Exhibit 2.2 MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding is dated as of January 9, 2004, and is entered into by and among Washington Mutual, Inc., a Delaware corporation (the "Seller Parent"), Great Western Service Corporation Two, a...Washington Mutual Finance Corp • January 22nd, 2004 • Personal credit institutions • Delaware
ARISTAR, INC.Aristar Inc • June 12th, 1997 • Personal credit institutions • New York
CITICORP, AS GUARANTOR, ANDSupplemental Indenture • January 22nd, 2004 • Washington Mutual Finance Corp • Personal credit institutions • New York
TERMS AGREEMENTTerms Agreement • September 7th, 1999 • Aristar Inc • Personal credit institutions
EXHIBIT 4.1 UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER,...Washington Mutual Finance Corp • May 24th, 2001 • Personal credit institutions
Indenture -------------------Aristar Inc • June 12th, 1997 • Personal credit institutions
UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR...Aristar Inc • October 8th, 1997 • Personal credit institutions
2- 3 violation would be material to the Company and its Subsidiaries taken as a whole; and except as required by the Act, the Trust Indenture Act, the Exchange Act and applicable state securities laws, no consent, authorization or order of, or filing...Aristar Inc • June 12th, 1997 • Personal credit institutions • New York
ARISTAR, INC.Purchase Agreement • June 12th, 1997 • Aristar Inc • Personal credit institutions • New York
Indenture Dated as of _________, 200_ INDENTURE, dated as of _, 200_ (the "Indenture"), between WASHINGTON MUTUAL FINANCE CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"),...Indenture • March 6th, 2001 • Washington Mutual Finance Corp • Personal credit institutions
Exhibit 4 UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER,...Washington Mutual Finance Corp • June 8th, 2000 • Personal credit institutions
FORM T-1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO...Washington Mutual Finance Corp • March 6th, 2001 • Personal credit institutions
EXHIBIT 4.2 UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER,...Washington Mutual Finance Corp • March 6th, 2001 • Personal credit institutions
EXHIBIT 4.1 UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER,...Washington Mutual Finance Corp • March 6th, 2001 • Personal credit institutions
EXHIBIT 4.2 UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER,...Washington Mutual Finance Corp • May 24th, 2001 • Personal credit institutions
UNLESS THIS SECURITY (AS DEFINED HEREIN) IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE "DEPOSITARY"), TO THE COMPANY (AS DEFINED HEREIN) OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE TO BE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY AND ANY AMOUNT PAYABLE THEREUNDER IS MADE PAYABLE TO CEDE & CO. OR TO SUCH OTHER NAME, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
1- 2 Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with...Aristar Inc • June 28th, 1999 • Personal credit institutions
CITICORP, AS GUARANTOR, ANDWashington Mutual Finance Corp • January 22nd, 2004 • Personal credit institutions • New York
EXHIBIT 1 TERMS AGREEMENTTerms Agreement • May 24th, 2001 • Washington Mutual Finance Corp • Personal credit institutions • New York
Senior Debt SecuritiesAristar Inc • October 8th, 1997 • Personal credit institutions
Exhibit 2.1 STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • January 22nd, 2004 • Washington Mutual Finance Corp • Personal credit institutions • Delaware
ARISTAR, INC.Aristar Inc • June 7th, 1999 • Personal credit institutions • New York
RECITALS OF THE COMPANY The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its subordinated and unsecured debentures, notes or other obligations for money so borrowed (herein...Aristar Inc • October 8th, 1997 • Personal credit institutions
1 EXHIBIT 1 TERMS AGREEMENTTerms Agreement • June 28th, 1999 • Aristar Inc • Personal credit institutions • New York
Exhibit 1 TERMS AGREEMENTTerms Agreement • June 8th, 2000 • Washington Mutual Finance Corp • Personal credit institutions • New York
Exhibit 2 (d) AMENDMENT TO BULK PURCHASE/SALES AGREEMENT THIS AMENDMENT, entered into as of this 31st day of August, 1996, by and between Great Western Bank, a Federal Savings Bank (hereinafter referred to as "Seller") and Blazer Financial Services,...Sales Agreement • November 13th, 1996 • Aristar Inc • Personal credit institutions
THIS AMENDMENT, entered into as of this 31st day of August, 1996, by and between Great Western Bank, a Federal Savings Bank (hereinafter referred to as "Seller") and Blazer Financial Services, Inc., a Florida corporation (hereinafter referred to as "Buyer"),
Exhibit 10 INCOME TAX ALLOCATION AGREEMENT This Income Tax Allocation Agreement ( Agreement ) dated January 1, 1996 is made between Great Western Financial Corporation ( GWFC ) and Aristar, Inc. ( Aristar ). WHEREAS, GWFC has established an Income Tax...Income Tax Allocation Agreement • March 26th, 1996 • Aristar Inc • Personal credit institutions
1 Exhibit 1 TERMS AGREEMENT May 12, 1999 ARISTAR, INC. 1201 Third Avenue Suite 1500 Seattle, Washington 98101 Dear Sirs: We (the "Underwriters" and the "Representatives") understand that Aristar, Inc., a Delaware corporation (the "Company"), proposes...1 Terms Agreement • May 18th, 1999 • Aristar Inc • Personal credit institutions
RECITALS OF THE COMPANYAristar Inc • June 12th, 1997 • Personal credit institutions
Exhibit 2 (f) AMENDMENT TO BULK PURCHASE/SALES AGREEMENT THIS AMENDMENT, entered into as of this 31st day of August, 1996, by and between Great Western Bank, a Federal Savings Bank (hereinafter referred to as "Seller") and Blazer Financial Services,...Sales Agreement • November 13th, 1996 • Aristar Inc • Personal credit institutions
THIS AMENDMENT, entered into as of this 31st day of August, 1996, by and between Great Western Bank, a Federal Savings Bank (hereinafter referred to as "Seller") and Blazer Financial Services, Inc. of Florida, a Florida corporation (hereinafter referred to as "Buyer"),
