EXHIBIT A-1 FORM OF COMMITTED LOAN NOTICE
EXHIBIT
A-1
FORM
OF COMMITTED LOAN NOTICE
Date: ___________,
_____
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To:
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Bank
of America, N.A., as Administrative
Agent
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Ladies
and Gentlemen:
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Reference is made to that certain 364
Day Credit Agreement, dated as of March 26, 2008 (as amended, restated,
extended, supplemented or otherwise modified in writing from time to time, the
“Agreement;”
the terms defined therein being used herein as therein defined), among Toyota
Motor Finance (Netherlands) B.V., a corporation organized under the laws of the
Netherlands, Toyota Motor Credit Corporation, a California corporation, Toyota
Financial Services (UK) PLC, a corporation organized under the laws of England,
Toyota Kreditbank GmbH, a corporation organized under the laws of Germany,
Toyota Credit de Puerto Rico Corp., a corporation organized under the laws of
Puerto Rico, Toyota Credit Canada Inc., a corporation organized under the laws
of Canada, Toyota Leasing GmbH, a corporation organized under the laws of
Germany, the Lenders from time to time party thereto, Bank of America, N.A., as
Administrative Agent, Swing Line Agent and Swing Line Lender, Banc of America
Securities LLC and Citigroup Global Markets Inc., as Joint Lead Arrangers and
Joint Book Managers, Citibank, N.A. as Syndication Agent and Swing Line Lender
and The Bank of Tokyo-Mitsubishi UFJ, Ltd. and JPMorgan Chase Bank, N.A., as
Documentation Agents.
The undersigned hereby requests (select
one):
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__
A Borrowing of Committed Loans
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__
A conversion or continuation of
Loans
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1. On __________________________ (a
Business Day).
2. In
the amount of [US$][CDN$][€][£]
______.
3. Comprised
of ___________________________. [Type
of Committed Loan requested]
4. For
Eurocurrency Rate Loans: with an Interest Period of ___
months.
5. For
Bankers’ Acceptances, Drafts and BA Equivalent Notes: with a BA Maturity Date of
___ days.
[The Committed Borrowing requested
herein complies with the proviso to the first sentence of Section
2.1[(a)][(b)][(c)][(d]] of the Agreement.]
[The undersigned hereby represents and
warrants that the conditions set forth in Section 4.2(a) and
(b) have been
satisfied on and as of the date the Committed Loans are borrowed, including,
without limitation, that the Borrowing is within the Committed Borrower’s
corporate
Form
of Committed Loan Notice
A-1-1
powers,
has been duly authorized by all necessary corporate action, and the amount of
the Committed Borrowing does not exceed such authorization.]
[TOYOTA
MOTOR FINANCE (NETHERLANDS) B.V.]
[TOYOTA
MOTOR CREDIT CORPORATION]
[TOYOTA
FINANCIAL SERVICES (UK) PLC]
[TOYOTA
KREDITBANK GMBH]
[TOYOTA
LEASING GMBH]
[as
Borrowers’ Representative for]
[TOYOTA
MOTOR CREDIT CORPORATION]
[TOYOTA
CREDIT DE PUERTO RICO CORP.]
[TOYOTA
CREDIT CANADA INC.]
By: _______________________________
Name: _____________________________
Title: ______________________________
Form
of Committed Loan Notice
A-1-2
