FIRST AMENDMENT FIRST AMENDMENT, dated as of July 9, 2003 (the "AMENDMENT"), to the Fifth Amended and Restated Credit Agreement, dated as of March 15, 2002 (as amended, the "CREDIT AGREEMENT"), among IRON MOUNTAIN INCORPORATED, a Pennsylvania...
Exhibit 10.1
EXECUTION VERSION
FIRST AMENDMENT
FIRST AMENDMENT, dated as of July 9, 2003 (the "AMENDMENT"), to the
Fifth Amended and Restated Credit Agreement, dated as of March 15, 2002 (as
amended, the "CREDIT AGREEMENT"), among IRON MOUNTAIN INCORPORATED, a
Pennsylvania corporation (the "COMPANY"), IRON MOUNTAIN CANADA CORPORATION
(formerly known as Xxxxxx Xxxxx Canada Company), a company organized under the
laws of the Province of Nova Scotia, the several banks and other financial
institutions or entities from time to time parties to the Credit Agreement (the
"LENDERS"), FLEET NATIONAL BANK, as documentation agent, X.X. XXXXXX SECURITIES
INC., as arranger and book manager, X.X. XXXXXX BANK CANADA, as Canadian
Administrative Agent, and JPMORGAN CHASE BANK, as administrative agent for the
Lenders (in such capacity, the "ADMINISTRATIVE AGENT").
W I T N E S S E T H:
WHEREAS, the Company has requested that the Lenders and the
Administrative Agent agree to the amendments to the Credit Agreement set forth
below, and the Lenders parties hereto and the Administrative Agent agree to such
amendments upon the terms set forth herein;
NOW, THEREFORE, in consideration of the respective covenants and
agreements set forth herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
hereby agree as follows:
1. DEFINED TERMS. Unless otherwise defined herein, all
capitalized terms used herein shall have the meanings given to them in the
Credit Agreement.
2. AMENDMENTS TO SECTION 9.24 (INVESTMENTS IN EXCLUDED
SUBSIDIARIES). Section 9.24 is hereby amended to read in its entirety as
follows:
"The Company will not, and will not permit any of its Subsidiaries
(other than its Excluded Subsidiaries), to make any advance, loan or other
extension of credit to, or any other Investment in, or Guarantee any
Indebtedness of, any Excluded Subsidiary or any other person organized
outside of the United States or principally conducting its business outside
the United States if, after giving effect thereto, the aggregate
outstanding amount of such Investments and Guaranties (other than (a)
Guaranties permitted under clause (viii) of the definition of "Permitted
Indebtedness" in Section 1.01 hereof, (b) the Guaranties by the Company and
its Subsidiaries of (x) the Xxxxxx 1998 Senior Notes and (y) Indebtedness
under the Canadian Commitments, and (c) Investments by the Company in Iron
Mountain Canada Corporation to finance the payment by Iron Mountain Canada
Corporation of principal, interest and other amounts due in respect of the
Xxxxxx 1998 Senior Notes) made after July 9, 2003 is greater than
$400,000,000 (with the applicable exchange rate for any Investment or
Guaranty or repayment thereof determined by reference to the relevant
Exchange Rate in effect at the time of such Investment or Guaranty or
repayment)."
3. AMENDMENT TO SECTION 11 (THE ADMINISTRATIVE AGENT). X.X. Xxxxxx
Bank Canada hereby resigns as Canadian Administrative Agent and the Majority
Lenders, in consultation with the Company, hereby appoint JPMorgan Chase Bank,
Toronto Branch, as its successor. JPMorgan Chase Bank, Toronto Branch hereby
accepts such appointment as Canadian Administrative Agent. As of the
Effectiveness Date, as defined below, all provisions of the Credit Agreement,
including but not limited to Section 11 thereof, shall apply to JPMorgan Chase
Bank, Toronto Branch, upon the same terms and subject to the same conditions as
provided in Section 11 thereof, MUTATIS MUTANDIS. This Section 3 of the
Amendment shall become effective immediately upon receipt of the signature pages
executed by the Majority Lenders and the Company, without regard to the other
conditions precedent set forth in Section 6 hereof.
