Exhibit 10.1
| CLIFFORD CHANCE LLP
|
AMENDMENT AGREEMENT
DATED 10 AUGUST 2015
FOR
BUNGE FINANCE EUROPE B.V.
AS BORROWER
COORDINATED BY
BNP PARIBAS AND HSBC BANK PLC
WITH
ABN AMRO BANK N.V.
ACTING AS AGENT
RELATING TO A FACILITY AGREEMENT
DATED 17 MARCH 2014
CONTENTS
Clause |
| Page | ||
|
|
|
| |
1. | Definitions and Interpretation |
| 1 | |
2. | Conditions Precedent |
| 2 | |
3. | Representations |
| 2 | |
4. | Amendment |
| 2 | |
5. | Continuity and Further Assurance |
| 3 | |
6. | Costs and Expenses |
| 3 | |
7. | Miscellaneous |
| 3 | |
8. | Governing Law |
| 3 | |
Schedule 1The Lenders |
|
| 4 | |
Schedule 2Conditions Precedent |
|
| 6 | |
Schedule 3Amendments to Original Facility Agreement |
|
| 8 | |
THIS AGREEMENT is dated 10 August 2015 and made between:
(1) BUNGE FINANCE EUROPE B.V. a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of The Netherlands having its corporate seat (statutaire zetel) in Rotterdam, The Netherlands and its registered office at 11720 Borman Drive, St. Louis, Missouri 63146, United States of America and registered with the commercial register (handelsregister) of the Chamber of Commerce (Kamer van Koophandel) under number 24347428 (the “Borrower”);
(2) BNP PARIBAS and HSBC BANK PLC as coordinators (the “Coordinators”);
(3) THE FINANCIAL INSTITUTIONS listed in Schedule 1 as existing lenders (the “Lenders”); and
(4) ABN AMRO BANK N.V. as agent of the other Finance Parties (the “Agent”).
IT IS AGREED as follows:
1. DEFINITIONS AND INTERPRETATION
1.1 Definitions
In this Agreement:
“Amended Facility Agreement” means the Original Facility Agreement, as amended by this Agreement.
“Amended Parent Guarantee” means the amended and restated guarantee given by the Parent dated on or about the date hereof in favour of the Agent.
“Effective Date” means the date on which the Agent confirms to the Lenders and the Borrower that it has received each of the documents and other evidence listed in Schedule 2 (Conditions Precedent) in a form and substance satisfactory to the Agent, such date being no later than the date falling one Month after the date of this Agreement.
“Obligors” means the Parent and the Borrower.
“Original Facility Agreement” means the US$1,750,000,000 revolving facility agreement dated 17 March 2014 made available to the Borrower and made between, among others, the Borrower, the Arrangers and the Agent.
“Original Parent Guarantee” means the guarantee given by the Parent dated 17 March 2014 in favour of the Agent.
“Parent” means Bunge Limited, a company formed under the laws of Bermuda having its registered office at Clarendon House, 2 Church Street, Hamilton HM 11 Bermuda.
1.2 Incorporation of defined terms
(a) Unless a contrary indication appears, a term defined in the Original Facility Agreement has the same meaning in this Agreement.
(b) The principles of construction set out in the Original Facility Agreement shall have effect as if set out in this Agreement.
1.3 Clauses
In this Agreement any reference to a “Clause” or a “Schedule” is, unless the context otherwise requires, a reference to a Clause in or a Schedule to this Agreement.
1.4 Third party rights
A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of this Agreement.
1.5 Designation
In accordance with the Original Facility Agreement, each of the Borrower and the Agent designates this Agreement as a Finance Document.
2. CONDITIONS PRECEDENT
The provisions of Clause 4 (Amendment) shall be effective only if the Agent has received all the documents and other evidence listed in Schedule 2 (Conditions Precedent) in form and substance satisfactory to the Agent. The Agent shall notify the Borrower and the Lenders promptly upon being so satisfied.
