, this Agreement or payments hereunder, (iii)
any rating agency, or (iv) the CUSIP Service Bureau or any similar organization,
(g) with the consent of the Borrowers or (h) to the extent such Information (x)
becomes publicly available other than as a result of a breach of this Section or
(y) becomes available to the Agent, the Japan Local Currency Agent, the Local
Currency Agent, any Bank, any Japan Local Currency Bank or any Local Currency
Bank or any of their respective affiliates on a nonconfidential basis from a
source other than the Borrowers.
For
purposes of this Section, “Information”
means all information received from the Borrowers or any of their respective
Subsidiaries relating to the Borrowers or any of their respective Subsidiaries
or any of their respective businesses, other than any such information that is
available to the Agent, the Japan Local Currency Agent, the Local Currency Bank,
any Bank, any Japan Local Currency Bank and any Local Currency Bank on a
nonconfidential basis prior to disclosure by the Borrowers or any of their
respective Subsidiaries, provided
that, in the case of information received from the Borrowers or any of their
respective Subsidiaries after the date hereof, such information is clearly
identified at the time of delivery as confidential. Any Person
required to maintain the confidentiality of Information as provided in this
Section shall be considered to have complied with its obligation to do so if
such Person has exercised the same degree of care to maintain the
confidentiality of such Information as such Person would accord to its own
confidential information.
SECTION
2. Reaffirmation
of CFSC Guaranty. CFSC hereby reaffirms all of its obligations
under Article IX of the Credit Agreement and acknowledges and agrees that such
obligations remain in full force and effect and are hereby ratified, reaffirmed
and confirmed.
SECTION
3. Condition
Precedent. This Amendment shall become effective and be deemed
effective as of the date hereof (or if such items are not received until a later
date, on such later date) upon the Administrative Agent’s receipt of duly
executed originals of this Amendment from each Borrower, the Agents and the
Banks.
SECTION
4. Covenants,
Representations and Warranties of the Borrowers.
4.1 Upon the
effectiveness of this Amendment, each Borrower hereby reaffirms all covenants,
representations and warranties made by it in the Credit Agreement, as amended
hereby, and agrees that all such covenants, representations and warranties shall
be deemed to have been re-made as of the effective date of this
Amendment.
4.2 Each Borrower hereby
represents and warrants that (a) this Amendment constitutes a legal, valid and
binding obligation of such Borrower, enforceable against such Borrower in
accordance with its terms, except as enforceability thereof may be limited by
applicable bankruptcy, insolvency, reorganization, moratorium or similar laws
relating to or affecting creditor’s rights generally and by the effect of
general principles of equity and (b) upon the effectiveness of this Amendment,
no Event of Default shall exist with respect to such Borrower and no event shall
exist which, with the giving of notice, the lapse of time or both, would
constitute an Event of Default with respect to such
Borrower.
SECTION
5. Reference
to and Effect on the Credit Agreement.
5.1 Upon the
effectiveness of this Amendment, each reference in the Credit Agreement to “this
Agreement”, “hereunder”, “hereof”, “herein” or words of like import shall mean
and be a reference to the Credit Agreement, as amended hereby, and each
reference to the Credit Agreement in any other document, instrument or agreement
executed and/or delivered in connection with the Credit Agreement shall mean and
be a reference to the Credit Agreement as amended hereby.
5.2 Except as
specifically amended above, the Credit Agreement, the Notes and all other
documents, instruments and agreements executed and/or delivered in connection
therewith shall remain in full force and effect and are hereby ratified and
confirmed.
5.3 The execution,
delivery and effectiveness of this Amendment shall not operate as a waiver of
any right, power or remedy of any party under the Credit Agreement, the Notes or
any other document, instrument or agreement executed in connection therewith,
nor constitute a waiver of any provision contained therein, except as
specifically set forth herein.
SECTION
6. Execution
in Counterparts. This Amendment may be executed in any number
of counterparts and by different parties hereto in separate counterparts, each
of which when so executed and delivered shall be deemed to be an original and
all of which taken together shall constitute one and the same
instrument.
SECTION
7. Governing
Law. This Amendment shall be governed by and construed in
accordance with the laws of the State of New York.
SECTION
8. Headings. Section
headings in this Amendment are included herein for convenience of reference only
and shall not constitute a part of this Amendment for any other
purpose.
IN WITNESS WHEREOF,
the parties hereto have caused this Amendment to be executed by their respective
officers thereunto duly authorized as of the date first above
written.
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By:
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/s/ Xxxxx X.
Xxxxxx
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Name:
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Xxxxx X.