4. AMENDMENT TO SECTION 12.02 (NOTICES). Section 12.02 is hereby
amended by deleting the Address for Notices with regard to the Canadian
Administrative Agent referred to therein and replacing it in its entirety with
the information contained in Exhibit A hereto.
5. REPRESENTATIONS AND WARRANTIES. On and as of the date hereof, the
Company hereby confirms, reaffirms and restates the representations and
warranties set forth in Section 8 of the Credit Agreement MUTATIS MUTANDIS,
except to the extent that such representations and warranties expressly relate
to a specific earlier date in which case the Borrower hereby confirms, reaffirms
and restates such representations and warranties as of such earlier date.
6. EFFECTIVENESS. This Amendment shall become effective immediately
upon: (i) execution by the Majority Lenders and the Company and (ii) the payment
by the Company to the Administrative Agent, on behalf of each Lender that
executes and delivers a counterpart of this Amendment, of an amendment fee in an
amount equal to 0.05% of each such Lender's Commitment (the "EFFECTIVENESS
DATE").
7. VALID AND BINDING. This Amendment shall be binding upon and inure
to the benefit of each of the parties hereto and their respective successors and
assigns.
8. PAYMENT OF EXPENSES. The Company agrees to pay or reimburse the
Administrative Agent for all out-of-pocket costs and expenses incurred in
connection with the Amendment, any other documents prepared in connection
herewith and the transactions contemplated hereby, including, without
limitation, the reasonable fees and disbursements of counsel.
9. REFERENCE TO AND EFFECT ON THE CREDIT AGREEMENT; LIMITED EFFECT.
On and after the date hereof and the satisfaction of the conditions contained in
this Amendment, each reference in the Credit Agreement to "this Agreement",
"hereunder", "hereof" or words of like import referring to the Credit Agreement
shall mean and be a reference to the Credit Agreement as amended hereby. The
execution, delivery and effectiveness of this Amendment shall not, except as
expressly provided herein, operate as a waiver of any right, power or remedy of
any Lender under the Credit Agreement, nor constitute a waiver of any provisions
of the Credit Agreement. Except as expressly amended herein, all of the
provisions and covenants of the Credit Agreement are and shall continue to
remain in full force and effect in accordance with the terms thereof and are
hereby in all respects ratified and confirmed.
2
10. GOVERNING LAW. THIS AMENDMENT SHALL BE CONSTRUED AND ENFORCED IN
ACCORDANCE WITH, AND THE RIGHTS OF THE PARTIES SHALL BE GOVERNED BY, THE LAW OF
THE STATE OF NEW YORK.
11. COUNTERPARTS. This Amendment may be executed by one or more of
the parties hereto in any number of separate counterparts (which may include
counterparts delivered by facsimile transmission) and all of said counterparts
taken together shall be deemed to constitute one and the same instrument. Any
executed counterpart delivered by facsimile transmission shall be effective as
for all purposes hereof.
3
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be duly executed and delivered by their proper and duly authorized officers as
of the day and year first above written.
IRON MOUNTAIN INCORPORATED
By: /s/ Xxxx X. Xxxxx, Xx.
-----------------------
Name: Xxxx X. Xxxxx, Xx.
