GUARANTEE AGREEMENTGuarantee Agreement • March 28th, 2003 • Mbna Corp • National commercial banks • New York
This GUARANTEE AGREEMENT, dated as of June 27, 2002, is executed and delivered by MBNA CORPORATION, a Maryland corporation (the “Guarantor”) having its principal office at Wilmington, Delaware 19884, and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Trust Preferred Securities and Common Securities (each as defined herein and together, the “Securities”) of MBNA Capital D, a Delaware statutory business trust (the “Issuer”).
AGREEMENTAgreement • March 28th, 2003 • Mbna Corp • National commercial banks • Delaware
This Agreement is made this 15th day of December, 2002 (the “Effective Date”), by and between MBNA Corporation, a Maryland corporation with its head office in Wilmington, Delaware (together with its affiliates hereinafter the “Corporation”), and Norma Lerner.
AMENDMENT NO. 2 TO THE AGENCY AGREEMENTAgency Agreement • March 28th, 2003 • Mbna Corp • National commercial banks • New York
AMENDMENT NO. 2, dated as of April 10, 2002, to the Agency Agreement, dated as of July 17, 1997, as amended by Amendment No. 1, dated as of April 10, 2001 (the “Agency Agreement”), among MBNA America Bank, National Association (the “Bank”), Bank One Trust Company, N.A. (successor-in-interest to The First Chicago National Bank of Chicago) (“Bank One”) as global agent (the “Global Agent”), Bank One, NA, London Branch (“Bank One London”) acting through its specified office in London as paying agent (“London Paying Agent”) and as issuing agent (the “London Issuing Agent”), Bank One acting through its specified office in New York as registrar (the “Registrar”) and paying agent (the “New York Paying Agent”) and Crédit Agricole Indosuez (“Crédit Agricole”) in its capacity as transfer agent (the “Transfer Agent”) and as paying agent (the “Luxembourg Paying Agent”; and together with the London Paying Agent and the New York Paying Agent, the “Paying Agents”; individually, a “Paying Agent”).
RETIREMENT AND CONSULTING AGREEMENTRetirement and Consulting Agreement • March 28th, 2003 • Mbna Corp • National commercial banks • Delaware
This Retirement and Consulting Agreement is made as of this 6th day of December, 2002, by and between MBNA Corporation, a Maryland corporation with its head office in Wilmington, Delaware (together with its affiliates hereinafter the “Corporation”), and Charles M. Cawley (the “Executive”).