Xxxxxx
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Title:
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Treasurer
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CATERPILLAR
FINANCIAL SERVICES CORPORATION
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By:
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/s/ Xxxxx X.
Xxxxxxxx
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Name:
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Xxxxx X.
Xxxxxxxx
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Title:
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Treasurer
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CATERPILLAR
INTERNATIONAL FINANCE p.l.c.
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By:
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/s/ Xxxxx X.
Xxxxxxxx
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Name:
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Xxxxx X.
Xxxxxxxx
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Title:
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Appointee
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CATERPILLAR
FINANCE CORPORATION
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By:
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/s/ Xxxxx X.
Xxxxxxxx
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Name:
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Xxxxx X.
Xxxxxxxx
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Title:
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Director
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CITIBANK,
N.A., as Administrative Agent
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By:
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/s/ Xxxxx
Xxx
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Name:
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Xxxxx
Xxx
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Title:
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Vice
President
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CITIBANK
INTERNATIONAL plc, as Local Currency Agent
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By:
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/s/ Xxxx
Xxxxx
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Name:
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Xxxx
Xxxxx
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Title:
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Director
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THE
BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Japan Local Currency
Agent
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By:
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/s/ Muneya
Taniguchi
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Name:
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Muneya
Taniguchi
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Title:
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Chief
Manager
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CITIBANK,
N.A., as a Bank and as a Local Currency Bank
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By:
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/s/ Xxxxx
Xxx
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Name:
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Xxxxx
Xxx
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Title:
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Vice
President
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JPMORGAN
CHASE BANK, N.A., as a Bank and as a Local Currency
Bank
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By:
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/s/ Xxxxxxxx
Xxxxx
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Name:
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Xxxxxxxx
Xxxxx
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Title:
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Executive
Director
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BANK
OF AMERICA, N.A., as a Bank
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By:
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/s/ Xxxxxxx X.
Xxxxxxxx
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Name:
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Xxxxxxx X.
Xxxxxxxx
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Title:
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Senior Vice
President
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AMRO
BANK N.V., as a Bank and as a Local Currency Bank
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By:
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/s/ Xxxxxxx
Xxxx
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Name:
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Xxxxxxx
Xxxx
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Title:
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Director
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By:
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/s/ Xxxxxxx
Xxxxxxxx
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Name:
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Xxxxxxx
Xxxxxxxx
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Title:
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Director
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BARCLAYS
BANK PLC, as a Bank and as a Local Currency Bank
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By:
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/s/ Xxxxxxxx
Xxxx
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Name:
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Xxxxxxxx
Xxxx
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Title:
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Director
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SOCIÉTÉ
GÉNÉRALE, as a Bank and as a Local Currency Bank
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By:
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/s/ Xxxxxxxx
X. Xxxxxxx
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Name:
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Xxxxxxxx X.
Xxxxxxx
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Title:
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Director
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WESTLB
AG, NEW YORK BRANCH, as a Bank and as a Local Currency
Bank
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By:
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/s/ Xxxxx
Xxxxxx
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Name:
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Xxxxx
Xxxxxx
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||||
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Title:
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Managing
Director
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By:
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/s/ Xxxxxxx
XxXxxxx
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Name:
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Xxxxxxx
XxXxxxx
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Title:
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Manager
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ROYAL
BANK OF CANADA, as a Bank
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|||||
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By:
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/s/ Xxxxxxxx
Majesty
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Name:
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Xxxxxxxx
Majesty
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Title:
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Authorized
Signatory
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ROYAL
BANK OF CANADA, acting through its London Branch, as a Local Currency
Bank
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By:
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/s/ Xxxxxxx
Xxxxxxxx
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Name:
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Xxxxxxx
Xxxxxxxx
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Title:
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Managing
Director
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|
TORONTO
DOMINION (TEXAS) LLC, as a Bank
|
|||||
|
By:
|
/s/ Xxxxxx
Xxxxxx
|
||||
|
Name:
|
Xxxxxx
Xxxxxx
|
||||
|
Title:
|
Authorized
Signatory
|
||||
|
STANDARD
CHARTERED BANK, as a Bank
|
|||||
|
By:
|
/s/ Xxxxx
Xxxxxxxxx
|
||||
|
Name:
|
Xxxxx
Xxxxxxxxx
|
||||
|
Title:
|
Associate
Director
|
||||
|
By:
|
/s/ Xxxxxx X.
Xx
|
||||
|
Name:
|
Xxxxxx X.