Title: EVP & CFO
4
JPMORGAN CHASE BANK, as
Administrative Agent
By: /s/ Xxxxxx X. Xxxxx
--------------------
Name: Xxxxxx X. Xxxxx
Title: Managing Director
JPMORGAN CHASE BANK, as
a Lender
By: /s/ Xxxxxx X. Xxxxx
--------------------
Name: Xxxxxx X. Xxxxx
Title: Managing Director
5
X.X. XXXXXX BANK CANADA
as former Canadian Administrative Agent,
By: /s/ Xxxxxxxxx Xxxx
-------------------
Name: Xxxxxxxxx Xxxx
Title: Vice President
0
XXXXXXXX XXXXX XXXX,
XXXXXXX BRANCH
as new Canadian Administrative Agent
and as a Lender,
By: /s/ Xxxxxxxxx Xxxx
-------------------
Name: Xxxxxxxxx Xxxx
Title: Vice President
7
AERIES FINANCE-II LTD.
By:INVESCO Senior Secured Management, Inc.
As Sub-Managing Agent
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
8
AIM FLOATING RATE FUND
By:INVESCO Senior Secured Management, Inc.
As Attorney in fact
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
9
AIMCO CDO Series 2000-A
By: /s/
---------------------
Name:
Title:
By: /s/
---------------------
10
AIMCO CLO Series 2001-A
By: /s/
---------------------
Name:
Title:
By: /s/
---------------------
11
ALLSTATE LIFE INSURANCE COMPANY
By: /s/
---------------------
Name:
Title:
By: /s/
---------------------
12
APEX (IDM) CDO I, LTD.
----------------------
ELC (CAYMAN) LTD. 2000-I
------------------------
By: Xxxxx X. Xxxxxx & Company Inc. as Collateral
Manager
By: /s/ Xxxxxxxx Xxxxxxx
---------------------
Name: Xxxxxxxx Xxxxxxx
Title: Managing Director
MAPLEWOOD (CAYMAN) LIMITED
--------------------------
By: Xxxxx X. Xxxxxx & Company Inc. under
delegated authority from Massachusetts Mutual Life
Insurance Company as Investment Manager
By: /s/ Xxxxxxxx Xxxxxxx
---------------------
Name: Xxxxxxxx Xxxxxxx
Title: Managing Director
SIMSBURY CLO, LIMITED
---------------------
By: Xxxxx X. Xxxxxx & Company Inc. under
delegated authority from Massachusetts Mutual Life
Insurance Company as Investment Manager
By: /s/ Xxxxxxxx Xxxxxxx
---------------------
Name: Xxxxxxxx Xxxxxxx
Title: Managing Director
MASSACHUSETTS MUTUAL LIFE
INSURANCE COMPANY
-----------------
By: Xxxxx X. Xxxxxx & Company Inc. Insurance as
Investment Manager
By: /s/ Xxxxxxxx Xxxxxxx
---------------------
Name: Xxxxxxxx Xxxxxxx
Title: Managing Director
13
APEX (Trimaran) CDO I, LTD.
By Trimaran Advisors, L.L.C.
By: /s/ Xxxxx X. Xxxxxxxx
----------------------
Name: Xxxxx X. Xxxxxxxx
Title: Managing Director
14
ARAB BANK plc
By: /s/ Xxxxxx X. Xxxxxx
---------------------
Name: Xxxxxx X. Xxxxxx
Title: Senior Vice President
15
AVALON CAPITAL LTD.
By: INVESCO Senior Secured Management, Inc.
As Portfolio Advisor
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
16
AVALON CAPITAL LTD. 2
By: INVESCO Senior Secured Management, Inc.
As Portfolio Advisor
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
17
BALLYROCK CDO I Limited,
By: BALLYROCK Investment Advisors LLC,
as Collateral Manager
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: Assistant Treasurer
00
Xxx Xxxx xx Xxx Xxxx
By: /s/ Xxxxxxx X. Xxxxxxx
-----------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
00
Xxx Xxxx xx Xxxx Xxxxxx
By: /s/ Xxxx X. Xxxxxx
-------------------
Name: Xxxx X. Xxxxxx
Title: Managing Director
20
Bank One, NA
By: /s/ Xxxxxxx Xxxx
-----------------
Name: Xxxxxxx Xxxx
Title: Associate
21
BEAR XXXXXXX CORPORATE LENDING INC.
By: /s/ Xxxxxxxx Xxxxxxx
---------------------
Name: Xxxxxxxx Xxxxxxx
Title: Authorized Signatory
22
BIG SKY SENIOR LOAN FUND, LTD.
By: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
---------------------
Name:
Title: Vice President
23
Carlyle High Yield Partners II, Ltd.
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: Managing Director
24
Carlyle High Yield Partners III, Ltd.
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: Managing Director
25
Carlyle High Yield Partners IV, Ltd.
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: Managing Director
26
CHARTER VIEW PORTFOLIO
By: INVESCO Senior Secured Management, Inc.
As Investment Advisor
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
27
CIBC Inc.
By: /s/ Xxxxxxx Xxxxxx
-------------------
Name: Xxxxxxx Xxxxxx
Title: Executive Director
CIBC World Markets Corp. As Agent
28
Citizens Bank of Massachusetts
By: /s/ Xxx X. Xxxxx
-----------------
Name: Xxx X. Xxxxx
Title: Loan Officer
29
COSTANTINUS XXXXX XXXXX CDO V, LTD.
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
------------------------
Name:
Title: Vice President
30
Credit Lyonnais New York Branch
By: /s/ Xxxxx X. Xxxxxxxxx
-----------------------
Name: Xxxxx X. Xxxxxxxxx
Title: Vice President
31
DIVERSIFIED CREDIT PORTFOLIO LTD.
By: INVESCO Senior Secured Management, Inc.
As Investment Advisor
By: /s/ Xxxxxx X.X. Xxxxx
-----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
32
Dresdner Bank AG - New York and Grand Cayman
By: /s/ Xxxxx X. Xxxxxxx-Xxxxxxxx & Xxxxxxx Xxxxxxx
------------------------------------------------
Name: Xxxxx X. Xxxxxxx-Xxxxxxxx & Xxxxxxx Xxxxxxx
Title: Director & Vice President
33
XXXXX XXXXX CDO III, LTD.
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
34
XXXXX XXXXX CDO IV, LTD.
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
35
XXXXX XXXXX SENIOR INCOME TRUST
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
36
XXXXX XXXXX INSTITUTIONAL SENIOR
LOAN FUND
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
37
ERSTE BANK, NEW YORK BRANCH
By: /s/ Xxxxxxx X. Xxxxxx
----------------------
Name: Xxxxxxx X. Xxxxxx
Title: Vice President
By: /s/ Xxxxx Xxxxx
----------------
Name: Xxxxx Xxxxx
Title: First Vice President
38
Fidelity Advisor Series II: Fidelity Advisor
Floating Rate High Income Fund
By: /s/ Xxxx X. Xxxxxxxx
---------------------
Name: Xxxx X. Xxxxxxxx
Title: Assistant Treasurer
39
Fleet National Bank
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------
Name: Xxxxxxx X. Xxxxxx
Title: Senior Vice President
40
General Electric Capital Corporation
By: /s/ Xxxxxx X. Xxxxxxx
-----------------------
Name: Xxxxxx X. Xxxxxxx
Title: Duly Authorized Signatory
41
XXXXXXX & CO
BY: BOSTON MANAGEMENT AND RESEARCH
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
42
Gulf Stream-Compass CLO 2002-1, Ltd.
By: Gulf Stream Asset Management, LLC, as
collateral manager
By: /s/ Xxxxx X. Love
-------------------
Name: Xxxxx X. Love
Title: Chief Credit Officer
43
HARBOUR TOWN FUNDING LLC
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
44
HSBC Bank USA
By: /s/ Xxxxxx X. Xxxxxxx
----------------------
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
45
ING PRIME RATE TRUST
By: ING Investments, LLC
as its investment manager
By: /s/ Xxxxx X. Xxxxxx
--------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
46
ING SENIOR INCOME FUND
By: ING Investments, LLC
as its investment manager
By: /s/ Xxxxx X. Xxxxxx
--------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
47
INVESCO CBO 2000-1 LTD.
