EXHIBIT 10.31
AUGMENTING AGREEMENT
This Augmenting Agreement dated as of November 6, 2000 (the "Agreement"),
among Unum Provident Corporation, (the "Company"), Bank of America, N.A., as
Administrative Agent (in such capacity, the "Agent") and The Royal Bank of
Canada (the "Augmenting Bank").
WHEREAS, the Company, certain banks and the Agent are parties to that
certain Five-Year Credit Agreement dated as of October 31, 2000, a fully
executed copy of which is attached hereto as Annex A (the "Credit Agreement");
WHEREAS, pursuant to the terms of the Credit Agreement, the Commitments
may be increased;
WHEREAS, the Augmenting Bank has agreed to become a Bank, party to the
Credit Agreement, pursuant to the terms of Section 2.14 of the Credit Agreement.
NOW THEREFORE, the parties hereto agree as follows:
1. Reference is made to the Credit Agreement. All capitalized terms used
in this Agreement shall have the meanings set forth in the Credit Agreement,
unless otherwise defined herein or the context otherwise required.
2. The Augmenting Bank is hereby designated as a "Bank" under the Credit
Agreement with a Commitment of $10,000,000. The Augmenting Bank agrees to be
bound by the terms and conditions of the Credit Agreement.
3. Schedule 2.1 of the Credit Agreement is hereby amended to state as set
forth in Schedule 2.1 to this Agreement.
4. Schedule 10.2 of the Credit Agreement is hereby amended to include the
provisions set forth in Schedule 10.2 to this Agreement.
5. This Agreement may be executed in any number of separate counterparts,
each of which, when so executed, shall be deemed an original, and all of said
counterparts taken together shall be deemed to constitute one in the same
instrument.
6. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH
THE LAW OF THE STATE OF NEW YORK.
IN WITNESS WHEREOF, The parties hereto have caused this Agreement to be
duly executed by their proper and duly authorized officers as of the date and
year first written above.
UNUMPROVIDENT CORPORATION
By:
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Title:
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ROYAL BANK OF CANADA
By:
-----------------------------------
Title:
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BANK OF AMERICA, N.A.
As Administrative Agent
By:
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Title:
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SCHEDULE 2.1
FIVE-YEAR CREDIT AGREEMENT
COMMITMENTS
AND PRO RATA SHARES
Pro Rata
Bank Commitment Share
---- ----------------------------------
BANK OF AMERICA, N.A. $62,500,000 13.2275132%
CITICORP USA, Inc. $62,500,000 13.0000000%
WACHOVIA BANK, N.A. $62,500,000 13.2275132%
FLEET NATIONAL BANK, N.A. $50,000,000 10.0000000%
BANK ONE, NA $37,500,000 7.9365079%
THE CHASE MANHATTAN BANK $37,500,000 7.9365079%
XXXXXX GUARANTY TRUST
COMPANY OF NEW YORK $37,500,000 7.0000000%
AMSOUTH BANK $25,000,000 5.0000000%
BANK OF TOKYO - MITSUBISHI
TRUST COMPANY $25,000,000 5.2910053%
THE DAI-ICHI KANGYO BANK, LTD $25,000,000 5.2910053%
LLOYDS TBS BANK PLC $25,000,000 5.2910053%
STATE STREET BANK AND
TRUST COMPANY $12,500,000 2.0000000%
ROYAL BANK OF CANADA $10,000,000 2.0000000%
TOTAL $472,500,000 100%
SCHEDULE 10.2
ROYAL BANK OF CANADA
as a Bank
Domestic and Offshore Lending Office:
Grand Cayman (North America No. 1) Branch
x/x Xxx Xxxx Xxxxxx
0 Xxxxxxx Xxxxx - 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Royal Bank of Canada
Grand Cayman (North America No. 1) Branch
c/o New York Branch
Xxx Xxxxxxx Xxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Attention: Manager, Loans Administration
Telephone No.: (000) 000-0000
Facsimile No.: (000) 000-0000
with a copy to:
Royal Bank of Canada
Xxx Xxxxxxx Xxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Attention: X. Xxxx
Telephone No.: (000) 000-0000
Facsimile No.: (000) 000-0000
