HIBERNIA CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 23rd, 2004 • Hibernia Corp • National commercial banks • New York
Hibernia Corporation, a Louisiana corporation (the “Company”), proposes to issue and sell to Credit Suisse First Boston LLC, Keefe, Bruyette & Woods, Inc. and Hibernia Southcoast Capital, Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $100,000,000 aggregate principal amount of its 5.35% Subordinated Notes due May 1, 2014 (the “Initial Notes”) The Initial Notes will be issued pursuant to an Indenture, dated as of April 26, 2004, (the “Indenture”) between the Company and The Bank of New York Trust Company, N.A. (the “Trustee”). As an inducement to the Initial Purchasers, the Company agrees with the Initial Purchasers, for the benefit of the holders of the Initial Notes (including, without limitation, the Initial Purchasers), the Exchange Notes (as defined below) and the Private Exchange Notes (as defined below) (collectively the “Holders”), as follows:
