Exhibit 99.3
FIRST AMENDMENT
First Amendment, dated as of October 7, 2002 (this "Amendment"), to the
5-Year Credit Agreement, dated as of March 28, 2000 (the "Credit Agreement"),
among CIT GROUP INC. (f/k/a THE CIT GROUP, INC.), a Delaware corporation (the
"Company"), the several banks and other financial institutions from time to time
parties thereto (the "Banks"), X.X. XXXXXX SECURITIES INC. (f/k/a CHASE
SECURITIES INC.), as sole arranger and book manager (in such capacity, the
"Arranger"), BARCLAYS BANK PLC, BANK OF AMERICA, N.A., CITIBANK, N.A. and MIZUHO
CORPORATE BANK, LTD. (f/k/a THE DAI-ICHI KANGYO BANK, LIMITED), as syndication
agents (in such capacity, the "Syndication Agents") and JPMORGAN CHASE BANK
(f/k/a THE CHASE MANHATTAN BANK), as administrative agent (in such capacity, the
"Administrative Agent").
W I T N E S S E T H:
WHEREAS, the Company, the Banks, the Arranger, the Syndication Agents and
the Administrative Agent are parties to the Credit Agreement;
WHEREAS, the Company has entered into a credit agreement dated as of
October 7, 2002 among the Company, the banks parties thereto, Barclays Bank PLC,
Bank of America, N.A. and Citibank, N.A., as syndication agents, and JPMorgan
Chase Bank, as administrative agent (the "2002 364-Day Agreement").
WHEREAS, it is a condition precedent to the 2002 364-Day Agreement that
certain provisions of the Credit Agreement be amended as hereinafter set forth;
WHEREAS, the Company has requested that the Banks agree to so amend the
Credit Agreement; and
WHEREAS, the Banks have agreed to such requested amendment but only on the
terms and conditions contained in this Amendment.
NOW, THEREFORE, the parties hereto hereby agree as follows:
SECTION 1. Defined Terms. Terms defined in the Credit Agreement and used
herein shall have the meanings given to them in the Credit Agreement.
SECTION 2. Amendment to Subsection 1.1 (Defined Terms) of the Credit
Agreement. Subsection 1.1 of the Credit Agreement is hereby amended by adding
the following definition:
"Related Facilities Agreements": (i) the 364-Day Credit Agreement,
dated as of October 7, 2002 among the Company, as borrower, the banks
parties thereto,
2
Barclays Bank PLC, Bank of America, N.A. and Citibank, N.A., as
syndication agents and JPMorgan Chase Bank, as administrative agent, (ii)
the 5-Year $765,000,000 Credit Agreement dated as of April 13, 1998, among
Capita Corporation (f/k/a AT&T Capital Corporation), as borrower, CIT
Financial Ltd. (f/k/a Newcourt Credit Group Inc.) and Newcourt Credit
Group USA Inc., as guarantors, the Banks parties thereto, JPMorgan Chase
Bank (a successor to Xxxxxx Guaranty Trust Company of New York), as
administrative agent, Canadian Imperial Bank of Commerce, as syndication
agent, JPMorgan Chase Bank (f/k/a The Chase Manhattan Bank) and Deutsche
Bank AG, New York Branch, as co-documentation agents, and X.X. Xxxxxx
Securities Inc. and CIBC Xxxxxxxxxxx Corp., as arrangers, and (iii) the
Canadian $500,000,000 364-Day Credit Agreement dated as of March 27, 2001,
among CIT Financial Ltd., the banks parties thereto, Royal Bank of Canada,
as administrative agent, and Canadian Imperial Bank of Commerce and
JPMorgan Bank Canada (f/k/a The Chase Manhattan Bank of Canada), as
syndication agents.