3. REPRESENTATIONS
The Repeating Representations are deemed to be made by the Borrower (by reference to the facts and circumstances then existing) on:
(a) the date of this Agreement; and
(b) the Effective Date,
and references to “this Agreement” in the Repeating Representations should be construed as references to this Agreement and to the Original Facility Agreement and on and after the Effective Date, to the Amended Facility Agreement.
4. AMENDMENT
4.1 Amendment of the Original Facility Agreement
With effect from the Effective Date the Original Facility Agreement shall be amended as set out in Schedule 3 (Amendments to Original Facility Agreement).
5. CONTINUITY AND FURTHER ASSURANCE
5.1 Continuing obligations
The provisions of the Original Facility Agreement and the other Finance Documents shall, save as amended by this Agreement, continue in full force and effect.
5.2 Further assurance
The Borrower shall, at the request of the Agent and at the Borrower’s own expense, do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Agreement.
6. COSTS AND EXPENSES
6.1 Transaction expenses
The Borrower shall promptly on demand pay the Agent, the Arrangers and each of the Lenders the amount of all costs and out-of-pocket expenses (including but not limited to legal fees) reasonably incurred by any of them in connection with the negotiation, preparation, printing and execution of this Agreement and any other documents referred to in this Agreement.
7. MISCELLANEOUS
7.1 Incorporation of terms
The provisions of Clause 32 (Notices), Clause 34 (Partial invalidity), Clause 35 (Remedies and waivers) and Clause 40 (Enforcement) of the Original Facility Agreement shall be incorporated into this Agreement as if set out in full in this Agreement and as if references in those clauses to “this Agreement” or “the Finance Documents” are references to the Original Facility Agreement as amended by this Agreement and as if references in those clauses to “Party” and “Lender” include the New Lenders (if any).
7.2 Counterparts
This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement.
8. GOVERNING LAW
This Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law.
This Agreement has been entered into on the date stated at the beginning of this Agreement.
SCHEDULE 1
THE LENDERS
Name of Original Lender |
| Commitment (US$) |
BNP Paribas |
| 66,250,000 |
HSBC Bank plc |
| 66,250,000 |
ABN AMRO Bank N.V. |
| 57,000,000 |
The Bank of Tokyo-Mitsubishi UFJ, Ltd. |
| 57,000,000 |
Citibank, N.A., London Branch |
| 57,000,000 |
Crédit Agricole Corporate and Investment Bank |
| 57,000,000 |
Industrial and Commercial Bank of China Limited, New York Branch |
| 57,000,000 |
ING Belgium, Brussels, Geneva Branch |
| 57,000,000 |
Lloyds Bank plc |
| 57,000,000 |
Mizuho Bank, Ltd. |
| 85,000,000 |
Natixis |
| 57,000,000 |
Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., trading as Rabobank |
| 57,000,000 |
Société Générale |
| 57,000,000 |
Standard Chartered Bank |
| 57,000,000 |
UniCredit Bank AG, New York Branch |
| 57,000,000 |
Australia and New Zealand Banking Group Limited |
| 54,000,000 |
Barclays Bank PLC |
| 43,000,000 |
Commerzbank AG, New York Branch |
| 43,000,000 |
Credit Suisse AG, Cayman Islands Branch |
| 43,000,000 |
National Australia Bank Limited (ABN 12 004 044 937) |
| 43,000,000 |
Sumitomo Mitsui Banking Corporation |
| 43,000,000 |
SunTrust Bank |
| 43,000,000 |
Name of Original Lender |
| Commitment (US$) |
DBS Bank Ltd. |
| 43,000,000 |
Zürcher Kantonalbank |
| 40,000,000 |
Agricultural Bank of China, Ltd., New York Branch |
| 35,000,000 |
Santander Bank, N.A. |
| 35,000,000 |
Scotiabank Europe plc |
| 35,000,000 |
Intesa Sanpaolo Bank Ireland Plc |
| 35,000,000 |
Banco Bilbao Vizcaya Argentaria, S.A. New York Branch |
| 30,000,000 |
Overseas-Chinese Banking Corporation Limited New York Agency |
| 30,000,000 |
