Exhibit 10.76
[JPMORGAN LOGO]
JPMorgan Chase Bank
Global Derivative Operations
0 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxx Xxxx 00000
INTEREST RATE SWAP CONFIRMATION
AMENDED AND RESTATED
To : NELNET INC.
Attn : XXXXX XXXXX /XXXXX XXXXX
Fax : 0-000-000-0000
Date : 26 August 2003
Re : Transaction Reference No. 0001721703/66095187
The purpose of this letter agreement is to confirm the terms and
conditions of the Transaction entered into between us on the Trade Date below.
It constitutes a "Confirmation" as referred to in the ISDA Master Agreement
described below.
The definitions and provisions contained in the 2000ISDA Definitions
as published by the International Swaps and Derivatives Association, Inc.
("ISDA") are incorporated into this Confirmation. In the event of any
inconsistency between those definitions and provisions and this Confirmation,
this Confirmation will govern.
1. This Confirmation supplements, forms part of, and is subject to, the
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 Inc. ("Counterparty"). All provisions
contained in the Agreement govern this Confirmation except as expressly
modified below.
2. The terms of the particular Transaction to which this Confirmation
relates are as follows:
NOTIONAL AMOUNT: USD 500,000,000.00
TRADE DATE: 4 August 2003
EFFECTIVE DATE: 25 August 2003
TERMINATION DATE: 25 May 2004, subject to adjustment in
accordance with the Following Business
Day Convention.
FLOATING AMOUNTS (1):
FLOATING RATE PAYER: Counterparty
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Confirmation - Swap Transaction JPMorgan Ref: 0001721703/66095187
FLOATING RATE PAYER
PAYMENT DATES: 25 November, 25 February, 25 May, 25
August of each year commencing with 25
November 2003 and ending with, and
including, the Termination Date,
subject to adjustment in accordance
with the Following Business Day
Convention.
FLOATING RATE FOR INITIAL
CALCULATION PERIOD: TO BE DETERMINED
FLOATING RATE OPTION: USD - TBILL - H.15
SPREAD: plus 0:305000 percent
METHOD OF AVERAGING: Unweighted Average Rate
RESET DATES: Weekly
COMPOUNDING: Not Applicable
FLOATING RATE
DAY COUNT FRACTION: Actual/Actual
BUSINESS DAYS: New York
FLOATING AMOUNTS (2):
FLOATING RATE PAYER: JPMorgan
FLOATING RATE PAYER
PAYMENT DATES: 25 November, 25 February, 25 May, 25
August of each year commencing with 25
November 2003 and ending with, and
including, the Termination Date,
subject to adjustment in accordance
with the Following Business Day
Convention.
FLOATING RATE FOR INITIAL
CALCULATION PERIOD: TO BE DETERMINED
FLOATING RATE OPTION: USD - LIBOR - BBA
SPREAD: None
DESIGNATED MATURITY: 3 Months
RESET DATES: The first day of each Calculation
Period.
COMPOUNDING: Not Applicable
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Confirmation - Swap Transaction JPMorgan Ref: 0001721703/66095187
FLOATING RATE
DAY COUNT FRACTION: Actual/360
BUSINESS DAYS: New York
CALCULATION AGENT: JPMorgan, unless otherwise specified
in the Agreement.
3. ACCOUNT DETAILS
PAYMENTS TO JPMORGAN:
JPMORGAN CHASE BANK, NEW YORK,
JPMORGAN, NY ABA# 000000000, A/C#
000-000-0000
PAYMENTS TO COUNTERPARTY:
To be Advised
4. OFFICE, ADDRESS AND TELEPHONE NUMBER FOR NOTICES IN CONNECTION WITH
THIS TRANSACTION
(a) COUNTERPARTY: its Office in
To be advised
(b) JPMORGAN: its head Office in
New York c/o Global Derivative Operations
0 Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxx Xxxx 00000
5. DOCUMENTS TO BE DELIVERED
Each party shall deliver to the other, at the time of its execution of
this Confirmation, evidence of the incumbency and specimen signature of
the person(s) executing this Confirmation, unless such evidence has
been previously supplied and remains true and in effect.
