AMENDED AND RESTATED ADMINISTRATION AGREEMENT between FORD MOTOR CREDIT COMPANY, as Collateral Agent Administrator, and Dated as of December 1, 2006
Exhibit 99.2
EXECUTION VERSION
AMENDED AND RESTATED ADMINISTRATION AGREEMENT
between
between
FORD MOTOR CREDIT COMPANY,
as Collateral Agent Administrator,
as Collateral Agent Administrator,
and
U.S. BANK NATIONAL ASSOCIATION,
as Administrative Agent,
as Administrative Agent,
Dated as of December 1, 2006
TABLE OF CONTENTS
Page | ||||
ARTICLE I USAGE AND DEFINITIONS |
1 | |||
ARTICLE II DUTIES OF THE COLLATERAL AGENT ADMINISTRATOR |
1 | |||
SECTION 2.1 Duties of the Collateral Agent Administrator with Respect to the Credit and Security Agreement |
1 | |||
SECTION 2.2 Additional Duties |
3 | |||
SECTION 2.3 Additional Information to Be Furnished to the Administrative Agent |
3 | |||
SECTION 2.4 Prohibition on Certain Actions |
3 | |||
SECTION 2.5 Updating List of Authorized Officers |
3 | |||
SECTION 2.6 Power of Attorney |
3 | |||
ARTICLE III COMPENSATION, REIMBURSEMENT AND INDEMNIFICATION |
4 | |||
SECTION 3.1 Compensation and Reimbursement |
4 | |||
SECTION 3.2 Indemnification |
4 | |||
ARTICLE IV RESIGNATION AND REMOVAL OF THE COLLATERAL AGENT ADMINISTRATOR; TERM OF AGREEMENT |
5 | |||
SECTION 4.1 Resignation and Removal of the Collateral Agent Administrator |
5 | |||
SECTION 4.2 Appointment of Successor Collateral Agent Administrator |
6 | |||
SECTION 4.3 Action upon Termination, Resignation or Removal |
6 | |||
ARTICLE V MISCELLANEOUS |
6 | |||
SECTION 5.1 Independence of the Collateral Agent Administrator |
6 | |||
SECTION 5.2 No Joint Venture |
6 | |||
SECTION 5.3 Transactions with Affiliates |
7 | |||
SECTION 5.4 Other Activities of the Collateral Agent Administrator |
7 | |||
SECTION 5.5 Amendments |
7 | |||
SECTION 5.6 Notices |
7 | |||
SECTION 5.7 Assignment |
8 | |||
SECTION 5.8 Third-Party Beneficiary |
8 | |||
SECTION 5.9 GOVERNING LAW; SUBMISSION TO JURISDICTION |
8 | |||
SECTION 5.10 WAIVER OF JURY TRIAL |
9 | |||
SECTION 5.11 Severability |
9 | |||
SECTION 5.12 Counterparts |
9 | |||
SECTION 5.13 Headings |
9 | |||
SECTION 5.14 No Petition |
9 | |||
SECTION 5.15 Limitation of Liability of Administrative Agent |
9 |
Exhibit 99.2
EXECUTION VERSION
EXECUTION VERSION
AMENDED AND RESTATED ADMINISTRATION AGREEMENT, dated as of December 1, 2006 (this
“Agreement”), between FORD MOTOR CREDIT COMPANY, a Delaware corporation (“Ford
Credit”), as administrator (the “Collateral Agent Administrator”), and U.S. BANK
NATIONAL ASSOCIATION (“U.S. Bank”), a national banking association, not in its individual
capacity but solely as administrative agent (the “Administrative Agent”) amending and
restating the Administration Agreement, dated as of July 22, 2005, between Ford Credit and U.S.
Bank.
BACKGROUND
Pursuant to the Amended and Restated Credit and Security Agreement (the “Credit and
Security Agreement”), dated as of December 1, 2006, between each of the Titling Companies, Ford
Credit, the Administrative Agent, and HTD Leasing LLC, as collateral agent for Ford Credit, the
Collateral Agent will hold a security interest in certain assets of the Borrowers for the benefit
of the Secured Parties specified therein. Pursuant to Section 3.01(d) of the Credit and
Security Agreement, the Administrative Agent is responsible for performing certain duties on behalf
of the Collateral Agent.