The Royal Bank of Scotland plc |
| 28,500,000 |
Banco do Brasil S.A., New York Branch |
| 25,000,000 |
Bank of China (UK) Limited |
| 25,000,000 |
BHF-BANK Aktiengesellschaft |
| 25,000,000 |
DZ Bank AG Deutsche Zentral-Genossenschaftsbank, |
| 25,000,000 |
KBC Bank NV Nederland |
| 25,000,000 |
KfW IPEX-Bank GmbH |
| 25,000,000 |
PNC Bank, National Association |
| 25,000,000 |
U.S. Bank National Association |
| 25,000,000 |
Westpac Banking Corporation (ABN 33 007 457 141) |
| 25,000,000 |
TOTAL |
| 1,750,000,000 |
SCHEDULE 2
CONDITIONS PRECEDENT
1. Obligors
(a) A copy of the constitutional documents of each Obligor or, in the case of the Borrower, a copy of the articles of association (statuten) and deed of incorporation (oprichtingsakte) as well as an extract (uittreksel) from the Dutch Commercial Register (Handelsregister) of the Borrower.
(b) A copy of a resolution of the board of directors of each Obligor:
(i) approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute the Finance Documents to which it is a party;
(ii) if applicable, authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; and
(iii) if applicable, authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party.
(c) To the extent required under Dutch law or Borrower’s articles of association, a copy of the resolution of the general meeting (algemene vergadering) of the Borrower approving the resolutions of the board of managing directors referred to under paragraph (b) above.
(d) If applicable, a copy of (i) the request for advice from each (central or European) works council (centrale of Europese) ondernemingsraad) with jurisdiction over the transactions contemplated by this Agreement and (ii) the positive advice from such works council which contains no condition, which if complied with, could result in a breach of any of the Finance Documents.
(e) A specimen of the signature of each person authorised by the resolution referred to in paragraph (b) above in relation to the Finance Documents.
(f) A certificate of each Obligor (signed by a Responsible Officer) confirming that borrowing or guaranteeing, as appropriate, the Total Commitments would not violate any borrowing or, guaranteeing limit set forth in any Contractual Obligation or Requirement of Law binding on the respective Obligor.
(g) A certificate of an authorised signatory of the Obligor certifying that each copy document relating to it specified in this Schedule 2 is correct, complete and in full force and effect as at a date no earlier than the date of this Agreement.
2. Legal Opinions
(a) A legal opinion of Clifford Chance LLP, legal advisers to the Arrangers and the Agent as to matters of English law, opining notably as to the validity under English law of the obligations of the Borrower under this Agreement.
(b) A legal opinion of Clifford Chance LLP, legal advisers to the Arrangers and the Agent as to matters of Dutch law, opining notably as to (i) the capacity of the Borrower to enter into and perform its obligations under the Finance Documents, (ii) the recognition under Dutch law of the validity of such obligations of the Borrower under this Agreement and (iii) the recognition and enforcement in The Netherlands of any judgement rendered against the Borrower pursuant to the jurisdiction provisions of the Finance Documents.
(c) A legal opinion of Conyers Dill & Pearman Limited, special legal counsel to the Parent as to matters of Bermuda law, opining notably as to (i) the capacity of the Parent to enter into and perform its obligations under the Amended Parent Guarantee, (ii) the recognition under Bermuda law of the validity of such obligations and the choice of law expressed in the Amended Parent Guarantee and (iii) the recognition and enforcement in Bermuda of any judgement rendered against the Parent pursuant to the jurisdiction provisions of the Amended Parent Guarantee.
