FOURTH AMENDMENT TO CREDIT AGREEMENT
FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of
January 26, 1998, among COLTEC INDUSTRIES INC, a corporation organized and
existing under the laws of the State of Pennsylvania (the "Company"), Coltec
Aerospace Canada Ltd., an Ontario corporation (the "Canadian Borrower"), the
various Subsidiaries of the Company that are Credit Parties on the date of this
Amendment, the various Banks party to the Credit Agreement referred to below,
BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION (as successor by merger
to Bank of America Illinois), as the Documentation Agent, THE CHASE MANHATTAN
BANK, as Syndication Agent, BANKERS TRUST COMPANY, as Administrative Agent, and
BANK OF MONTREAL, as Canadian Paying Agent. All capitalized terms used herein
and not otherwise defined shall have the respective meanings provided such terms
in the Credit Agreement.
W I T N E S S E T H :
WHEREAS, the Company, the Canadian Borrower, the Banks, the Documentation
Agent, the Syndication Agent and the Administrative Agent are parties to a
Credit Agreement, dated as of March 24, 1992, amended and restated as of January
11, 1994 and further amended and restated as of December 18, 1996, (as amended,
modified or supplemented to the date hereof, the "Credit Agreement");
WHEREAS, the Company has requested that the Total Commitment be increased
by $50,000,000; and
WHEREAS, the parties hereto have agreed to amend the Credit Agreement as
herein provided;
NOW, THEREFORE, it is agreed:
I. Amendments to Credit Agreement.
-1-
1. On and after the Fourth Amendment Effective Date (as defined below),
Schedule I to the Credit Agreement shall be hereby amended by deleting said
Schedule in its entirety and inserting in lieu thereof Schedule I attached
hereto, which new Schedule I reflects an increase in the Total Commitment of
$50,000,000 (the "Incremental Commitment"). The Company and the Banks hereby
agree to the Incremental Commitment. Each Bank hereby acknowledges and agrees
that from and after the Fourth Amendment Effective Date its Commitment shall be
the amount set forth opposite such Bank's name on Schedule I attached hereto, as
such amount may be adjusted from time to time in accordance with the terms of
the Credit Agreement. Notwithstanding anything to the contrary contained in the
Credit Agreement, it is acknowledged and agreed that, as of the Fourth Amendment
Effective Date (as defined below), various Borrowings of Eurodollar Rate Loans
are outstanding pursuant to the Credit Agreement with Interest Periods which end
after the Fourth Amendment Effective Date and on or prior to July 23, 1998 (with
each such Borrowing being herein called an "Existing Eurodollar Rate
Borrowing"). The parties hereto agree that the Existing Eurodollar Rate
Borrowings may remain outstanding (with such Existing Eurodollar Rate Borrowings
maintaining the RL Percentages existing immediately before the Fourth Amendment
Effective Date) until the end of the respective Interest Periods applicable
thereto, without any modifications as a result of the Incremental Commitment
(which will have the effect, on a prospective basis, of changing the RL
Percentages of the various Banks); provided that as each Interest Period
applicable to an Existing Eurodollar Rate Borrowing expires, such Borrowing
shall be repaid in full and, to the extent the Company desires to reborrow such
amounts, such reborrowings shall be made in accordance with the provisions of
the Credit Agreement (and giving effect to the RL Percentages of the various
Banks as same exist at the time of any such reborrowing). Furthermore, until the
first to occur of July 23, 1998 or the first date upon which the last Interest
Period applicable to an Existing Eurodollar Rate Borrowing terminates (or the
respective Loans made pursuant thereto have been repaid in full), to the extent
the Company requests a Borrowing of Revolving Loans at any time when (or to the
extent that) the Non-Canadian Subcommitments of those Banks other than the
Increasing Banks (the "Non-Increasing Banks") are fully utilized, at its option
(x) the Company, in coordination with the Administrative Agent and the Banks,
may, before incurring such new Revolving Loans, repay outstanding Revolving
