REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of September 29, 2014 (this “Agreement”), is by and between Citizens Financial Group, Inc., a Delaware corporation (the “Company”), and The Royal Bank of Scotland Group plc, a public limited company organized under the laws of Scotland (Company Number SC045551) (“RBSG”).
CITIZENS FINANCIAL GROUP, INC. 2014 NON-EMPLOYEE DIRECTORS COMPENSATION PLAN RSU Award Agreement Terms and ConditionsRsu Award Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks • Delaware
Unless defined in this award agreement (this “Award Agreement”), capitalized terms will have the meanings assigned to them in the Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan (the “Plan”). In the event of a conflict among the provisions of the Plan, this Award Agreement and any descriptive materials provided in connection herewith, the provisions of the Plan will prevail.
SEPARATION AND SHAREHOLDER AGREEMENTSeparation and Shareholder Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks • New York
THIS SEPARATION AND SHAREHOLDER AGREEMENT, dated as of September 26, 2014, is by and between THE ROYAL BANK OF SCOTLAND GROUP PLC, a public limited company organized under the laws of Scotland (Company Number SC045551) (“RBS”), and CITIZENS FINANCIAL GROUP, INC., a Delaware corporation (the “Company”). Capitalized terms used herein shall have the respective meanings assigned to them in Article 1 hereof.
RBS BUSINESS SERVICES PRIVATE LTD and CITIZENS BANK, N.A. AMENDED AND RESTATED MASTER SERVICES AGREEMENTMaster Services Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks
THIS AMENDED AND RESTATED MASTER SERVICES AGREEMENT (“MSA”), dated as of September 29, 2014, is by and between RBS BUSINESS SERVICES PRIVATE LTD, a company incorporated under the laws of India, whose registered office is at Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai 400 013 India, formerly known as ABN AMRO CENTRAL ENTERPRISE SERVICES PRIVATE LIMITED (“PROVIDER”) and whose processing centres are located at Mumbai, Chennai, Gurgaon and New Delhi; and CITIZENS BANK, N.A a United States national bank with its principal place of business at 1 Citizens Plaza, Providence, Rhode Island 02903, formerly known as RBS Citizens, N.A.. (“Recipient”), Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1 hereof.
TRADE MARK LICENCE AGREEMENTTrade Mark Licence Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks • England and Wales
NOW, THEREFORE, for good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by the Licensor and the Licensee) and in consideration of the mutual undertakings set out in this Agreement, and intending to be legally bound hereby, the Licensor and the Licensee agree as follows:
RBS GLOBAL TRADE SERVICE CENTRE PRIVATE LIMITED and CITIZENS BANK, N.A. TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks
THIS TRANSITIONAL SERVICES AGREEMENT (“TSA”), dated as of September 29, 2014, is by and between RBS GLOBAL TRADE SERVICE CENTRE PRIVATE LIMITED, a company incorporated under the laws of India, whose registered office is at Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai 400 013 India and whose processing centres are located at Mumbai, Chennai and Gurgaon (“PROVIDER”); and CITIZENS BANK, N.A a United States national bank with its principal place of business at 1 Citizens Plaza, Providence, Rhode Island 02903, formerly known as RBS Citizens, N.A.. (“Recipient”), Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1 hereof.
TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • November 14th, 2014 • Citizens Financial Group Inc/Ri • State commercial banks • New York
THIS TRANSITIONAL SERVICES AGREEMENT (“TSA”), dated as of September 29, 2014, is by and among THE ROYAL BANK OF SCOTLAND GROUP PLC (“RBSG”), a public limited company organized under the laws of Scotland (Company Number SC045551); and CITIZENS FINANCIAL GROUP, INC. (“CFG”), a Delaware corporation with its principal place of business in Providence, Rhode Island. Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1 hereof.