(d) A legal opinion of Reed Smith LLP, legal advisor to the Parent as to matters of New York law, opining notably as to the validity under New York law of the obligations of the Parent under the Amended Parent Guarantee.
(e) A legal opinion of Reed Smith LLP, legal advisor to the Borrower as to matters of New York law, opining notably as to the enforceability of the Transaction Documents.
3. Other documents and evidence
(a) A copy of any other document, authorisation, opinion or assurance reasonably requested by the Agent.
(b) Evidence that the fees, costs and expenses then due from the Borrower pursuant to Clause 6 (Costs and expenses) have been paid or will be paid by the first Utilisation Date after the Effective Date.
(c) A signed copy of the Amended Parent Guarantee.
(d) Confirmation that the Transaction Documents have not been amended since the date of the Original Facility Agreement.
SCHEDULE 3
AMENDMENTS TO ORIGINAL FACILITY AGREEMENT
Schedule 2 to the Original Facility Agreement (The Original Lenders) is deleted and replaced in its entirety by Schedule 1 (The Lenders) to this Agreement.
Clause 21 (Acknowledgement) of the Original Facility Agreement is deleted in its entirety and replaced with the following:
Each Party acknowledges and agrees that the Borrower does not:
(a) represent under Clause 18.20 (Sanctions); nor
(b) undertake under Clause 20.15 (Use of proceeds),
in favour of KfW IPEX-Bank GmbH (“KfW”), BHF-Bank Aktiengesellschaft (“BHF”) or DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main (“DZ”) and each of KfW, BHF and DZ shall not have any rights thereunder. Furthermore, each of KfW, BHF and DZ shall be deemed not to be a party to the provisions of Clause 18.20 (Sanctions) or Clause 20.15 (Use of proceeds).
Paragraph 1 of Schedule 1 (Applicable Margin) to the Original Facility Agreement is deleted in its entirety and replaced with the following:
1. The Applicable Margin is 0.65 per cent. per annum unless:
(a) an Event of Default has occurred and is continuing and/or neither an Applicable Moody’s Rating nor an Applicable S&P Rating is available, in which case the Applicable Margin shall be 1.35 per cent. per annum; or
(b) Moody’s are publishing an Applicable Moody’s Rating and/or S&P are publishing an Applicable S&P Rating, in which case the Applicable Margin is the percentage rate per annum that corresponds to that rating, as in effect from time to time as set out in the following table:
Applicable S&P |
| Applicable Moody’s |
| Applicable Margin (% per annum) |
BBB+ or above |
| Baa1 or above |
| 0.35 |
BBB |
| Baa2 |
| 0.55 |
BBB- |
| Baa3 |
| 0.75 |
BB+ |
| Ba1 |
| 0.95 |
BB or lower |
| Ba2 or lower |
| 1.35 |
The definition of Original Maturity Date in Clause 1.1 (Definitions) of the Original Facility Agreement shall be deleted in its entirety and replaced with the following:
“Original Maturity Date” means the date falling 36 Months after the Second Effective Date.
The following definitions shall be inserted into Clause 1.1 (Definitions) of the Original Facility Agreement in the appropriate alphabetical order:
“Amendment Agreement” means the agreement dated 10 August 2015 between, among others, the Borrower and the Agent.
“Second Effective Date” means the date on which the Effective Date (as defined in the Amendment Agreement) occurs.
