CREDIT AGREEMENT Dated as of [—], 2014 among SYNCHRONY FINANCIAL, as Borrower, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS INC., CREDIT SUISSE SECURITIES (USA) LLC,...Credit Agreement • June 27th, 2014 • Synchrony Financial • Finance services • New York
CREDIT AGREEMENT (this “Agreement”), dated as of [—], 2014, among SYNCHRONY FINANCIAL, as borrower (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • July 18th, 2014 • Synchrony Financial • Finance services • New York
FOR VALUE RECEIVED, GE Capital Consumer Card Co. (Macy’s) (the “Borrower”) promises to pay to GECFS, Inc. (Macy’s) (the “Lender”) on the Termination Date (as defined below), amounts outstanding from time to time drawn by such Borrower under the unsecured line of credit described herein in an aggregate amount of up to US$2,000,000,000 subject to the following terms and conditions:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2014 • Synchrony Financial • Finance services • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 5, 2014, is entered into by and between Synchrony Financial, a Delaware corporation (including its successors, the “Company”), and General Electric Capital Corporation, a Delaware corporation (“GECC”).
TRANSITIONAL TRADEMARK LICENSE AGREEMENTTransitional Trademark License Agreement • August 11th, 2014 • Synchrony Financial • Finance services • New York
THIS TRANSITIONAL TRADEMARK LICENSE AGREEMENT (this “Agreement”), dated as of August 5, 2014 (the “Effective Date”), is made and entered into by and between GE Capital Registry, Inc. (“Licensor”) and Synchrony Financial (“Company”).
SUB-SERVICING AGREEMENT Between SYNCHRONY FINANCIAL and GENERAL ELECTRIC CAPITAL CORPORATIONSub-Servicing Agreement • August 1st, 2014 • Synchrony Financial • Finance services • New York
This Sub-Servicing Agreement (this “Agreement”) is effective as of July 30, 2014 (the “Effective Date”) and is entered into by Synchrony Financial, a company incorporated under the laws of State of Delaware, United States of America, with offices at 777 Long Ridge Road, Building B, Stamford, CT 06927 (the “Service Provider”) and General Electric Capital Corporation, a company incorporated under the laws of the State of Delaware, United States of America with offices at 901 Main Avenue, Norwalk, Connecticut 06851 (the “Service Recipient”). Service Provider and Service Recipient are collectively referred to as the “Parties” and each a “Party”.
SYNCHRONY FINANCIAL $750,000,000 7.250% SUBORDINATED NOTES DUE 2033 UNDERWRITING AGREEMENT January 30, 2023Synchrony Financial • February 2nd, 2023 • Finance services • New York
This Agreement, the Base Indenture and the First Supplemental Indenture are referred to herein to as the “Transaction Documents.”
SYNCHRONY FINANCIAL $750,000,000 2.875% SENIOR NOTES DUE 2031 UNDERWRITING AGREEMENT October 25, 2021Synchrony Financial • October 28th, 2021 • Finance services • New York
This Agreement, the Base Indenture and the Tenth Supplemental Indenture are referred to herein to as the “Transaction Documents.”
TAX SHARING AND SEPARATION AGREEMENTTax Sharing and Separation Agreement • August 11th, 2014 • Synchrony Financial • Finance services • New York
This Tax Sharing and Separation Agreement (the “Agreement”) is made this August 5, 2014, and effective as of the Closing Date, between General Electric Company, a New York corporation (“GE”), and SYNCHRONY FINANCIAL, a Delaware corporation (“RF”).
FIRST AMENDED AND RESTATED PRODUCTION SERVICES AGREEMENT by and between RETAILER CREDIT SERVICES, INC. and FIRST DATA RESOURCES, LLC Dated As Of December 1, 2009Production Services Agreement • June 27th, 2014 • Synchrony Financial • Finance services • New York
First Amended and Restated Production Services Agreement (the “Agreement”), executed as of August 19, 2009 (the “Execution Date”) and entered into and effective as of December 1, 2009 (the “Effective Date”), by and between RETAILER CREDIT SERVICES, INC., a Utah corporation, with offices at 170 Election Road, Draper, Utah 84020-6425 and FIRST DATA RESOURCES, LLC (“First Data”), a Delaware corporation with offices at 6855 Pine Street, Omaha, Nebraska 68106. As used in this Agreement, “Party” means either RCSI or First Data, as appropriate, and “Parties” means RCSI and First Data. The Parties agree that the following terms and conditions shall apply to the services to be provided by First Data under this Agreement in consideration of certain payments to be made by RCSI.
