AMENDMENT TO MASTERCARD SETTLEMENT AND JUDGMENT SHARING AGREEMENT
Exhibit 10.2 | ||
AMENDMENT TO MASTERCARD SETTLEMENT
AND JUDGMENT SHARING AGREEMENT
AND JUDGMENT SHARING AGREEMENT
With respect to the MasterCard Settlement and Judgment Sharing Agreement (“Agreement”) dated as of February 7, 2011, and in consideration of the mutual covenants and agreements contained herein, the undersigned parties agree as of the Amendment Effective Date to amend the Agreement as follows:
1. | Each term defined in the Agreement shall have the same meaning when used herein. |
2. | In the event of a Settlement in an Opt-Out Action in which the settling Signatory or Signatories provide no Settlement consideration other than (a) a Monetary Portion or (b) modification of rules as required by any of the terms of Paragraphs 53-65 of the Definitive Class Settlement Agreement in MDL 1720 subject, however, to the terms of the Definitive Class Settlement Agreement and any modifications thereto, that Settlement shall be treated under the Agreement as though it were a Settlement in an Individual Plaintiff Action, notwithstanding any contrary provision in the Agreement. |
3. | For the avoidance of doubt, in the event of a Partial Settlement in an Opt-Out Action in which the settling Signatory or Signatories provide no Settlement consideration other than (a) a Monetary Portion or (b) modification of rules as required by any of the terms of Paragraphs 53-65 of the Definitive Class Settlement Agreement in MDL 1720 subject, however, to the terms of the Definitive Class Settlement Agreement and any modifications thereto, that Partial Settlement shall be treated under the Agreement as though it were a Partial Settlement in an Individual Plaintiff Action, notwithstanding any contrary provision in the Agreement. |
4. | Notwithstanding any contrary provision in the Agreement, a Settlement in an Opt-Out Action that constitutes a Joint Settlement Agreement subject to Paragraph 2.a of the Omnibus Agreement shall be considered a Settlement of All Claims for purposes of Paragraph 3.a of the Agreement. |
5. | This Amendment to the Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original, and all such counterparts shall constitute but one instrument. |
6. | This Amendment to the Agreement shall be effective as of the date on which (a) all entities listed on the signature pages hereto have executed it and (b) all entities listed on the signature pages thereto have executed the Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing (the “Amendment Effective Date”). |
7. | Each of the undersigned individuals signs on behalf of, and represents and warrants that he or she has the authority and authorization to sign on behalf of and bind, the corporations, banks, companies, or entities identified immediately above his or her signature, and upon the Amendment Effective Date this instrument shall be a valid and binding obligation of each such entity. |
[SIGNATURE PAGES FOLLOW]
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IN WITNESS WHEREOF, the undersigned parties have caused the execution of this Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing.
Bank of America, N.A.,
MBNA America (Delaware),
FIA Card Services N.A. (f/k/a Bank of America, N.A. (USA)
and MBNA America Bank, N.A.),
Bank of America Corporation, and
NB Holdings Corporation
By:/s/Xxxxx Xxxxxxxx
Name: Xxxxx Xxxxxxxx
Title:President, Strategic Initiatives
Dated August 20, 2014
XX Xxxxxxxx Services LLC (f/k/a National Processing, Inc.)
By: /s/ XxXxx X. Xxxxxxx
Name: XxXxx X. Xxxxxxx
Title: EVP
Dated August 19, 2014
Barclays Bank plc, Barclays Financial Corp., and Barclays Bank Delaware
By: /s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: Managing Director, Barclays Bank Delaware
Dated August 13, 2014
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Capital One Bank, (USA), N.A., Capital One, F.S.B., Capital One, N.A., Capital One Financial Corporation
By: /s/ Xxxxxxxx Xxxxxxxx
Name: Xxxxxxxx Xxxxxxxx
Title: Vice President, Sr. Associate General Counsel
Dated August 11, 2014
Chase Bank USA, N.A.
By: /s/ Xxxxxx X. Xxxxx
Name: Xxxxxx X. Xxxxx
Title:CEO Consumer/Community Banking
Dated August 7, 2014
Citibank (South Dakota), N.A., Citibank, N.A., Citicorp, and Citigroup, Inc.
By: /s/ Xxxxx X. Xxxxxx
Name: Xxxxx X. Xxxxxx
Title: Partner, Sidley Austin LLP, attorneys for Citibank (South Dakota), N.A., Citibank, N.A., Citicorp and Citigroup, Inc.
Dated August 26, 2014
Fifth Third Bancorp
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: SVP & CLO
Dated August 21, 2014
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First National Bank of Nebraska, Inc. and First National Bank of Omaha
By: /s/ Xxxxxxxx X. Xxxxxx
Name: Xxxxxxxx X. Xxxxxx
Title: EVP
Dated August 26, 2014
HSBC Finance Corporation
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: Vice President
Dated August 20, 2014
HSBC Bank, USA, N.A.
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Executive Vice President
Dated August 20, 0000
XXXX Xxxxx Xxxxxxx Holdings, Inc.
By: /s/ Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title: CEO
Dated August 20, 2014
4
HSBC Bank plc
By: /s/ X.X. Xxxxxxx
Name: X.X. Xxxxxxx
Title: Co-General Counsel
Dated August 26, 2014
HSBC Holdings plc
By: /s/ Xxxxx X. Xxxx
Name: Xxxxx X. Xxxx
Title: Global Co-General Counsel, Litigation
Dated August 21, 2014
JPMorgan Chase & Co.
By: /s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: General Counsel
Dated August 7, 2014
JPMorgan Chase Bank, N.A., as acquirer of certain assets and liabilities of Washington Mutual Bank from the Federal Deposit Insurance Corporation acting as receiver
By: /s/ Xxxxxx X. Xxxxx
Name: Xxxxxx X. Xxxxx
Title: CEO Consumer/Community Banking
Dated August 7, 2014
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MasterCard Incorporated,
MasterCard International Incorporated
By: /s/ Xxxxxxx Xxxxxx
Name: Xxxxxxx Xxxxxx
Title: General Counsel & Chief Franchise Officer
Dated August 18, 2014
The PNC Financial Services Group, Inc., successor by merger to National City Corporation
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: Senior Vice Chairman
Dated August 19, 2014
PNC Bank, National Association, successor by merger to National City Bank and National City Bank of Kentucky
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: Senior Vice Chairman
Dated August 19, 2014
Suntrust Banks Inc.
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: SVP
Dated August 12, 2014
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Texas Independent Bancshares, Inc.
By: /s/ Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title: Chairman of the Board
Dated August 26, 2014
Xxxxx Fargo & Co.
Xxxxx Fargo Bank N.A.
By: /s/ X.X. Xxxx
Name: X.X. Xxxx
Title: Officer – Xxxxx Fargo & Company, SVP Xxxxx Fargo Bank, N.A
Dated August 18, 2014
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