SIGNATURES
THE BORROWER |
| ||
|
| ||
BUNGE FINANCE EUROPE B.V. |
| ||
|
| ||
By: | /s/ Rajat Gupta |
| |
|
|
| |
Name: | Rajat Gupta |
| |
|
|
| |
Address: | 11720 Borman Drive |
| |
| St. Louis, Missouri 63146 |
| |
|
|
| |
Attention: | Treasurer |
| |
|
|
| |
Email: | blm.treasuryoperations@bunge.com |
| |
|
|
| |
Fax: | (314) 292 4314 |
| |
|
|
| |
with a copy to: |
|
| |
|
|
| |
Bunge Limited |
|
| |
|
|
| |
Address: | 50 Main Street |
| |
| White Plains, |
| |
| New York 10606 |
| |
|
|
| |
Attention: | Treasurer |
| |
|
|
| |
Email: | blm.treasuryoperations@bunge.com |
| |
|
|
| |
Fax: | (914) 684 3283 |
| |
THE COORDINATORS |
| |
|
| |
HSBC BANK PLC |
| |
|
| |
By: | /s/ Sandeep Bose-Mallick |
|
|
|
|
Name: | Sandeep Bose-Mallick |
|
|
| |
|
| |
BNP PARIBAS |
| |
|
|
|
By: | /s/ M. Dearden |
|
|
|
|
Name: | M. Dearden |
|
|
|
|
By: | /s/ M. Pegrum |
|
|
|
|
Name: | M. Pegrum |
|
THE LENDERS |
| |
|
| |
ABN AMRO BANK N.V. |
| |
|
| |
By: | /s/ H.J. Oskam |
|
|
|
|
Name: | H.J. Oskam |
|
|
|
|
By: | /s/ Paul Cauberg |
|
|
|
|
Name: | Paul Cauberg |
|
|
| |
|
| |
BNP PARIBAS |
| |
|
| |
By: | /s/ M. Pegrum |
|
|
|
|
Name: | M. Pegrum |
|
|
|
|
By: | /s/ S. Mingay |
|
|
|
|
Name: | S. Mingay |
|
|
| |
|
| |
ING BELGIUM, BRUSSELS, GENEVA BRANCH |
| |
|
| |
By: | /s/ Alastair Houlding |
|
|
|
|
Name: | Alastair Houlding |
|
|
|
|
By: | /s/ Alexandre Vassiltchikov |
|
|
|
|
Name: | Alexandre Vassiltchikov |
|
|
|
|
|
|
|
LLOYDS BANK PLC |
| |
|
| |
By: | /s/ Daven Popat |
|
|
|
|
Name: | Daven Popat |
|
|
|
|
By: | /s/ Dennis McClellan |
|
|
|
|
Name: | Dennis McClellan |
|
THE ROYAL BANK OF SCOTLAND PLC |
| |
|
| |
By: | /s/ Jeannine Pascal |
|
|
|
|
Name: | Jeannine Pascal |
|
|
|
|
|
|
|
CITIBANK, N.A., LONDON BRANCH |
| |
|
| |
By: | /s/ Andrew Mason |
|
|
|
|
Name: | Andrew Mason |
|
|
| |
|
| |
COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., TRADING AS RABOBANK | ||
|
| |
By: | /s/ Tatyana Kim |
|
|
|
|
Name: | Tatyana Kim |
|
|
|
|
By: | /s/ K.W. Valken |
|
|
|
|
Name: | K.W. Valken |
|
|
| |
|
| |
CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK | ||
|
| |
By: | /s/ Mike Hebb |
|
|
|
|
Name: | Mike Hebb |
|
|
|
|
By: | /s/ Nikolaus Drexler |
|
|
|
|
Name: | Nikolaus Drexler |
|
|
|
|
|
|
|
HSBC BANK PLC |
| |
|
| |
By: | /s/ Sandeep Bose-Mallick |
|
|
|
|
Name: | Sandeep Bose-Mallick |
|
INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED, NEW YORK BRANCH | ||