SECTION 3. Amendment to Subsection 2.11 (Applicable Interest Rate Margins,
Facility Fee Rate and Utilization Fee) of the Credit Agreement. Subsection 2.11
of the Credit Agreement is hereby amended by adding the following paragraph at
the end thereof:
"Notwithstanding the foregoing, until the date on which all the
amounts outstanding hereunder and under the Related Facilities Agreements
shall have been repaid in full and no extensions of credit shall have been
made hereunder or thereunder for a period of 30 days or longer: (i) the
Applicable Margin for Eurodollar Rate Loans with respect to pricing level
1 above shall be equal to 42 basis points and the Utilization Fee with
respect to pricing level 1 above shall be equal to zero basis points, (ii)
the Applicable Margin for Eurodollar Rate Loans with respect to pricing
level 2 above shall be equal to 51 basis points and the Utilization Fee
with respect to pricing level 2 above shall be equal to zero basis points,
(iii) the Applicable Margin for Eurodollar Rate Loans with respect to
pricing level 3 above shall be equal to 65 basis points and the
Utilization Fee with respect to pricing level 3 above shall be equal to
zero basis points, (iv) the Applicable Margin for Eurodollar Rate Loans
with respect to pricing level 4 above shall be equal to 75 basis points
and the Utilization Fee with respect to pricing level 4 above shall be
equal to zero basis points and (v) the Applicable Margin for Eurodollar
Rate Loans with respect to pricing level 5 above shall be equal to 90
basis points and the Utilization Fee with respect to pricing level 5 above
shall be equal to zero basis points."
SECTION 4. Conditions to Effectiveness. This Amendment shall become
effective on and as of the day and year first above written upon receipt by the
Administrative Agent of counterparts of this Amendment, duly executed and
delivered by each of the Company and the Required Banks.
SECTION 5. Continuing Effect of the Credit Agreement. This Amendment shall
not constitute an amendment or waiver of or consent to any provision of the
Credit Agreement not expressly referred to herein and shall not be construed as
an amendment, waiver or consent to any action on the part of the Company that
would require an amendment, waiver or consent of the Administrative Agent or the
Banks except as expressly stated herein. Except as expressly
3
amended hereby, the provisions of the Credit Agreement are and shall remain in
full force and effect in accordance with its terms.
SECTION 6. Counterparts. This Amendment may be executed by one or more of
the parties to this Amendment on any number of separate counterparts (including
counterparts delivered by telecopy), and all of said counterparts taken together
shall be deemed to constitute one and the same instrument. Any executed
counterpart delivered by telecopy shall be effective as an original for all
purposes.
SECTION 7. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
CIT GROUP INC. (f/k/a THE CIT GROUP, INC.)
By: /s/ Xxxxx X. Xxxxx
--------------------------------------
Name: Xxxxx X. Xxxxx
Title: Executive Vice President,
Treasurer
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
JPMORGAN CHASE BANK, as
Administrative Agent and as a Bank
By: /s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BANK OF AMERICA, N.A.
By: /s/ Xxxx X'Xxxxx
--------------------------------------
Name: Xxxx X. X'Xxxxx
Title: Managing Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BARCLAYS BANK PLC
By: /s/ Xxxxxx XxXxxxxx
--------------------------------------
Name: Xxxxxx XxXxxxxx
Title: Associate Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: CITIBANK
By: /s/ Xxxxxx X. Xxxxxxxxx
--------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
Title: Managing Director
Address: 000 Xxxxxxxxx Xxxxxx
22nd Floor
(000) 000-0000
GEID# 0000211936
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: CREDIT SUISSE FIRST BOSTON
By: /s/ Xxx Xxxxx
--------------------------------------
Name: Xxx Xxxxx
Title: Director
By: /s/ Xxxx Xxxxxx
--------------------------------------
Name: Xxxx Xxxxxx
Title: Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: ABN AMRO BANK N.V.
By: /s/ Xxxx X. Xxxxx
--------------------------------------
Name: Xxxx X. Xxxxx
Title: Vice President
By: /s/ Xxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Group Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BANK ONE, N.A.
By: /s/ Xxxxxx Xxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
BNP PARIBAS
By: /s/ Xxxxxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxxxxx X. Xxxxx
Title: Vice President
By: /s/ Xxxxxxxxx Xxxxxx
--------------------------------------
Name: Xxxxxxxxx Xxxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: DEUTSCHE BANK AG, NEW YORK
AND/OR CAYMAN ISLAND BRANCHES
By: /s/ Xxxxx X. Xxxxxxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxxxxxx
Title: Director
By: /s/ Xxxxxxxx Xxxxxx
--------------------------------------
Name: Xxxxxxxx Xxxxxx
Title: Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
SOCIETE GENERALE
By: /s/ Xxxxxxx X. Xxxxxxx, Xx.
--------------------------------------
Name: Xxxxxxx X. Xxxxxxx, Xx.