Loans of the Banks (which repayments
-2-
shall be made pro rata to the Banks participating in the respective Borrowing or
Borrowings) and, immediately thereafter, incur Revolving Loans from the Banks
(with the Banks to participate in each such Borrowing pro rata on the basis of
their RL Percentages after giving effect to this Amendment) (with any breakage
or similar costs of the type described in Section 1.11 of the Credit Agreement
incurred by the Banks to be for the account of the Company); (y) the Company may
incur Base Rate Loans from the Increasing Banks (as defined below), which
Borrowings shall be made by the Increasing Banks pro rata on the basis of their
respective commitments under the Incremental Commitment (which Base Rate Loans
shall be deemed to be made pursuant to, and shall constitute part of, one or
more outstanding Existing Eurodollar Rate Borrowings (as determined by the
Administrative Agent) and shall be required to be repaid at the end of the
respective Interest Periods applicable to such Existing Eurodollar Rate
Borrowings (and with any such Base Rate Loans in any event to be repaid not
later than July 23, 1998)); or (z) to the extent that the Company and the
Administrative Agent agree, the Company may incur Eurodollar Rate Loans from the
Increasing Banks, which Borrowings shall be made pro rata on the basis of their
respective commitments under the Incremental Commitment, and such Eurodollar
Rate Loans shall have Interest Periods (otherwise determined in accordance with
the provisions of the Credit Agreement) to be agreed upon by the Company and the
Administrative Agent (with such Interest Periods to be required to end prior to
or substantially concurrently with Interest Periods relating to one or more
Existing Eurodollar Rate Borrowings on such basis as the Administrative Agent
determines is reasonable, with a view toward causing such new Borrowings by the
Company pursuant to the Incremental Commitment to match-up (as closely as is
reasonably practicable) with the various Existing Eurodollar Rate Borrowings,
provided that in any event all Interest Periods as selected pursuant to this
clause (z) shall end prior to July 23, 1998). Notwithstanding anything to the
contrary contained above, at all times after July 23, 1998, each Borrowing by
the Company pursuant to the Credit Agreement shall be required to be made (and
be participated in) by the various Banks pro rata based on their respective RL
Percentages as same then exist (and if any outstanding Borrowing does not meet
the foregoing requirements, same shall be required to be repaid in full on July
23, 1998, with any subsequent reborrowings to be made pursuant to the Credit
Agreement as then in effect).
-3-
2. Each Credit Party hereby agrees that, (i) upon the reasonable request of
the Required Banks, such Credit Party will execute such amendments to the
Mortgages as the Collateral Agent shall reasonably require in connection with
the transactions contemplated by this Amendment and (ii) all Revolving Loans,
Swingline Loans, Letters of Credit and other extensions of credit incurred
pursuant to the additional Total Commitment effected hereby shall also be
entitled to the benefits of the Security Documents and the Guaranties. In
connection with the foregoing, to the extent requested by the Required Banks,
the Credit Parties will furnish such title endorsements, opinions of counsel or
take such other actions as may be requested by the Collateral Agent and/or
Administrative Agent, all at the expense of the Credit Parties.
3. Notwithstanding anything to the contrary contained in Section 1.02 of
the Credit Agreement, during the period from the Fourth Amendment Effective Date
to July 23, 1998 up to twenty-seven Borrowings of Eurodollar Rate Loans shall be
permitted to be outstanding at any one time, provided that such maximum amount
of Borrowings shall be reduced (but to an amount not less than fifteen) by one
on each date on which each Interest Period in respect of an Existing Eurodollar
Rate Borrowing ends.
4. Section 3.03(c) of the Credit Agreement is hereby amended by deleting
the number "$675,000,000" appearing in the table in said Section and inserting
in lieu thereof the text "Remaining amount of Total Commitment".
II. Miscellaneous.
1. In order to induce the Banks to enter into this Amendment, the Company
and the Canadian Borrower hereby represent and warrant that (i) all
representations and warranties contained in Section 7 of the Credit Agreement
are true and correct in all material respects on and as of the Fourth Amendment
Effective Date and after giving effect to the Amendment (unless such
representations and warranties relate to a specific earlier date, in which case
such representations and warranties shall be true and correct as of such earlier
date) and (ii) there exists no Default or Event of Default on the Fourth
Amendment Effective Date after giving effect to this Amendment.
-4-
2. This Amendment is limited as specified and shall not constitute a
modification, acceptance or waiver of any other provision of the Credit
Agreement or any other Credit Document.
3. This Amendment may be executed in any number of counterparts and by the
different parties hereto on separate counterparts, each of which counterparts
when executed and delivered shall be an original, but all of which shall
together constitute one and the same instrument. A complete set of counterparts
shall be lodged with the Company and the Administrative Agent.
4. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER
SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF
NEW YORK.
5. This Amendment shall become effective on the date (the "Fourth Amendment
Effective Date") when:
(a) Each Credit Party (including without limitation, the Company, the
Canadian Borrower and each Subsidiary Guarantor), the Required Banks and
each Bank with a commitment under the Incremental Commitment (each, an
"Increasing Bank") shall have signed a counterpart hereof (whether the same
or different counterparts) and shall have delivered (including by usage of
facsimile transmission) the same to the Administrative Agent at its Notice
Office;
(b) The Administrative Agent shall have received from U.S. and
Canadian counsel to the various Credit Parties (each of which counsel shall
be reasonably satisfactory to the Administrative Agent) opinions, addressed
to each of the Agents and each of the Banks, in form and substance
satisfactory to the Administrative Agent, and covering such matters
incident to this Amendment and the transactions contemplated herein as the
Administrative Agent and the Required Banks may reasonably request;
(c) The Administrative Agent shall have received resolutions of the
Board of Directors of each Borrower, which resolutions shall be certified
by the Secretary or any Assistant Secretary of such Credit Party and shall
authorize the execution, delivery and
-5-
performance by such Credit Party of this Amendment and the consummation of
the transactions contemplated hereby, and the foregoing shall be reasonably
acceptable to the Administrative Agent in its reasonable discretion; and
(d) There shall have been delivered to the Administrative Agent for
the benefit of each Bank whose Commitment is being increased pursuant to
Section 1 of this Amendment (each such Bank, an "Increasing Bank") a new
Company Revolving Note reflecting the increased Commitment of such Bank,
and the Increasing Banks shall surrender to the Company the Company
Revolving Notes so replaced.
6. From and after the Fourth Amendment Effective Date, all references in
the Credit Agreement and each of the Credit Documents to the Credit Agreement
shall be deemed to be references to the Credit Agreement as amended hereby.
-6-
IN WITNESS WHEREOF, the parties hereto have caused a counterpart of this
Amendment to be duly executed and delivered as of the date first above written.
COLTEC INDUSTRIES INC
By __________________________________
Title:
COLTEC AEROSPACE CANADA LTD.
By __________________________________
Title:
BANKERS TRUST COMPANY,
Individually and as
Administrative Agent
By __________________________________
Title:
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
Individually and as
Documentation Agent
By __________________________________
Title:
-7-
THE CHASE MANHATTAN BANK,
Individually and as
Syndication Agent
By __________________________________
Title:
BANK OF MONTREAL,
Individually and as Canadian
Paying Agent and Canadian
Documentation Agent
By __________________________________
Title:
ALLIED IRISH BANK, PLC,
CAYMAN ISLANDS BRANCH
By __________________________________
Title:
BANK OF IRELAND
By __________________________________
Title:
-8-
BANK COMMERCIALE ITALIANA
NEW YORK BRANCH
By __________________________________
Title:
By __________________________________
Title:
BANK LEUMI TRUST COMPANY
OF NEW YORK
By __________________________________
Title:
THE BANK OF NEW YORK
By __________________________________
Title:
BANK OF SCOTLAND
By __________________________________
Title:
BANK OF TOKYO-MITSUBISHI TRUST
COMPANY
By __________________________________
Title:
-9-
NATEXIS BANQUE BFCE, formerly
BANQUE FRANCAISE DU COMMERCE
EXTERIEUR
By __________________________________
Title:
CIBC INC.