|
| |
By: | /s/ Peitao Chen |
|
|
|
|
Name: | Peitao Chen |
|
|
| |
|
| |
MIZUHO BANK, LTD. |
| |
|
|
|
By: | /s/ David Lim |
|
|
|
|
Name: | Daivd Lim |
|
|
|
|
|
|
|
NATIXIS |
| |
|
| |
By: | /s/ Cédric Viviant |
|
|
|
|
Name: | Cédric Viviant |
|
|
|
|
By: | /s/ Anne-Lise Dupuis |
|
|
|
|
Name: | Anne-Lise Dupuis |
|
|
|
|
|
|
|
SOCIÉTÉ GÉNÉRALE |
| |
|
| |
By: | /s/ Michiel V.M. Van Der Voort |
|
|
|
|
Name: | Michiel V.M. Van Der Voort |
|
|
| |
|
| |
STANDARD CHARTERED BANK |
| |
|
| |
By: | /s/ Steven Aloupis |
|
|
|
|
Name: | Steven Aloupis |
|
|
| |
|
| |
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. |
| |
|
| |
By: | /s/ Andrew Trenouth |
|
|
|
|
Name: | Andrew Trenouth |
|
UNICREDIT BANK AG, NEW YORK BRANCH |
| |
|
|
|
By: | /s/ Douglas Riahi |
|
|
|
|
Name: | Douglas Riahi |
|
|
|
|
By: | /s/ Sneha Joshi |
|
|
|
|
Name: | Sneha Joshi |
|
|
| |
|
| |
AGRICULTURAL BANK OF CHINA, LTD., NEW YORK BRANCH | ||
|
|
|
By: | /s/ Annie Doug |
|
|
|
|
Name: | Annie Doug |
|
|
|
|
|
|
|
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED | ||
|
|
|
By: | /s/ Mark Cherry |
|
|
|
|
Name: | Mark Cherry |
|
|
|
|
|
|
|
BANCO DO BRASIL S.A., NEW YORK BRANCH |
| |
|
|
|
By: | /s/ Reinaldo Lima |
|
|
|
|
Name: | Reinaldo Lima |
|
|
|
|
By: | /s/ Alexandre Alves de Souza |
|
|
|
|
Name: | Alexandre Alves de Souza |
|
|
|
|
|
|
|
BANK OF CHINA (UK) LIMITED |
| |
|
|
|
By: | /s/ Hua Bin Wang |
|
|
|
|
Name: | Hua Bin Wang |
|
|
|
|
By: | /s/ Jin Song Chen |
|
|
|
|
Name: | Jin Song Chen |
|
BARCLAYS BANK PLC |
| |
|
|
|
By: | /s/ Christopher R. Lee |
|
|
|
|
Name: | Christopher R. Lee |
|
|
|
|
|
|
|
BHF-BANK AKTIENGESELLSCHAFT |
| |
|
|
|
By: | /s/ Frank Ruwisch |
|
|
|
|
Name: | Frank Ruwisch |
|
|
|
|
By: | /s/ Ann Mannaert |
|
|
|
|
Name: | Ann Mannaert |
|
|
|
|
|
|
|
COMMERZBANK AG, NEW YORK BRANCH |
| |
|
|
|
By: | /s/ M. Weinert |
|
|
|
|
Name: | M. Weinert |
|
|
|
|
By: | /s/ Ryan Flohre |
|
|
|
|
Name: | Ryan Flohre |
|
|
|
|
|
|
|
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH |
| |
|
|
|
By: | /s/ Vipul Dhadda |
|
|
|
|
Name: | Vipul Dhadda |
|
|
|
|
By: | /s/ Franziska Schoch |
|
|
|
|
Name: | Franziska Schoch |
|
|
|
|
|
|
|
DBS BANK LTD. |
| |
|
|
|
By: | /s/ Lim Tien-Ann |
|
|
|
|
Name: | Lim Tien-Ann |
|
DZ BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN | ||
|
|
|
By: | /s/ Harry Moreno |