The Administrative Agent desires to have the Collateral Agent Administrator perform, and the
Collateral Agent Administrator has the capacity and is willing to perform, certain duties of the
Administrative Agent under the Credit and Security Agreement on the terms set forth in this
Agreement.
ARTICLE I
USAGE AND DEFINITIONS
Capitalized terms used but not otherwise defined in this Agreement are defined in Appendix
A to the Credit and Security Agreement or, if not defined therein are defined in Appendix
1 to the applicable Exchange Note Supplement. Appendix A to the Credit and Security
Agreement also contains rules as to usage applicable to this Agreement.
ARTICLE II
DUTIES OF THE COLLATERAL AGENT ADMINISTRATOR
SECTION 2.1 Duties of the Collateral Agent Administrator with Respect to the Credit and
Security Agreement. The Collateral Agent Administrator will perform the following obligations (references are
to sections of the Credit and Security Agreement) on behalf of the Administrative Agent
(collectively and together with the additional duties of the Collateral Administrative Agent set
forth in Section 2.2, the “Collateral Agent Administrative Duties”):
(a) (i) maintaining books and records indicating the Revolving Facility Balance from time to
time and (ii) reflecting reductions to the Revolving Facility
Balance on such books and records in
connection with the issuance of Exchange Notes (Section 2.01(b) and Section
4.01(e));
(b) preparing all supplements and amendments to the Credit and Security Agreement and all
financing statements, continuation statements, instruments of further assurance and other
instruments, and taking such other action necessary or advisable (including recording such
financing statements or other instruments in a public filing office) to:
(i) maintain or preserve the Lien and security interest (and the priority of
such security interest) granted under the Credit and Security Agreement or carry
out more effectively the purposes thereof (Section 3.01(b)(ii)(A));
(ii) perfect, publish notice of or protect the validity of any Grant made or
to be made by the Credit and Security Agreement (Section 3.01(b)(ii)(B));
(iii) enforce the Collateral (Section 3.01(b)(ii)(C));
(iv) preserve and defend title to the Collateral and the rights of the
Secured Parties in such Collateral against the claims of all Persons (Section
3.01(b)(ii)(D));
(c) taking all actions necessary to cause the Certificate of Title with respect to each
Collateral Leased Vehicle to reflect “HTD Leasing LLC” or in such substantially similar words as
the relevant Governmental Authority will accept, as the recorded lienholder or recorded holder of a
security interest with respect to such Collateral Leased Vehicle (except to the extent that such
actions have been taken by the Servicer pursuant to Section 4.2(b) of the Servicing
Agreement) (Section 3.01(b)(iii));
(d) with respect to each Collateral Leased Vehicle that is permitted or required by the Basic
Documents to be sold or otherwise disposed of by the Applicable Borrower or reallocated to a
Specified Interest other than the Collateral Specified Interest of the applicable Borrower, taking
all action necessary to cause (A) the security interest granted in such Collateral Leased Vehicle
to be released and (B) the evidence of the Collateral Agent as lienholder on the related
Certificate of Title to be removed (Section 3.01(b)(iv));
(e) taking the actions required to be taken by the Collateral Agent pursuant to Article
VI of the Credit and Security Agreement following a Facility Default, an Early Termination
Event or an Exchange Note Default (Section 3.01(b)(v));
(f) taking the other actions required to be taken by the Collateral Agent under the Credit and
Security Agreement (Section 3.01(b)(vi));
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(g) maintaining all licenses, qualifications, authorizations and approvals from Governmental
Authorities that are necessary or desirable to facilitate the performance of the Collateral Agent’s
obligations under the Credit and Security Agreement (Section 3.01(d)(ii)); and
(h) determining the manner of describing the Collateral in the financing statements that is
necessary, advisable or prudent to ensure the perfection of the security interest granted under the
Credit and Security Agreement (Section 3.02(d)).
SECTION 2.2 Additional Duties. The Collateral Agent Administrator will prepare and will execute on behalf of the
Administrative Agent (acting, in turn, on behalf of the Collateral Agent), all such documents,
reports, filings, instruments, certificates and opinions that the Collateral Agent is required to
prepare, file or deliver pursuant to the Credit and Security Agreement.