By __________________________________
Title:
COMMERCIAL LOAN FUNDING TRUST I
By Xxxxxx Commercial
Paper Inc., not in its
individual capacity but
solely as administrative
agent.
By __________________________________
Title:
CORESTATES BANK
By __________________________________
Title:
CREDIT LYONNAIS ATLANTA AGENCY
By __________________________________
Title:
-00-
XXXXXX XXXXXXXX XXX XXXX
BRANCH
By __________________________________
Title:
THE DAI-ICHI KANGYO BANK, LTD.
By __________________________________
Title:
FIRST UNION NATIONAL BANK
(f/k/a First Union National
Bank of North Carolina)
By __________________________________
Title:
THE FUJI BANK, LIMITED,
ATLANTA AGENCY
By __________________________________
Title:
ERSTE BANK DER
OESTERREICHISCHEN SPARKASSEN
AG (f/k/a Girocredit Bank AG
Der Sparkassen, Grand Cayman
Island Branch)
By __________________________________
Title:
-11-
THE INDUSTRIAL BANK OF JAPAN,
LIMITED
By __________________________________
Title:
XXXXXX COMMERCIAL PAPER INC.
By __________________________________
Title:
LLOYDS BANK PLC
By __________________________________
Title:
MELLON BANK, N.A.
By __________________________________
Title:
NATIONSBANK, N.A.
By __________________________________
Title:
THE SAKURA BANK, LTD.
By __________________________________
Title:
-12-
THE SANWA BANK, LIMITED
By __________________________________
Title:
SOCIETE GENERALE
By __________________________________
Title:
THE SUMITOMO BANK, LIMITED
By __________________________________
Title:
THE TOKAI BANK, LIMITED
NEW YORK BRANCH
By __________________________________
Title:
WACHOVIA BANK, N.A.
By __________________________________
Title:
BT BANK OF CANADA
By __________________________________
Title:
-00-
XXXX XX XXXXXXX XXXXXX
By __________________________________
Title:
XXX XXXXX XXXXXXXXX XXXX XX
XXXXXX
By __________________________________
Title:
CREDIT LYONNAIS CANADA
By __________________________________
Title:
CANADIAN IMPERIAL BANK OF
COMMERCE
By __________________________________
Title:
MELLON BANK CANADA
By __________________________________
Title:
-14-
Acknowledged and agreed:
AMI INDUSTRIES INC.
CII HOLDINGS INC
COLTEC CANADA INC
COLTEC INDUSTRIAL PRODUCTS INC
COLTEC INTERNATIONAL SERVICES CO
COLTEC NORTH CAROLINA INC.
COLTEC TECHNICAL SERVICES INC
DELAVAN INC (F/K/A DELAVAN NEWCO INC.)
GARLOCK INC
XXXXXXX INTERNATIONAL INC
XXXXXXX OVERSEAS CORPORATION
XXXXX TOOL COMPANY INC
XXXXXX PERFORMANCE PRODUCTS INC
JAMCO PRODUCTS, LLC
XXXXXXX AEROSYSTEMS INC
STEMCO INC
WALBAR INC
By__________________________
Title:
On behalf of each of the above
Subsidiary Guarantors
-15-
SCHEDULE I
A. COMMITMENTS
Bank Commitment
---- ----------
Bankers Trust Company $115,000,000
Bank of America National Trust and Savings Association 55,000,000
The Chase Manhattan Bank 45,000,000
NationsBank, N.A. 33,750,000
First Union National Bank of North Carolina 43,750,000
Xxxxxx Commercial Paper Inc. 13,750,000
Commercial Loan Funding Trust I 20,000,000
CIBC Inc. 43,750,000
Bank of Tokyo - Mitsubishi Trust Company 23,750,000
The Bank of New York 43,750,000
Bank of Montreal 48,750,000
Cr~dit Lyonnais 53,750,000
Bank of Scotland 30,000,000
Societe Generale 30,000,000
Wachovia Bank, N.A. 30,000,000
CoreStates Bank 30,000,000
Industrial Bank of Japan 20,000,000
The Sanwa Bank Ltd. 20,000,000
The Sakura Bank, Ltd. 20,000,000
The Dai-Ichi Kangyo Bank, Ltd. 20,000,000
Banca Commerciale Italiana 20,000,000
The Sumitomo Bank, Limited 20,000,000
The Fuji Bank, Limited 20,000,000
Mellon Bank, N.A. 20,000,000
Lloyds Bank Plc 20,000,000
Natexis Banque 10,000,000
Tokai Bank 10,000,000
Bank Leumi Trust 10,000,000
Allied Irish Bank, Plc 10,000,000
Bank of Ireland 10,000,000
Erste Bank 10,000,000
TOTAL $900,000,000
============
SCHEDULE I
Page 2
B. CANADIAN SUB-COMMITMENTS
Bank Canadian Sub-Commitment
---- -----------------------
BT Bank of Canada $ 10,000,000
Bank of America Canada 15,000,000
The Chase Manhattan Bank of Canada 10,000,000
Bank of Montreal 20,000,000
Canadian Imperial Bank of Commerce 7,500,000
Credit Lyonnais Canada 10,000,000
Mellon Bank Canada 7,500,000
TOTAL $ 80,000,000
============
BANK DISTRIBUTION LIST
ABN AMRO Bank N.V. New York Branch
000 Xxxx Xxxxxx
0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxxxxxx
Allied Irish Bank, Plc, Cayman Islands Branch
000 Xxxx Xxxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxx Xxxxxx
Banca Conimerciale Italiana New York Branch
Xxx Xxxxxxx Xxxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxx Xxxxxx
Bank of Leumi Trust Company of New York
000 Xxxxx Xxxxxx
0xx Xxxxx
Xxx Xxxx, XX 00000
Tel: (212)
Fax: (212)
Attn: Xxxxxx Xxxxxx
The Bank of New York
Xxx Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxx Xxxxx Xxxxxx
Bank of Tokyo - Mitsubishi Trust Company
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxxxx Xxxxx
Xxxxxx Xxxxxxxx
Bank of America National Trust and Savings Association
0000 Xxxxxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx XxXxxxxx
Xxxxx Xxxxxxx
Bank of America Canada (an affiliate of Bank of America
National Trust and Savings Association)
000 Xxxxx Xxxxxx Xxxx, Xxxxx 00xx
Xxxxxxx, Xxxxxxx
Xxxxxx MSXlA4
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxx
Bank of Scotland
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxx Xxxxxxxxxxx
Bank of Montreal
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxx X. Pole
Bank of Montreal
Global Distribution Canada
First Xxxxxxxx Xxxxx 00xx Xxxxx
Xxxxxxx, Xxxxxxx
Xxxxxx XXX0X0
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxxx Xxxxxxxxx
Bank of Xxxxxxx
Xxxx Xxxxxx, Xxxxx Xxxxxx Xxxxxx
Xxxxxx, Xxxxxxx
Tel: 000-000-0000-0000
Fax: 000-000-0000-0000
Attn: Xxxxxxx Xxxxx
-4-
Bankers Trust Company
000 Xxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 000000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxx Xxx-Xxxxx
BT Bank of Canada (an affiliate of Bankers Trust Company)
Xxxxx Xxxx Xxxxx, Xxxxx Xxxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxx
Xxxxxx X0X0X0
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxxxx Xxxxx
The Xxxxx Manhattan Bank
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxx X. Xxxxxxx
The Chase Manhattan Bank of Canada
(an affiliate of The Chase Manhattan Bank)
One First Canadian Place
000 Xxxx Xxxxxx Xxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxx
Xxxxxx XXX0X0
Tel: (000) 000-0000
Fax (000) 000-0000
Attn: Xxxxxxxxx Xxxx
CIBC Inc.
