EXHIBIT 10.1
AEGON
AMENDMENT NO 6. TO GUARANTEE
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BY:
AEGON N.V. (THE "GUARANTOR")
WHEREAS:
(A) Under the terms of that certain Guarantee dated August 1, 2000 renewed by
Amendment No. 1 to Guarantee, dated November 23, 2000 (the "GUARANTEE")
executed by the Guarantor, the Guarantor has previously agreed to guarantee
unconditionally and irrevocably all payments of principal, premium (if any)
and interest (if any) due in respect of the notes issued during the term of
the Guarantee as part of the USD 2,625,000,000 commercial paper program
(the "NOTES") of Transamerica Finance Corporation (the "ISSUER").
(B) The Guarantor desires to amend the Guarantee in certain respects.
NOW THIS AMENDMENT NO. 6 TO GUARANTEE WITNESSES AND IT IS HEREBY DECLARED AS
FOLLOWS:
1. The third paragraph of the text of the Guarantee shall be amended and
replaced, to read in its entirety as follows:
The Guarantee shall extend to all Notes issued by the Issuer for the
period from August 1, 2000 until December 31, 2003 (the "DURATION"). The
Guarantee shall continue in full force and effect until all principal,
premium and interest (including any additional amounts required to be paid
in accordance with the Notes) and all other monies payable in respect of
each Note issued by the Issuer during the Duration of this Guarantee have
been paid. The Guarantee may be renewed, in Guarantor's sole dscretion, for
a specified duration in order to continue to serve in full force and effect
for Notes issued by the Issuer after the Duration of this Guarantee.
Renewal of the Guarantee will require an amendment to this Guarantee to be
issued by the Guarantor on or before December 15, 2003. In the event that
the Issuer is no longer an affiliated company of Guarantor, this Guarantee
shall automatically terminate and be of no force or effect with respect to
all Notes issued subsequent to such event. Any such termination of this
Guarantee shall not affect the rights of any holders of Notes issued during
the Duration while the Issuer was an affiliated company of Guarantor.
2. This Amendment No. 6 to Guarantee shall be governed by and construed in
accordance with the laws of the State of New York, without regard to conflicts
of law provisions, except to authorization and execution by or on behalf of the
Guarantor which are required to be governed by the laws of The Netherlands.
3. Except as amended hereby, the Guarantee remains in full force and
effect. Any subsequent references to the Guarantee shall mean the Guarantee as
amended hereby.
The Hague, June 20, 2003
AEGON N.V.
By: /s/ J.B.M. Streppel
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Name: J.B.M. Streppel
Title: Member Executive Board
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