SECTION 2.3 Additional Information to Be Furnished to the Administrative Agent. The Administrative Agent will furnish to the Collateral Agent Administrator such additional
information in connection with performance of the Collateral Administrative Agent Duties under this
Agreement as the Collateral Agent Administrator may reasonably request.
SECTION 2.4 Prohibition on Certain Actions. Notwithstanding anything to the contrary in this Agreement, the Collateral Agent
Administrator will not (a) make any payments to the Lender or any Exchange Noteholder under the
Credit and Security Agreement, (b) sell the Collateral except as permitted by the Basic Documents,
(c) release the Collateral except as permitted by the Basic Documents or (d) take any action
prohibited by the Basic Documents.
SECTION 2.5 Updating List of Authorized Officers. The Collateral Agent Administrator may from time to time designate the individuals who are
authorized to act as “Authorized Officers” with respect to the Collateral Agent Administrator
pursuant to an Officer’s Certificate delivered to the Administrative Agent, the Borrowers, the
Titling Company Administrator, the Servicer and the Holding Companies.
SECTION 2.6 Power of Attorney. By countersigning this Agreement, the Collateral Agent constitutes and irrevocably appoints
the Collateral Agent Administrator, at all times from and after the date of this Agreement through
the date on which this Agreement is terminated, as the true and lawful attorney of the Collateral
Agent, with full power (in the name of the
Collateral Agent or otherwise) to exercise all rights of the Collateral Agent, including the
power and right to sign any document, agreement or instrument on behalf of the Collateral Agent in
connection with such exercise of rights. The power of attorney granted, and all authority
conferred, pursuant to this Section 2.6 are granted and conferred solely to facilitate the
performance of the Collateral Agent Administrator’s obligations under this Agreement and will be
exercised solely in a manner consistent with this Agreement. This power of attorney will be
irrevocable as one coupled with an interest prior to the date on which this Agreement is
terminated. The rights granted under this Section 2.6 will terminate as to any Person
3
upon
the resignation or removal of such Person in the capacity of Collateral Agent Administrator and
pass to any successor Collateral Agent Administrator that is appointed pursuant to this Agreement.
ARTICLE III
COMPENSATION, REIMBURSEMENT AND INDEMNIFICATION
SECTION 3.1 Compensation and Reimbursement. The Administrative Agent will pay the Collateral Agent Administrator as compensation for
the Collateral Agent Administrator’s services under this Agreement such fees as have been
separately agreed upon from time to time between the Administrative Agent and the Collateral Agent
Administrator. The Collateral Agent Administrator agrees to bear all of its other costs incurred
in connection with performing the Collateral Agent Administrative Duties under this Agreement.
SECTION 3.2 Indemnification.
(a) The Collateral Agent Administrator will indemnify, defend and hold harmless the
Administrative Agent and its respective officers, directors, employees and agents (each, for
purposes of this Section 3.2(a), an “Indemnified Person”), from and against any and
all costs, expenses, losses, damages, claims and liabilities (including the reasonable
compensation, expenses and disbursements of the Administrative Agent’s agents, counsel, accountants
and experts) incurred by it in connection with the performance of the Collateral Agent
Administrative Duties, including the reasonable costs and expenses of defending itself against any
loss, damage, claim or liability incurred by it in connection with the exercise or performance of
any of its powers or duties under the Credit and Security Agreement, but excluding any cost,
expense, loss, damage, claim or liability incurred by the Administrative Agent through the
Administrative Agent’s own willful misconduct, gross negligence or bad faith.
(b) The Collateral Agent Administrator will indemnify, defend, and hold harmless the
Administrative Agent and its respective officers, directors, employees and agents (each, for
purposes of this Section 3.2(b), an “Indemnified Person”), from and against any and
all costs, expenses, losses, damages, claims and liabilities (including the reasonable
compensation, expenses and disbursements of the
Administrative Agent’s agents, counsel, accountants and experts) incurred by reason of (i) the
Collateral Agent Administrator’s willful misconduct, negligence or bad faith in the performance of
the Collateral Agent Administrative Duties under this Agreement or (ii) the Collateral Agent
Administrator’s reckless disregard of the Collateral Agent Administrative Duties under this
Agreement.