By: INVESCO Senior Secured Management, Inc.
as Portfolio Advisor
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
48
JUPITER FUNDING TRUST
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
49
JUPITER LOAN FUNDING LLC
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
50
KATONAH I, LTD.
By: /s/ Xxxxx Xxxxx Xxxxx
----------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C., As Manager
51
KATONAH III, LTD.
By: /s/ Xxxxx Xxxxx Xxxxx
----------------------
Name: Xxxxx Xxxxx Xxxxx
Title: Authorized Officer
Katonah Capital, L.L.C., As Manager
52
LAGUNA FUNDING TRUST
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
53
Madison Avenue CDO I, Ltd.
By: Metropolitan Life Insurance Company
as Collateral Manager
By: /s/ Xxxxx X. Xxxxxxx
---------------------
Name: Xxxxx X. Xxxxxxx
Title: Director
54
Mariner CDO 2002, Ltd.
By: /s/
-------------------------
Name:
Title:
55
Metropolitan Life Insurance Company
By: /s/ Xxxxx X. Xxxxxxx
---------------------
Name: Xxxxx X. Xxxxxxx
Title: Director
56
ML CLO XV PILGRIM AMERICA
(CAYMAN) LTD.
By: ING Investments, LLC
as its investment manager
By: /s/ Xxxxx X. Xxxxxx
--------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
57
OASIS COLLATERALIZED HIGH INCOME PORTFOLIOS-1 LTD.
By: INVESCO Senior Secured Management, Inc.
as Subadvisor
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
58
OLYMPIC FUNDING TRUST, SERIES 1999-1
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
59
OXFORD STRATEGIC INCOME FUND
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
By: /s/
-------------------------
Name:
Title: Vice President
60
PPM SHADOW CREEK FUNDING LLC
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
61
PPM SPYGLASS FUNDING TRUST
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
62
The Prudential Insurance Company of America
By: Prudential Investment Management, Inc.
as Investment Advisor
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: Vice President
63
XXXXXX DIVERSIFIED INCOME TRUST
By: /s/ Xxxx Xxxxx
---------------
Name: Xxxx Xxxxx
Title: V.P.
64
Sankaty Advisors, LLC as Collateral
Manager for Castle Hill II - INGOTS,
Ltd., as Term Lender
By: /s/ Xxxxx X. Xxxxx
-------------------
Name: Xxxxx X. Xxxxx
Title: Managing Director
Portfolio Manager
65
Sankaty Advisors, LLC as Collateral
Manager for Great Point CLO 1999-1
Ltd., as Term Lender
By: /s/ Xxxxx X. Xxxxx
-------------------
Name: Xxxxx X. Xxxxx
Title: Managing Director
Portfolio Manager
66
Sankaty Advisors, LLC as Collateral
Manager for Race Point CLO, Limited,
as Term Lender
By: /s/ Xxxxx X. Xxxxx
-------------------
Name: Xxxxx X. Xxxxx
Title: Managing Director
Portfolio Manager
67
Sankaty High Yield Partners III, L.P.
By: /s/ Xxxxx X. Xxxxx
-------------------
Name: Xxxxx X. Xxxxx
Title: Managing Director
Portfolio Manager
68
SARATOGA CLO I, LIMITED
By: INVESCO Senior Secured Management, Inc.
as Asset Manager
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
69
SAWGRASS TRADING LLC
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Assistant Vice President
70
Seaboard CLO 2000 Ltd.
By: ORIX Capital Markets, LLC
Its Collateral Manager
By: /s/ Xxxxxxxx X.X. Xxxxx, Xx.
-----------------------------
Name: Xxxxxxxx X.X. Xxxxx, Xx.