6. RELATIONSHIP BETWEEN PARTIES
Each party will be deemed to represent to the other party on the date
on which it enters into a Transaction that (absent a written agreement
between the parties that expressly imposes affirmative obligations to
the contrary for that Transaction):-
(a) Non-Reliance. It is acting for its own account, and it has made its
own independent decisions to enter into that Transaction and as to
whether that Transaction is appropriate or proper for it based upon its
own judgement and upon advice from such advisers as it has deemed
necessary, It is not relying on any communication (written or oral) of
the other party as investment advice or as a recommendation to enter
into that Transaction; it being understood that information and
explanations related to the terms and conditions of a Transaction shall
not be considered investment advice or a
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Confirmation - Swap Transaction JPMorgan Ref: 0001721703/66095187
recommendation to enter into that Transaction. No communication
(written or oral) received from the other party shall be deemed to be
an assurance or guarantee as co the expected results of that
Transaction.
(b) Assessment and Understanding. It is capable of assessing the merits
of and understanding (on its own behalf or through independent
professional advice), and understands and accepts, the terms,
conditions and risks of that Transaction. It is capable of assuming,
and assumes the risks of that Transaction.
(c)Status of Parties. The other party is not acting as a fiduciary for
or an adviser to it in respect of chat Transaction.
Please confirm chat the foregoing correctly sets forth the terms of our
agreement by executing a copy of this Confirmation and returning it to
us.
Yours sincerely,
JPMORGAN CHASE BANK
By: /s/ XXXXXXX XXXXXX
Name: XXXXXXX XXXXXX
Title: VICE PRESIDENT
Confirmed as of the date first
above written:
NELNET INC.
By: /s/ Xxxxx Xxxxxx
---------------------------
Name: Xxxxx Xxxxxx
-------------------------
Title: CFO
------------------------
apl/(a)kw/(a)apl
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Confirmation - Swap Transaction JPMorgan Ref: 0001721703/66095187
Global Derivative Operations Contact List
CONFIRMATIONS
Telephone Facsimile
--------- ---------
Single and Cross Currency Swaps, FRA's and Interest Rate Options
Return executed confirmations / Send your confirmations to: (000) 000-0000 / 9262 / 9263
Discrepancies with Confirm: (000) 000-0000 / 7296 / 0000 (000) 000-0000 / 9262/9263
If you did not receive our Confirmation: (000) 000-0000 / 3089 / 0000 (000) 000-0000 / 9262 / 9263
RATE RESET ADVICES
(Single and Cross Currency Swaps, FRA'S and Interest Rate Options)
JPMorgan Chase Bank, London Branch.
If you did not receive a Rare Reset Advice: 00(0) 0000 000000 00(0) 1202 343440
Email: xxxxxxxxxxx_xxxxx@xxxxxxxx.xxx
JPMorgan Chase Bank, New York Branch
If you did not receive a Rate Reset Advice: (000) 000-0000 / 0000 (000) 000-0000
PAYMENTS
(Single and Cross Currency Swaps, FRA's and Interest Rate Options)
JPMorgan Chase Bank, London Branch
Pre-Settlement: 00(0) 0000-000000 00(0) 0000 000000
Post-Settlement: 00(0) 0000-000000 00(0) 0000-000000
Email: xxxxxxxxxxx_xxxxx@xxxxxxxx.xxx
Asia Specific:
Xxxxx Xxxxxxxxx: 00(0) 0000 00 0000
Xxxxxxx Xxxxxxxxxxx: 00(0) 0000 00 0000
Xxxxxxxxxx Xxxxxx: 00(0) 0000 00 0000
Xxxxxx Xxxxxx: 00(0) 0000 00 0000
Facsimile: 00(0) 0000 00 0000
Email: xxxxx-xxxxxx-xxxxxxx@xxxxxxxx.xxx
JPMorgan Chase Bank, New York Branch
Pre-Settlement: (000) 000-0000 / 2827 / 0000(000) 000-0000
Customer Service: (000) 000-0000 / 0000 (000) 000-0000
Email: xx.xxx.xxxxxxxx.xxxxxxx@xxxxxxxx.xxx
Email: xx.xxxx.xxxxxxxx.xxxxxxx@xxxxxxxx.xxx
JPMorgan Chase Bank, London S.W.I.F.T BIC (XXXXXX0X) Telex 94060015
JPMorgan Chase Bank, New York S.W.I.F.T BIC (XXXXXX00) Telex 420120 CMB UW
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