(c) Promptly upon receipt by an Indemnified Person of notice of the commencement of any
Proceeding against any such Indemnified Person, and if such Indemnified Person intends to make a
claim in respect of such Proceeding against the Collateral Agent Administrator under Section
3.2(a) or (b), as the case may be, such
4
Indemnified Person will notify the Collateral
Agent Administrator of the commencement of such Proceeding. The Collateral Agent Administrator may
participate in and assume the defense and settlement of any such Proceeding at its expense, and no
settlement of such Proceeding may be made without the approval of the Collateral Agent
Administrator and such Indemnified Person, which approvals will not be unreasonably withheld,
delayed or conditioned. The Collateral Agent Administrator’s indemnification obligations will
include reasonable fees and expenses of counsel and expenses of litigation. After notice from the
Collateral Agent Administrator to such Indemnified Person of the Collateral Agent Administrator’s
intention to assume the defense of such Proceeding with counsel reasonably satisfactory to such
Indemnified Person, and so long as the Collateral Agent Administrator so assumes the defense of
such Proceeding in a manner reasonably satisfactory to such Indemnified Person, the Collateral
Agent Administrator will not be liable for any legal expenses of counsel to such Indemnified Person
unless there is a conflict between the interests of the Collateral Agent Administrator and such
Indemnified Person, in which case the Collateral Agent Administrator will pay for separate counsel
reasonably acceptable to the Collateral Agent Administrator and such Indemnified Person.
ARTICLE IV
RESIGNATION AND REMOVAL OF THE COLLATERAL AGENT ADMINISTRATOR; TERM OF AGREEMENT
SECTION 4.1 Resignation and Removal of the Collateral Agent Administrator.
(a) Subject to Section 4.2(a), the Collateral Agent Administrator may resign its
duties under this Agreement by providing the Administrative Agent with at least 60 days’ prior
notice.
(b) Subject to Section 4.2(a), if any of the following events occurs and is
continuing, the Administrative Agent, so long as any Exchange Notes remain Outstanding, at the
direction of the Exchange Noteholders representing at least 50% of the aggregate Exchange Note
Balance (voting as a single class), by notice to the
Collateral Agent Administrator may terminate all of the rights and obligations of the
Collateral Agent Administrator under this Agreement:
(i) the Collateral Agent Administrator defaults in the performance of any of
its duties under this Agreement and, after notice of such default by the
Administrative Agent, does not cure such default within 30 days (or, if such
default cannot be cured in such time, does not give within 30 days such assurance
of cure as is reasonably satisfactory to the Administrative Agent); or
(ii) an Insolvency Event of the Collateral Agent Administrator.
5
(c) The Collateral Agent Administrator agrees that if any event specified in Section
4.1(b)(ii) occurs, it will give prompt notice thereof to the Administrative Agent.
SECTION 4.2 Appointment of Successor Collateral Agent Administrator.
(a) No resignation or removal of the Collateral Agent Administrator pursuant to Section
4.1 will be effective until (i) a successor Collateral Agent Administrator has been appointed
by the Administrative Agent, and (ii) such successor Collateral Agent Administrator has executed,
acknowledged and delivered to the Administrative Agent and to its predecessor Collateral Agent
Administrator an instrument accepting its appointment under this Agreement.
(b) Subject to Section 4.2(a), the Collateral Agent Administrator acknowledges that
upon the appointment of a successor Servicer pursuant to Section 8.4 of the Servicing
Agreement, the Collateral Agent Administrator will immediately resign and such successor Servicer
will automatically become the Collateral Agent Administrator under this Agreement.
SECTION 4.3 Action upon Termination, Resignation or Removal. Promptly upon the resignation or removal of the Collateral Agent Administrator pursuant to
Section 4.1, the Collateral Agent Administrator will be entitled to be paid all fees and
reimbursable expenses incurred by it to the date of such termination, resignation or removal. In
such event, the Collateral Agent Administrator will cooperate with the Administrative Agent and
take all reasonable steps requested to assist the Administrative Agent in making an orderly
transfer of the duties of the Collateral Agent Administrator.
