AMENDMENT NO. 9 TO TRANSFER AND ADMINISTRATION AGREEMENTTransfer and Administration Agreement • October 22nd, 2012 • Norfolk Southern Corp • Railroads, line-haul operating • New York
THIS AMENDMENT NO. 9 TO TRANSFER AND ADMINISTRATION AGREEMENT (this “Amendment”), dated as of October 18, 2012, is by and among Thoroughbred Funding, Inc., a Virginia corporation (the “SPV”), Norfolk Southern Railway Company, a Virginia corporation, as originator (in such capacity, the “Originator”), and as servicer (in such capacity, the “Servicer”), the “Conduit Investors” party hereto, the “Committed Investors” party hereto, the “Managing Agents” party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., NEW YORK BRANCH, as the Administrative Agent for the Investors, CRC FUNDING, LLC (“CRC Funding”), CAFCO, LLC (“CAFCO”), CHARTA, LLC (“CHARTA”), CIESCO, LLC (“CIESCO” and, together with CRC Funding, CAFCO and CHARTA, collectively the “Citi Conduits” and each a “Citi Conduit”) and CITIBANK, N.A. (“Citi”). Capitalized terms used herein and not otherwise defined herein shall have the meaning given to such terms in the Transfer and Administration Agreement (defined below).