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • August 11th, 2014 • Synchrony Financial • Finance services
THIS EMPLOYEE MATTERS AGREEMENT (this “Employee Matters Agreement”) is executed effective as of August 5, 2014, by and among GENERAL ELECTRIC COMPANY, a New York corporation (“GE”), GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (“GECC”) and Synchrony Financial, a Delaware corporation (the “Company”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • August 1st, 2014 • Synchrony Financial • Finance services • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into, effective as of [EFFECTIVE DATE], between SYNCHRONY FINANCIAL, a Delaware corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER/KEY EMPLOYEE] (“Indemnitee”).
CONFIDENTIAL TREATMENT REQUESTED INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND NOTED WITH “***”. AN UNREDACTED VERSION OF THIS DOCUMENT HAS ALSO BEEN PROVIDED TO THE SECURITIES AND EXCHANGE COMMISSION. FIRST AMENDED...Technology Sourcing Agreement • June 27th, 2014 • Synchrony Financial • Finance services • New York
FIRST AMENDED AND RESTATED TECHNOLOGY SOURCING AGREEMENT (the “Agreement”), effective as of December 10, 1998 (the “Effective Date”) and amended and restated as of April 1, 2003 (the “First Amended and Restated Effective Date” or “FAAR Effective Date”), is entered into by and between RETAILER CREDIT SERVICES, INC. (“RCSI”), a Utah corporation with offices at 4246 South Riverboat Road, Salt Lake City, Utah 84123, and FIRST DATA RESOURCES INC. (“First Data”), a Delaware corporation with offices at 10825 Farnam Drive, Omaha, Nebraska 68154.
CREDIT AGREEMENT Dated as of July 30, 2014 among SYNCHRONY FINANCIAL, as Borrower, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS INC., CREDIT SUISSE SECURITIES (USA) LLC,...Credit Agreement • August 1st, 2014 • Synchrony Financial • Finance services • New York
CREDIT AGREEMENT (this “Agreement”), dated as of July 30, 2014, among SYNCHRONY FINANCIAL, as borrower (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENTIntellectual Property Cross License Agreement • August 11th, 2014 • Synchrony Financial • Finance services • New York
This INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT (this “Agreement”), dated as of August 5, 2014 (the “Effective Date”), is made and entered into by and between General Electric Company, a New York corporation (“GE”) and General Electric Capital Corporation, a Delaware corporation (“GECC”), on the one hand, and Synchrony Financial, a Delaware corporation (“Company”), on the other hand.
SYNCHRONY FINANCIAL 3.950% SENIOR NOTES DUE 2027 UNDERWRITING AGREEMENTUnderwriting Agreement • December 1st, 2017 • Synchrony Financial • Finance services • New York
SYNCHRONY FINANCIAL $750,000,000 4.875% SENIOR NOTES DUE 2025 UNDERWRITING AGREEMENT June 8, 2022Underwriting Agreement • June 13th, 2022 • Synchrony Financial • Finance services • New York
This Agreement, the Base Indenture and the Eleventh Supplemental Indenture are referred to herein to as the “Transaction Documents.”
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • October 6th, 2014 • Synchrony Financial • Finance services • New York
This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of October 1, 2014, is by and among Synchrony Financial, a Delaware corporation (the “Borrower”), General Electric Capital Corporation, as Lender (in such capacity, the “Lender”), and administrative agent (in such capacity, the “Administrative Agent”).
GE CAPITAL CREDIT CARD MASTER NOTE TRUST, as Issuer, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee FORM OF SERIES 2014–VFN[—] INDENTURE SUPPLEMENT Dated as of [—] [—], 2014Synchrony Financial • June 6th, 2014 • Finance services
SERIES 2014-VFN[—] INDENTURE SUPPLEMENT, dated as of [—] [—], 2014 (this “Indenture Supplement”), between GE CAPITAL CREDIT CARD MASTER NOTE TRUST, a Delaware statutory trust (herein, the “Issuer” or the “Trust”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity, but solely as indenture trustee (herein, together with its successors in the trusts thereunder as provided in the Indenture referred to below, the “Indenture Trustee”) under the Master Indenture, dated as of September 25, 2003, between the Issuer and the Indenture Trustee, as amended by the Omnibus Amendment No. 1 to Securitization Documents, dated as of February 9, 2004, among RFS Holding, L.L.C., RFS Funding Trust, the Issuer, Deutsche Bank Trust Company Delaware, as trustee of RFS Funding Trust, RFS Holding, Inc. and the Indenture Trustee, as further amended by the Second Amendment to Master Indenture, dated as of June 17, 2004, between the Issuer and the Indenture Tru
SERVICING AGREEMENT Dated as of February 29, 2012 by and between GE SALES FINANCE MASTER TRUST and GE CAPITAL RETAIL BANKServicing Agreement • April 25th, 2014 • Synchrony Financial • Finance services • Delaware
This SERVICING AGREEMENT, dated as of February 29, 2012 (this “Agreement” or the “Servicing Agreement”), is entered into by and between GE CAPITAL RETAIL BANK, a federal savings bank organized under the laws of the United States (“GE Capital Retail Bank”), in its capacity as Retained Interest Owner (as defined below) and in its capacity as the initial Servicer (as defined below), and GE SALES FINANCE MASTER TRUST, a Delaware statutory trust (“Issuer”).
AMENDMENT TO REVOLVING CREDIT AGREEMENTSRevolving Credit Agreements • July 18th, 2014 • Synchrony Financial • Finance services • New York
This Amendment to Revolving Credit Agreements (this “Amendment”) is entered into as of October 1, 2008 (the “Amendment Effective Date”) by and between GE Money Bank (the “Borrower”) and General Electric Capital Corporation (the “Lender”).
SYNCHRONY FINANCIAL $[—] [—]% SENIOR NOTES DUE 20[VV] $[—] [—]% SENIOR NOTES DUE 20[XX] $[—] [—]% SENIOR NOTES DUE 20[YY] $[—] [—]% SENIOR NOTES DUE 20[ZZ] UNDERWRITING AGREEMENTUnderwriting Agreement • August 1st, 2014 • Synchrony Financial • Finance services • New York
SYNCHRONY FINANCIAL AND THE BANK OF NEW YORK MELLON, as Trustee EIGHTH SUPPLEMENTAL INDENTURE Dated as of March 19, 2019 to the INDENTURE Dated as of August 11, 2014Eighth Supplemental Indenture • March 19th, 2019 • Synchrony Financial • Finance services • New York
THIS EIGHTH SUPPLEMENTAL INDENTURE (this “Eighth Supplemental Indenture”), dated as of March 19, 2019, is between SYNCHRONY FINANCIAL, a Delaware corporation (the “Company”), and The Bank of New York Mellon, a New York banking corporation (the “Trustee”).
SECOND AMENDMENT TO AMENDED AND RESTATED RECEIVABLES PARTICIPATION AGREEMENTParticipation Agreement • April 25th, 2014 • Synchrony Financial • Finance services
This SECOND AMENDMENT, dated as of August 5, 2013 (this “Amendment”), between GE CAPITAL RETAIL BANK, a federal savings bank (formerly known as GE Money Bank, “Bank”), and GEMB LENDING INC., a Delaware corporation (“Purchaser”), to the Amended and Restated Receivables Participation Agreement, dated as of February 29, 2012 (as amended prior to the date hereof, the “GEMB Lending Participation Agreement”), between Bank and Purchaser.
FORM OF LOAN AGREEMENT (Series 2014-VFN[—], Class A) Dated as of [—] [—], 2014 by and among GE CAPITAL CREDIT CARD MASTER NOTE TRUST, as Borrower, THE LENDERS PARTIES HERETO and THE MANAGING AGENTS FOR THE LENDER GROUPS PARTIES HERETOForm of Loan Agreement • August 1st, 2014 • Synchrony Financial • Finance services • Delaware
LOAN AGREEMENT (Series 2014-VFN[—], Class A), dated as of [—] [—], 2014 (this “Agreement”), by and among: (i) GE Capital Credit Card Master Note Trust, a statutory trust organized under the laws of the State of Delaware (the “Borrower”); (ii) the Lenders party hereto from time to time; and (iii) the Managing Agents party hereto from time to time.
STOCK CONTRIBUTION AGREEMENTStock Contribution Agreement • June 6th, 2014 • Synchrony Financial • Finance services • Delaware
This STOCK CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2013, by and between GE Consumer Finance, Inc., a Delaware corporation (“GECFI”), and GE Capital Retail Finance Corporation, a Delaware corporation (“RF HoldCo”).