ARTICLE V
MISCELLANEOUS
SECTION 5.1 Independence of the Collateral Agent Administrator. For all purposes of this Agreement, the Collateral Agent Administrator will be an
independent contractor and will not be subject to the supervision of the Administrative Agent with
respect to the manner in which it accomplishes the performance of its obligations under this
Agreement. Unless authorized by the Administrative Agent, the Collateral Agent Administrator will
have no authority to act for or represent the Administrative Agent in any way and will not
otherwise be deemed an agent of the Administrative Agent.
SECTION 5.2 No Joint Venture. Nothing contained in this Agreement will (a) constitute the Collateral Agent Administrator
and the Administrative Agent as members of any partnership, joint venture, association, syndicate,
unincorporated business or other separate entity, (b) be construed to impose any liability as such
on any of them or (c) be deemed to confer on any of them any express, implied or apparent authority
to incur any obligation or liability on behalf of the other.
6
SECTION 5.3 Transactions with Affiliates. In carrying out any of the Collateral Agent Administrative Duties under this Agreement, the
Collateral Agent Administrator may enter into transactions or otherwise deal with any of its
Affiliates, except that the terms of any such transactions or dealings will be, in the Collateral
Agent Administrator’s opinion, no less favorable to the Exchange Noteholders than would be
available from unaffiliated parties.
SECTION 5.4 Other Activities of the Collateral Agent Administrator. Nothing in this Agreement will prevent the Collateral Agent Administrator or its Affiliates
from engaging in other businesses or, in its sole discretion, from acting in a similar capacity as
an administrator for any other person or entity even though such person or entity may engage in
business activities similar to those of the Administrative Agent.
SECTION 5.5 Amendments. The parties to this Agreement may enter into amendments to this Agreement from time to
time.
SECTION 5.6 Notices. All notices, requests, demands, consents, waivers or other communications to or from the
parties to this Agreement will be in writing. Notices,
requests, demands, consents and other communications will be deemed to have been given and
made, (i) upon delivery or, in the case of a letter mailed via registered first class mail, postage
prepaid, 3 days after deposit in the mail; (ii) in the case of a facsimile, when receipt is
confirmed by telephone or by reply email or reply facsimile from the recipient; (iii) in the case
of an email, when receipt is confirmed by telephone or by reply email from the recipient; and (iv)
in the case of an electronic posting to a password-protected website, upon printed confirmation of
the recipient’s access to such password-protected website, or when notification of such electronic
posting is confirmed in accordance with clauses (i) through (iii) above. Unless otherwise
specified in this Agreement, any such notice, request, demand, consent or other communication will
be delivered or addressed as set forth below:
(a) if to the Collateral Agent Administrator, at:
Ford Motor Credit Company | ||
c/o Ford Motor Company | ||
World Headquarters | ||
Xxx Xxxxxxxx Xxxx, Xxxxx 000-X0 | ||
Xxxxxxxx, Xxxxxxxx 00000 | ||
Attention: Securitization Operations Supervisor | ||
Telephone: (000) 000-0000 | ||
Facsimile: (000) 000-0000 | ||
with a copy to: | ||
Ford Motor Credit Company | ||
Xxx Xxxxxxxx Xxxx, Xxxxx 0000 | ||
Xxxxxxxx, Xxxxxxxx 00000 |
7
Attention: Corporate Secretary | ||
Telephone: (000) 000-0000 | ||
Facsimile: (000) 000-0000 |
(b) if to the Administrative Agent, at:
U.S. Bank National Association | ||
as Administrative Agent | ||
000 Xxxxx XxXxxxx Xxxxxx | ||
Xxxxx 000 | ||
Xxxxxxx, Xxxxxxxx 00000 | ||
Attention: Ford Collateral Agency | ||
Telephone: 000-000-0000 | ||
Facsimile: 000-000-0000 |
or to such other address as any party will have provided to the other parties by notice.
SECTION 5.7 Assignment. This Agreement may not be assigned by the Collateral Agent Administrator unless the
Collateral Agent Administrator obtains the consent of the Administrative Agent for such action.
Any Person (a) into which the Collateral Agent Administrator may be merged or consolidated, (b)
resulting from any merger, conversion, or consolidation to which the Collateral Agent Administrator
is a party, (c) succeeding to the business of the Collateral Agent Administrator, or (d) of which
Ford Motor Company owns, directly or indirectly, more than 50% of the voting stock or voting power
and 50% or more of the economic equity, which Person in any of the foregoing cases executes an
agreement of assumption to perform every obligation of the Collateral Agent Administrator under
this Agreement, will be the successor to the Collateral Agent Administrator under this Agreement
without the execution or filing of any paper or any further act on the part of any of the parties
to this Agreement. Subject to the foregoing, this Agreement will bind any successors or assigns of
the parties to this Agreement.