Xx
|
||||
|
Title:
|
Director
Standard
Chartered Bank NY
|
||||
|
AUSTRALIA
AND NEW ZEALAND
BANKING
GROUP LIMITED, as a Bank
|
|||||
|
By:
|
/s/ Xxxxxxx
Xxxxx
|
||||
|
Name:
|
Xxxxxxx
Xxxxx
|
||||
|
Title:
|
Director
|
||||
|
THE
BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Bank
|
|||||
|
By:
|
/s/ Xxxxxxxx
Xxxx
|
||||
|
Name:
|
Xxxxxxxx
Xxxx
|
||||
|
Title:
|
Deputy General
Manager
|
||||
|
THE
BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Bank and as a Japan Currency
Bank
|
|||||
|
By:
|
/s/ Muneya
Taniguchi
|
||||
|
Name:
|
Muneya
Taniguchi
|
||||
|
Title:
|
Chief
Manager
|
||||
|
LLOYDS
TSB BANK plc, as a Bank and as a Local Currency Bank
|
|||||
|
By:
|
/s/ Mario Del
Duca
|
||||
|
Name:
|
Mario Del
Duca
|
||||
|
Title:
|
Associate
Director
Corporate
Banking USA
D029
|
||||
|
By:
|
/s/ Xxxxx
Xxxxx
|
||||
|
Name:
|
Xxxxx
Xxxxx
|
||||
|
Title:
|
Executive
Officer
Corporate
Banking USA
X000
|
||||
|
XXXXXXXXXXX
XX, XXX XXXX AND GRAND CAYMAN BRANCHES, as a Bank and as a Local Currency
Bank
|
|||||
|
By:
|
/s/ Xxxxxx
Xxxxxx
|
||||
|
Name:
|
Xxxxxx
Xxxxxx
|
||||
|
Title:
|
Assistant Vice
President
|
||||
|
By:
|
/s/ Hajo
Neugartner
|
||||
|
Name:
|
Hajo
Neugartner
|
||||
|
Title:
|
Vice
President
|
||||
|
XXXXXXX
STREET COMMITMENT CORPORATION (Recourse only to assets of Xxxxxxx Street
Commitment Corporation), as a Bank
|
|||||
|
By:
|
/s/ Xxxx
Xxxxxx
|
||||
|
Name:
|
Xxxx
Xxxxxx
|
||||
|
Title:
|
Assistant Vice
President
|
||||
|
XXXXXXX
XXXXX BANK USA, as a Bank
|
|||||
|
By:
|
/s/ Xxxxx
Xxxxx
|
||||
|
Name:
|
Xxxxx
Xxxxx
|
||||
|
Title:
|
Director
|
||||
|
ING
CAPITAL LLC, as a Bank
|
|||||
|
By:
|
/s/ Xxxx
Xxxxxx
|
||||
|
Name:
|
Xxxx
Xxxxxx
|
||||
|
Title:
|
Managing
Director
|
||||
|
MELLON
BANK, N.A., as a Bank
|
|||||
|
By:
|
/s/ Xxxxxx X.
Xxxxxxx
|
||||
|
Name:
|
Xxxxxx X.
Xxxxxxx
|
||||
|
Title:
|
First Vice
President
|
||||
|
U.S.
BANK NATIONAL ASSOCIATION, as a Bank
|
|||||
|
By:
|
/s/ Xxxxx X.
XxXxxxx
|
||||
|
Name:
|
Xxxxx X.
XxXxxxx
|
||||
|
Title:
|
Senior Vice
President
|
||||
|
BANCA
NAZIONALE DEL LAVORO S.p.A., NEW YORK BRANCH, as a Bank
|
|||||
|
By:
|
/s/ Xxxxx La
Spma
|
||||
|
Name:
|
Xxxxx La
Spma
|
||||
|
Title:
|
Relationship
Manager
|
||||
|
By:
|
/s/ Xxxxxx
Xxxxxx
|
||||
|
Name:
|
Xxxxxx
Xxxxxx
|
||||
|
Title:
|
General
Manager
|
||||
|
KBC
BANK N.V., as a Bank and as a Local Currency Bank
|
|||||
|
By:
|
/s/ Xxxxxxx
Xxxxxxx
|
||||
|
Name:
|
Xxxxxxx
Xxxxxxx
|
||||
|
Title:
|
Assistant Vice
President
|
||||
|
By:
|
/s/ Xxxxxx X.
Xxxxxxx
|
||||
|
Name:
|
Xxxxxx X.
Xxxxxxx
|
||||
|
Title:
|
First Vice
President
|
||||
|
THE
NORTHERN TRUST COMPANY, as a Bank
|
|||||
|
By:
|
/s/ Xxxxxxxx
X. X'Xxxxxx
|
||||
|
Name:
|
Xxxxxxxx X. X'Xxxxxx
|
||||
|
Title:
|
Second Vice
President
|
||||