GE CAPITAL RETAIL BANK and GEMB LENDING INC. AMENDED AND RESTATED RECEIVABLES PARTICIPATION AGREEMENT Dated as of February 29, 2012Receivables Participation Agreement • April 25th, 2014 • Synchrony Financial • Finance services
THIS AMENDED AND RESTATED RECEIVABLES PARTICIPATION AGREEMENT (this “Agreement”), dated as of February 29, 2012 (the “Amendment Date”), is made by and between GE CAPITAL RETAIL BANK, a federal savings bank (“Bank”), and GEMB LENDING INC., a Delaware corporation (“Purchaser”).
General Electric Capital Corporation Norwalk, CT 06851 October 19, 2015Synchrony Financial • October 19th, 2015 • Finance services
Reference is made to that certain Master Agreement (the “Agreement”), dated as of July 30, 2014, by and among General Electric Company (“GE”), General Electric Capital Corporation (“GECC”) and Synchrony Financial (“Synchrony”). Capitalized terms not defined herein shall have the meaning ascribed to such terms in the Agreement.
FIRST AMENDMENT TO TRANSFER AGREEMENTTransfer Agreement • April 25th, 2014 • Synchrony Financial • Finance services • Delaware
This FIRST AMENDMENT TO TRANSFER AGREEMENT, dated as of September 19, 2012 (the “Amendment”), is entered into between GE SALES FINANCE HOLDING, L.L.C., a limited liability company organized under the laws of the State of Delaware, as Transferor (the “Transferor”), and GE SALES FINANCE MASTER TRUST (the “Buyer”), pursuant to the Transfer Agreement referred to below.
DEPOSIT AGREEMENT among SYNCHRONY FINANCIAL, COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Depositary, and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of November 14, 2019Deposit Agreement • November 14th, 2019 • Synchrony Financial • Finance services • Delaware
DEPOSIT AGREEMENT dated as of November 14, 2019, among (i) Synchrony Financial, a Delaware corporation, (ii) Computershare Inc., a Delaware corporation, and its wholly owned subsidiary, Computershare Trust Company, N.A., a national banking association, jointly as Depositary (as hereinafter defined); and (iii) the Holders from time to time of the Receipts described herein.
CAPITAL ASSURANCE AND LIQUIDITY MAINTENANCE AGREEMENTCapital Assurance and Liquidity Maintenance Agreement • April 25th, 2014 • Synchrony Financial • Finance services • Utah
This Capital Assurance and Liquidity Maintenance Agreement (“CALMA”) is entered into by and among GE Capital Retail Bank, Draper, Utah (“Bank”), General Electric Capital Corporation (“Holding Company”), and each Immediate Parent Company (as “Immediate Parent Company” is defined in the Operating Agreement).
SYNCHRONY FINANCIAL AND THE BANK OF NEW YORK MELLON, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of February 2, 2023 to the INDENTURE Dated as of February 2, 2023First Supplemental Indenture • February 2nd, 2023 • Synchrony Financial • Finance services • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of February 2, 2023, is between SYNCHRONY FINANCIAL, a Delaware corporation (the “Company”), and The Bank of New York Mellon, a New York banking corporation (the “Trustee”).
ContractSynchrony Financial • August 29th, 2016 • Finance services
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), OR A NOMINEE OF DTC. THIS NOTE IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE AND MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY DTC TO A NOMINEE OF DTC, OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC.
ADMINISTRATION AGREEMENT Between GE SALES FINANCE MASTER TRUST, as Trust and GE CAPITAL RETAIL BANK, as Administrator Dated as of February 29, 2012Administration Agreement • April 25th, 2014 • Synchrony Financial • Finance services • Delaware
ADMINISTRATION AGREEMENT, dated as of February 29, 2012, between GE SALES FINANCE MASTER TRUST, a Delaware statutory trust (the “Trust”) and GE CAPITAL RETAIL BANK, a federal savings bank organized under the laws of the United States, as administrator (the “Administrator”).
GE Capital CorporationSynchrony Financial • July 18th, 2014 • Finance services
DEPOSIT AGREEMENT among SYNCHRONY FINANCIAL, COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Depositary, and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of February 23, 2024Deposit Agreement • February 23rd, 2024 • Synchrony Financial • Finance services • Delaware
DEPOSIT AGREEMENT dated as of February 23, 2024, among (i) Synchrony Financial, a Delaware corporation, (ii) Computershare Inc., a Delaware corporation, and its wholly owned subsidiary, Computershare Trust Company, N.A., a national banking association, jointly as Depositary (as hereinafter defined); and (iii) the Holders from time to time of the Receipts described herein.