SECTION 5.8 Third-Party Beneficiary. This Agreement will inure to the benefit of and be binding upon the parties to this
Agreement and the Collateral Agent, which will be considered to be a third-party beneficiary of
this Agreement. Except as otherwise provided in this Agreement, no other Person will have any
right or obligation under this Agreement.
SECTION 5.9 GOVERNING LAW; SUBMISSION TO JURISDICTION.
(a) THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE
OF NEW YORK.
8
(b) The parties submit to the nonexclusive jurisdiction of the United States District Court
for the Southern District of New York and of any New York State Court sitting in New York, New York
for purposes of all legal proceedings arising out of or relating to this Agreement. The parties
irrevocably waive, to the fullest extent they may do so, any objection that they may now or
hereafter have to the laying of the venue of any such proceeding brought in such a court and any
claim that any such proceeding brought in such a court has been brought in an inconvenient forum.
SECTION 5.10 WAIVER OF JURY TRIAL. EACH PARTY TO THIS AGREEMENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY
APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR
RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT.
SECTION 5.11 Severability. If any one or more of the covenants, agreements, provisions or terms of this Agreement is
held invalid, illegal or unenforceable, then such covenants, agreements, provisions or terms will
be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement
and will in no way affect the validity, legality or enforceability of the other provisions of this
Agreement or of the Exchange Notes or the rights of the Exchange Noteholders.
SECTION 5.12 Counterparts. This Agreement may be executed in any number of counterparts, each of which counterparts
will be an original, and all of which counterparts will together constitute one and the same
instrument.
SECTION 5.13 Headings. The various headings in this Agreement are included for convenience only and will not
affect the meaning or interpretation of any provision of this Agreement.
SECTION 5.14 No Petition. Notwithstanding any prior termination of this Agreement, the Collateral Agent Administrator
and the Administrative Agent will not, prior to the date which is one year and one day after the
termination of this Agreement and the payment in full of all Advances and Exchange Notes, institute
against, or join any other Person in instituting against, any Titling Company or any Holding
Company any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other
proceedings under any federal or State bankruptcy or similar law in connection with any obligations
relating to the Exchange Notes, this Agreement or the Credit and Security Agreement.
SECTION 5.15 Limitation of Liability of Administrative Agent. Notwithstanding anything contained in this Agreement to the contrary, this Agreement has
been countersigned by U.S. Bank not in its individual capacity but solely as Administrative Agent.
In no event will U.S. Bank have any liability for the representations, warranties, covenants,
agreements or other obligations of the Borrowers under this Agreement or any other Basic Document
or in any of the certificates, notices
9
or agreements delivered pursuant to this Agreement or any
other Basic Document, as to all of which recourse may be had solely to the assets of the Borrowers.
For all purposes of this Agreement, in the performance of any duties or obligations of the
Administrative Agent under this Agreement, the Administrative Agent will be subject to, and
entitled to the benefits of, the Credit and Security Agreement.
[SIGNATURE PAGES FOLLOW]
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Executed:
U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as Administrative Agent |
||||
By: | /s/ Xxxxxxx X. Xxxxx | |||
Name: | Xxxxxxx X. Xxxxx | |||
Title: | Vice President | |||
FORD MOTOR CREDIT COMPANY, as Collateral Agent Administrator |
||||
By: | /s/ Xxxxx X. Xxxxxx | |||
Name: | Xxxxx X. Xxxxxx | |||
Title: | Assistant Treasurer | |||
[SIGNATURE PAGE TO HTD ADMINISTRATION AGREEMENT 1 OF 2]
The Collateral Agent has accepted the provisions of this Agreement as of the day and year
first above written.
HTD LEASING LLC
as Collateral Agent
as Collateral Agent
By:
|
/s/ Xxxxxxx X. Xxxxx
|
|||
Title: Vice Presidents |
[SIGNATURE PAGE TO HTD ADMINISTRATION AGREEMENT 2 OF 2]