|
|
|
|
Name: | Harry Moreno |
|
|
|
|
By: | /s/ Wolfgang Göbles |
|
|
|
|
Name: | Wolfgang Göbles |
|
|
|
|
|
|
|
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH | ||
|
|
|
By: | /s/ Mauricio Benitez |
|
|
|
|
Name: | Mauricio Benitez |
|
|
|
|
By: | /s/ Brian Crowley |
|
|
|
|
Name: | Brian Crowley |
|
|
|
|
|
|
|
INTESA SANPAOLO BANK IRELAND PLC |
| |
|
|
|
By: | /s/ Davide De Marco |
|
|
|
|
Name: | Davide de Marco |
|
|
|
|
By: | /s/ Michael Macken |
|
|
|
|
Name: | Michael Macken |
|
|
|
|
|
|
|
KBC BANK NV NEDERLAND |
| |
|
|
|
By: | /s/ Suzanne Greifenberg |
|
|
|
|
Name: | Suzanne Greifenberg |
|
|
|
|
By: | /s/ Herlinda Wouters |
|
|
|
|
Name: | Herlinda Wouters |
|
KFW IPEX-BANK GMBH |
| |
|
|
|
By: | /s/ Martin Kloster |
|
|
|
|
Name: | Martin Kloster |
|
|
|
|
By: | /s/ Dr. Alexander Hener |
|
|
|
|
Name: | Dr. Alexander Hener |
|
|
|
|
|
|
|
NATIONAL AUSTRALIA BANK LIMITED (ABN 12 004 044 937) | ||
|
|
|
By: | /s/ Jane Louise MacDonald |
|
|
|
|
Name: | Jane Louise MacDonald |
|
|
|
|
|
|
|
OVERSEAS-CHINESE BANKING CORPORATION LIMITED NEW YORK AGENCY | ||
|
|
|
By: | /s/ Yeoh Nguan Lee |
|
|
|
|
Name: | Yeoh Nguan Lee |
|
|
|
|
|
|
|
PNC BANK, NATIONAL ASSOCIATION |
| |
|
|
|
By: | /s/ Jeffrey S. Potts |
|
|
|
|
Name: | Jeffrey S. Potts |
|
|
|
|
|
|
|
SANTANDER BANK, N.A. |
| |
|
|
|
By: | /s/ Gontalo Acha |
|
|
|
|
Name: | Gontalo Acha |
|
|
|
|
|
|
|
SCOTIABANK EUROPE PLC |
| |
|
|
|
By: | /s/ John O’Connor |
|
|
|
|
Name: | John O’Connor |
|
By: | /s/ Steve Caller |
|
|
|
|
Name: | Steve Caller |
|
|
|
|
|
|
|
SUMITOMO MITSUI BANKING CORPORATION |
| |
|
|
|
By: | /s/ David W. Kee |
|
|
|
|
Name: | David W. Kee |
|
|
|
|
|
|
|
SUNTRUST BANK |
| |
|
|
|
By: | /s/ Tesha Winslow |
|
|
|
|
Name: | Tesha Winslow |
|
|
|
|
|
|
|
U.S. BANK NATIONAL ASSOCIATION |
| |
|
|
|
By: | /s/ James D. Pegues |
|
|
|
|
Name: | James D. Pegues |
|
|
|
|
|
|
|
WESTPAC BANKING CORPORATION (ABN 33 007 457 141) | ||
|
|
|
By: | /s/ Andrew Dick |
|
|
|
|
Name: | Andrew Dick |
|
|
|
|
|
|
|
ZÜRCHER KANTONALBANK |
| |
|
|
|
By: | /s/ Fabiano Manfredi |
|
|
|
|
Name: | Fabiano Manfredi |
|
|
|
|
By: | /s/ Olivia Perucchi |
|
|
|
|
Name: | Olivia Perucchi |
|
THE AGENT |
| |
|
| |
ABN AMRO BANK N.V. |
| |
|
|
|
By: | /s/ Jo Van Kalsbeek |
|
|
|
|
Name: | Jo Van Kalsbeek |
|
|
|
|
By: | /s/ L.J.M. van der Knaap |
|
|
|
|
Name: | L.J.M. van der Knaap |
|