Two Paces West
0000 Xxxxx Xxxxx Xxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx Xxxxxx
Canadian Imperial Bank of Commerce
(an affiliate of CIBC Inc.)
Xxxxxxxx Xxxxx Xxxx
0xx Xxxxx
Xxxxxxx, Xxxxxxx
Xxxxxx MSL1A2
Tel: (000) 000-0000
Fax: (000) 000-0000
-5-
Attn: Xxxxx Xxxxxx
CoreStates Bank
0000 Xxxxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx Leaf
Credit Lyonnais Atlanta Agency
000 Xxxxxxxxx Xxxxxx XX
Xxxxx 0000
Xxxxxxx, Xxxxxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx Xxxx
Credit Lyonnais New York Branch
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxx Xxxx, Esq.
Credit Lyonnais Canada
(an affiliate of Credit Lyonnais New York Branch)
One Financial Place
Xxx Xxxxxxxx Xxxxxx Xxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxx
Xxxxxx X0X0X0
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxx Xxxx
The Dai-Ichi Kangyo Bank, Ltd.
Xxx Xxxxx Xxxxx Xxxxxx - 00xx Xxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Yusuke Yanagana
First Union National Bank of North Carolina
000 Xxxxx Xxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000-0000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx Xxxxxxx
-6-
The Fuji Bank Limited, Atlanta Agency
Marquis One Tower, Suite 2100
000 Xxxxxxxxx Xxxxxx Xxxxxx XX
Xxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx Xxxxxx
Erste Bank Der Oesterreichischen Sparkassen AG
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxx Xxxxxx
Industrial Bank of Japan, Limited
000 Xxxxxxxxx Xxxxxx XX
Xxxxx 0000
Xxxxxxx, Xxxxxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxx La Count
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000, ext. 452
Fax: (000) 000-0000
Attn: Mikihide Katsumata
Xxxxxx Commercial Paper Inc.
Three World Financial Xxxxxx
00xx Xxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxxxxx
Lloyds Bank PLC
0 Xxxxx Xxxxxxxx Xxxxxxxxx
Xxxxx 0000
Xxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxx Xxxxxxx
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxxxx
-0-
Xxxxxx Bank, N.A.
One Mellon Bank Center, Room 4530
Xxxxxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxxx
Xxxxxx Bank Canada
(an affiliate of Mellon Bank, N.A.)
00 Xxxx Xxxxxx Xxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxx
Xxxxxx X0X0X0
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxx Xxxxx
Natexis Banque BFCE
000 Xxxxx Xxxxxx
00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (212)
Fax: (212)
Attn: Xxxxx Xxxxxx
NationsBank, N.A.
000 Xxxxx Xxxxx Xxxxxx
XX 1-007-08-07
Xxxxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxx Xxxxxxxxx
The Sanwa Bank Ltd.
0000 Xxxxxxx-Xxxxxxx Xxxxxx
000 Xxxxxxxxx Xxxxxx XX
Xxxxxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Xxxxxxx Xxxxxx
Societe Generale
000 Xxxxxxxxx Xxxxxx XX
Xxxxx 0000
Xxxxxxx, XX 00000
Tel:
Fax:
Attn: Nick Gurins
-8-
The Sakura Bank, Ltd.
000 Xxxx Xxxxxx
Xxx Xxxx, XX 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Arifumi Hirata
The Sumitomo Bank, Limited
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Tel: (000) 000-0000
Fax: (000) 000-0000
Attn: Suresh Tata
The Tokai Bank, Limited New York Branch
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
Tel: (212)
Fax (212)
Attn: Haruyo Niki
Wachovia Bank, N.A.
400 5. Xxxxx Xxxxxx
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
Tel: (404)
Fax: (404)
Attn: Xxx Xxxxxxx
-9-