Title: Managing Director
71
SENIOR DEBT PORTFOLIO
By: Boston Management and Research
as Investment Advisor
By: /s/
----------------------
Name:
Title: Vice President
72
SEQUILS-Glace Bay, Ltd.
By Royal Bank of Canada as Collateral Manager
By: /s/ Xxxxxxx Xxxxxx
-------------------
Name: Xxxxxxx Xxxxxx
Title: Partner
73
SEQUILS-LIBERTY, LTD.
By: INVESCO Senior Secured Management, Inc.
as Collateral Manager
By: /s/ Xxxxxx X.X. Xxxxx
----------------------
Name: Xxxxxx X.X. Xxxxx
Title: Authorized Signatory
74
The Sumitomo Trust & Bank Co., Ltd., New York
Branch
By: /s/ Xxxxxxxxx X. Xxxxx
-----------------------
Name: Xxxxxxxxx X. Xxxxx
Title: Vice President
75
TORONTO DOMINION (NEW YORK), INC.
By: /s/ Xxxxxx Xxxxx
-----------------
Name: Xxxxxx Xxxxx
Title: Vice President
76
UNION BANK of CALIFORNIA, N.A.
By: /s/ Xxxxxx X. Xxxxxx
---------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President
77
XXX XXXXXX CLO II, LIMITED
By: Xxx Xxxxxx Investment Advisory Corp.
as Collateral Manager
By: /s/ Xxxxxx X. Xxxxxx
---------------------
Name: Xxxxxx X. Xxxxxx
Title: Executive Director
78
XXX XXXXXX SENIOR INCOME TRUST
By: Xxx Xxxxxx Investment Advisory Corp.
By: /s/ Xxxxxx X. Xxxxxx
---------------------
Name: Xxxxxx X. Xxxxxx
Title: Executive Director
79
WACHOVIA BANK, NATIONAL
ASSOCIATION
By: /s/ Xxxxxxx Xxxxxxx
--------------------
Name: Xxxxxxx Xxxxxxx
Title: Vice President
80
Xxxxxxx Bank
By: /s/ Xxxxxxx Xxxxxx
-------------------
Name: Xxxxxxx Xxxxxx
Title: Vice President
81
WINGED FOOT FUNDING TRUST
By: /s/ Xxx X. Xxxxxx
------------------
Name: Xxx X. Xxxxxx
Title: Authorized Agent
82
EXHIBIT A
NOTICE INFORMATION / WIRING INSTRUCTIONS
AGENT: XXXXXXXX XXXXX XXXX , XXXXXXX BRANCH
ADDRESS: 000 Xxx Xxxxxx, Xxxxx 0000
Xxxxx Xxxx Xxxxx, Xxxxx Xxxxx
Xxxxxxx, Xxxxxxx
X0X 0X0
CREDIT CONTACT: Xxxxxxxxx Xxxx
Vice President
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
E-mail: Xxxxxxxxx.Xxxx@xxxxxxxx.xxx
ADMINISTRATIVE CONTACT: Xxxxxx Staff / Xxxxxx Xxxxxx
Corporate Banking Officer
Telephone: (000) 000-0000 / (000) 000-0000
Facsimile: (000) 000-0000
E-mail: Xxxxxx.Xxxxx@xxxxxxxx.xxx /
Ramona K Xxxxxx@xxxxxxxx.xxx
PAYMENTS TO BE MADE AS FOLLOWS:
CANADIAN DOLLARS
ROYAL BANK OF CANADA
CORRESPONDENT XXX XXXXXXXX, XXXXXXX
TRANSIT #: 00000
F/A: XXXXXXXX XXXXX XXXX, XXXXXXX BRANCH
A/C #: 1000405
U.S. DOLLARS
JPMORGAN CHASE BANK, NEW YORK
SWIFT: XXXXXX00
ABA: 000000000
F/A: XXXXXXXX XXXXX XXXX, XXXXXXX BRANCH
A/C #: 400929821