Title: Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: UBS AG, STAMFORD BEACH
By: /s/ Xxxxxxx X. Saint
--------------------------------------
Name: Xxxxxxx X. Saint
Title: Associate Director
Banking Products Services, US
By: /s/ Xxxx Xxxxxxxxxxx
--------------------------------------
Name: Xxxx Xxxxxxxxxxx
Title: Associate Director
Banking Products Services, US
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: WACHOVIA BANK
By: /s/ Xxxxxx X. Xxxxxxxxxxx
--------------------------------------
Name: Xxxxxx X. Xxxxxxxxxxx
Title: Managing Director
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: XXXXXX COMMERCIAL PAPER, INC.
By: /s/ Xxxxxxx Xxxxxxx
--------------------------------------
Name: Xxxxxxx Xxxxxxx
Title: Authorized Signatory
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: NATIONAL AUSTRALIA BANK LTD.
By: /s/ Xxxxxxx Xxxxxx
--------------------------------------
Name: Xxxxxxx Xxxxxx
Title: Vice President
ABN 12004044937
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BANK OF MONTREAL
By: /s/ Xxx Xxxxxxxxx
--------------------------------------
Name: Xxx Xxxxxxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
MIZUHO CORPORATE BANK, LTD.
By: /s/ Xxxxxx X. XxXxxxx Xx.
--------------------------------------
Name: Xxxxxx X. XxXxxxx Xx.
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
ROYAL BANK OF CANADA
By: /s/ Xxxxx Xxxx
--------------------------------------
Name: Xxxxx Xxxx
Title: Manager
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
CIBC INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: Executive Director
CIBC World Markets Corp.,
as Agent
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
NORDDEUTSCHE LANDESBANK GIROZENTRALE
New York and/or Cayman Islands Branch
By: /s/ Xxxxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Senior Vice President
By: /s/ Xxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: THE BANK OF NEW YORK
By: /s/ Xxxxxx Xxxx
--------------------------------------
Name: Xxxxxx Xxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: XXXXXXX XXXXX BANK USA
By: /s/ Xxxxx X. Xxxxx
--------------------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: SUNTRUST BANK
By: /s/ Xxxx Xxxxxx
--------------------------------------
Name: Xxxx Xxxxxx
Title: AVP
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BANCA DI ROMA NEW YORK
By: /s/ Xxxxxx Xxxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxxx
Title: Vice President
By: /s/ X. Xxxxx
--------------------------------------
Name: X. Xxxxx
Title: Assistant Treasurer
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: XXXXX FARGO BANK
By: /s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Relationship Manager
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
BANCA POPOLARE DI MILANO, NEW YORK BRANCH
By: /s/ Xxxxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxxxx X. Xxxxxxxx
Title: Vice President
Head of Corporate Banking
By: /s/ Xxxxxxx Xxxxxxx
--------------------------------------
Name: Xxxxxxx Xxxxxxx
Title: Executive Vice President
& General Manager
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: FIRST HAWAIIAN BANK
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President, Manager
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: FLEET NATIONAL BANK
By: /s/ Xxxxx X. Xxxxxx
--------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Associate
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: BANCA MONTE DEI PASCHI
DI SIENA S.P.A.
By: /s/ Xxxxx X. Xxxxx
--------------------------------------
Name: Xxxxx X. Xxxxx
Title: Senior Vice President &
General Manager
By: /s/ Xxxxx X. Xxxxx
--------------------------------------
Name: Xxxxx X. Xxxxx
Title: Vice President
Signature Page to that certain First Amendment, dated as of the date first
set forth above, to the 5-Year Credit Agreement, dated as of March 28, 2000,
among Cit Group Inc. (f/k/a The Cit Group, Inc.), the several banks and other
financial institutions parties thereto, X.X. Xxxxxx Securities Inc. (f/k/a Chase
Securities Inc.), as Arranger, Barclays Bank Plc, Bank of America, N.A.,
Citibank, N.A. and MIZUHO Corporate Bank, Ltd. (f/k/a The Dai-Ichi Kangyo Bank,
Limited), as Syndication Agents and JPMorgan Chase Bank (f/k/a The Chase
Manhattan Bank), as Administrative Agent.
Name of Bank: HSBC BANK USA
By: /s/ Xxxx X. Xxxxx
--------------------------------------
Name: Xxxx X. Xxxxx
Title: First Vice President
