Exhibit 10.74
[JPMORGAN LOGO]
CAP TRANSACTION
The purpose of this letter agreement is to confirm the terms and conditions of
the Transaction entered into between:
JPMORGAN CHASE BANK
('JPMorgan')
and
NELNET INCORPORATED
(the 'Counterparty')
on the Trade Date and Identified by the JPMorgan Deal Number specified below
(the Transaction'). This letter agreement constitutes a 'Confirmation' as
referred to in the Master Agreement specified below, and supersedes any previous
confirmation or other writing with respect to the transaction described below.
The definitions and provisions contained in the 2000 ISDA Definitions (the
'Definitions'), as published by the International Swaps and Derivatives
Association, Inc. are incorporated into this Confirmation. In the event of any
inconsistency between those definitions and provisions and this Confirmation,
this Confirmation will govern.
This Confirmation supplements, forms part of, and is subject to, the ISDA Master
Agreement dated as of 20 May 2002, as amended and supplemented from time to
time (the 'Agreement'), between JPMORGAN CHASE BANK ('JPMorgan') and NELNET
INCORPORATED (the 'Counterparty'). All provisions contained in the Agreement
govern this Confirmation except as expressly modified below.
Our Ref: 2000005032231, Sent: 31 July 2003 21:01 Page 1 of 5
[JPMORGAN LOGO]
The terms of the particular Cap Transaction to which this Confirmation relates
are as follows:
A. TRANSACTION DETAILS:
JPMorgan Deal Number(s): 200000503223.
Notional Amount: USD 500,000,000.00
Trade Date: 30 July 2003
Effective Date: 01 August 2003
Termination Date: 01 August 2005 subject to adjustment in
accordance with the Modified Following Business
Day Convention.
PREMIUM:
Buyer: Counterparty
Premium Amount: USD 6,000,000.00
Premium Payment Date: 01 August 2003
Floating Amounts:
Floating Rate Payer (Seller): JPMorgan
Cap Rate: 1.5000 percent
Floating Rate Payer Payment
Dates: The 01 September, 01 October, 01 November, 01 December, 01
January, 01 February, 01 March, 01 April, 01 May, 01 June,
01 July and 01 August in each year, from and including 01
September 2003 to and including the Termination Date,
subject to adjustment in accordance with the Modified
Following Business Day Convention and there will be an
adjustment to the Calculation Period.
Floating Rate Option: USD-LIBOR-BBA
Designated Maturity: 1 Month
Floating Rate Day Count Actual/360
Fraction:
The first day in each Calculation Period
Reset Dates:
Our Ref: 2000005032231 Sent: 31 July 2003 21:01 Page 2 of 5
[JPMORGAN LOGO]
Compounding: Inapplicable
Business Days: New York
Calculation Agent JPMorgan, unless otherwise stated in the Agreement.
B. ACCOUNT DETAILS:
Payments to JPMorgan in USD: JPMORGAN CHASE NEW YORK
JPMORGAN CHASE BANK
BIC: XXXXXX00XXX
AC No: 099997979
Payments to Counterparty in USD: As per your standard settlement instructions.
C. OFFICES
JPMorgan: NEW YORK
Counterparty: LINCOLN
Each part represents that (i) it is entering into the Transaction evidenced
hereby as principal (and not as agent or in any other capacity); (ii) the other
party is not acting as a fiduciary for it; (iii) it is not relying upon any
representations except those expressly set forth in the Agreement or this
confirmation; (iv) it has consulted with its own legal, regulatory, tax,
business, investment, financial, and accounting advisors to the extent it has
deemed necessary, and it has made its own investment, hedging, and trading
decisions based upon its own judgement and upon any advice from such advisors as
it has deemed necessary and not upon any view expressed by the other party; and
(v) it is entering into this Transaction with a full understanding of the terms,
conditions and risks thereof and it is capable of and willing to assume those
risks.
Our Ref: 2000005032231 Sent: 31 July 2003 21:01 Page 3 of 5
[JPMORGAN LOGO]
Please confirm that the foregoing correctly sets forth the terms of our
agreement by executing a copy of this Confirmation and returning it to us or by
sending to us a letter, telex, or facsimile substantially similar to this
letter, which letter, telex or facsimile sets forth the material terms of the
Transaction to which this Confirmation relates and indicates agreement to those
terms. When referring to this Confirmation, please indicate: JPMorgan Deal
Number(s): 2000005032231
On Behalf of XX Xxxxxx Securities Inc.
As Agent for JPMorgan Chase Bank
/s/ Xxxxxxx Xxxxxx
----------------------------------------------
Name: Xxxxxxx Xxxxxx
Title: Vice President
Accepted and confirmed as of the date first written:
NELNET INCORPORATED
/s/ Xxxxx Xxxxxx
-----------------------------------------------
Xxxxx Xxxxxx
Name: _________________________________________
Title: ________________________________________
Your reference number: ________________________
Our Ref: 2000005032231 Sent: 31 July 2003 21:01 Page 4 of 5
[JPMORGAN LOGO]
Client Service Group
All queries regarding confirmations should be sent to:
JPMorgan Chase Bank and X X Xxxxxx Ltd.
Contacts
JPMorgan Contact Telephone Number
CLIENT SERVICE (000) 0000000000
GROUP
Group E-mail address:
Facsimile: (000) 0000000000
Telex:
Cable:
Please quote the JPMorgan deal number(s): 2000005032231.
Our Ref: 200000503223] Sent: 31 July 2003 21:01 Page 5 of 5
