AMENDMENT NO. 1 AMENDMENT NO. 1 dated as of June 30, 2000, among METROPOLITAN LIFE INSURANCE COMPANY (the "Company"), METLIFE FUNDING, INC. ("Funding" and together with the Company, the "Borrowers"); each of the banks and financial institutions that...
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Exhibit 10.24
EXECUTION COUNTERPART
AMENDMENT XX. 0
XXXXXXXXX XX. 0 dated as of June 30, 2000, among METROPOLITAN
LIFE INSURANCE COMPANY (the "Company"), METLIFE FUNDING, INC. ("Funding" and
together with the Company, the "Borrowers"); each of the banks and financial
institutions that is a signatory hereto (individually, a "Lender" and,
collectively, the "Lenders"); and THE CHASE MANHATTAN BANK as administrative
agent for the Lenders (in such capacity, together with its successors in such
capacity, the "Administrative Agent").
The Borrowers, the Lenders and the Administrative Agent are
party to a 364-Day Credit Agreement dated as of September 29, 1999 (as
heretofore modified and supplemented and in effect on the date hereof, the
"Credit Agreement"), providing, subject to the terms and conditions thereof, for
the making of loans by the Lenders to the Borrowers in an aggregate principal
amount up to $1,000,000,000.
The Borrowers, the Lenders and the Administrative Agent wish
to amend the Credit Agreement in certain respects, and accordingly, the parties
hereto hereby agree as follows:
Section 1. Definitions. Except as otherwise defined in this
Amendment No. 1, terms defined in the Credit Agreement are used herein as
defined therein.
Section 2. Amendments. Subject to the satisfaction of the
conditions precedent specified in Section 3 below, but effective as of the date
hereof, the Credit Agreement shall be amended as follows:
2.01. General. References in the Credit Agreement (including
references to the Credit Agreement as amended hereby) to "this Agreement" (and
indirect references such as "hereunder", "hereby", "herein" and "hereof") shall
be deemed to be references to the Credit Agreement as amended hereby.
2.02. Definitions. Section 1.01 of the Credit Agreement
shall be amended by adding the following definitions:
"Adjusted Statutory Surplus" means, at any time, the
sum of (i) Statutory Surplus (calculated in accordance with
the NAIC Statements, page 3, column 1, line 38) plus (ii)
Asset Valuation Reserve (calculated in accordance with the
NAIC Statements, page 3, column 1, line 24.1).
"MetLife" means MetLife, Inc., a Delaware
corporation.
2.03. Amendment of Section 5.01(a). Section 5.01(a) of the
Credit Agreement shall be amended to read in its entirety as follows:
" (a) (i) as soon as available, but not later than
120 days after the end of
Amendment No. 1
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each fiscal year of MetLife, copies of MetLife's annual report on Form
10-K as filed with the SEC for such fiscal year; and (ii) as soon as
available, but not later than 45 days after the end of each of the
first three fiscal quarters of each fiscal year of MetLife, copies of
MetLife's quarterly report on Form 10-Q as filed with the SEC for such
fiscal quarter, in each case certified by an appropriate Financial
Officer as being the complete and correct copies of the statements on
such forms furnished by MetLife to the SEC;"
2.04. Amendment of Section 6.04. Section 6.04 of the Credit
Agreement shall be amended to read in its entirety as follows:
"Section 6.04 Adjusted Statutory Surplus. The Company
will maintain Adjusted Statutory Surplus, calculated as of the
last day of each fiscal quarter of the Company, of not less
than $7,500,000,000."
Section 3. Conditions Precedent. The amendments to the
Credit Agreement set forth in Section 2 hereof shall become effective, as of the
date hereof, upon the execution and delivery of this Amendment No. 1 by the
Borrowers, the Required Lenders and the Administrative Agent.
Section 4. Miscellaneous. Except as herein provided, the
Credit Agreement shall remain unchanged and in full force and effect. This
Amendment No. 1 may be executed in any number of counterparts, all of which
taken together shall constitute one and the same amendatory instrument and any
of the parties hereto may execute this Amendment No. 1 by signing any such
counterpart. This Amendment No. 1 shall be governed by, and construed in
accordance with, the law of the State of New York.
Amendment No. 1
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IN WITNESS WHEREOF, the parties hereto have caused this
Amendment No. 1 to be duly executed and delivered as of the day and year first
above written.
METROPOLITAN LIFE INSURANCE COMPANY
By:
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Name:
Title:
METLIFE FUNDING, INC.
By:
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Name:
Title:
THE CHASE MANHATTAN BANK,
individually and as Administrative Agent,
By:
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Name:
Title:
CREDIT SUISSE FIRST BOSTON
By:
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Name:
Title:
By:
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Name:
Title:
CITIBANK, N.A.
By:
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Name:
Title:
Amendment No. 1
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BANK ONE, N.A.
By:
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Name:
Title:
FIRST UNION NATIONAL BANK
By:
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Name:
Title:
FLEET NATIONAL BANK
By:
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Name:
Title:
MELLON BANK, N.A.
By:
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Name:
Title:
CAJA DE AHORROS Y MONTE DE XXXXXX XX XXXXXX
By:
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Name:
Title:
By:
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Name:
Title:
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COMMERZBANK AG, NEW YORK BRANCH
By:
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Name:
Title:
FIRST HAWAIIAN BANK
By:
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Name:
Title:
DEUTSCHE BANK, AG NEW YORK and/or
CAYMAN ISLANDS BRANCHES
By:
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Name:
Title:
By:
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Name:
Title:
XXXXXX GUARANTY TRUST COMPANY OF NEW YORK
By:
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Name:
Title:
STATE STREET BANK AND TRUST COMPANY
By:
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Name:
Title:
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SUNTRUST
By:
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Name:
Title:
By:
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Name:
Title:
WACHOVIA BANK
By:
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Name:
Title:
BARCLAYS BANK
By:
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Name:
Title:
NORTHERN TRUST COMPANY
By:
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Name:
Title:
MERCANTILE BANK OF ST. LOUIS
By:
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Name:
Title:
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BANQUE NATIONALE DE PARIS
By:
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Name:
Title:
By:
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Name:
Title:
ROYAL BANK OF CANADA
By:
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Name:
Title:
CREDIT LYONNAIS NEW YORK BRANCH
By:
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Name:
Title:
BANK OF AMERICA, N.A.
By:
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Name:
Title:
SOCIETE GENERALE
By:
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Name:
Title:
Amendment Xx. 0
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XXXXX XXXX LTD.
By:
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Name:
Title:
ABN AMRO BANK, N.V.
By:
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Name:
Title:
THE BANK OF NOVA SCOTIA
By:
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Name:
Title:
U.S. BANK NATIONAL ASSOCIATION
By:
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Name:
Title:
XXXXX FARGO BANK
By:
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Name:
Title:
WESTDEUTSCHE LANDESBANK GIROZENTRALE
By:
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Name:
Title:
Amendment Xx. 0
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XXXXXXXX XXXXXXXXX BANK LTD.
By:
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Name:
Title:
BANCA COMMERCIALE ITALIANA
By:
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Name:
Title:
CARIPLO - CASSA DI RISPARMIO DELLE
PROVINCIE LOMBARDE S.P.A.
By:
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Name:
Title:
SANPAOLO IMI BANK, NEW YORK BRANCH
By:
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Name:
Title:
THE BANK OF NEW YORK
By:
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Name:
Title:
Amendment No. 1
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