Banco Santander, S. A. has a short-term unsecured debt rating of at least “A-2” from Standard & Poor’s and at least “Prime-1” by Moody’s and (iv) Santander Consumer is a direct or indirect subsidiary of Banco Santander, S.A. Notwithstanding the foregoing, the Servicer may remit Collections to the Collection Account on any other alternate remittance schedule (but not later than the Business Day prior to the related Payment Date) if the Rating Agency Condition is satisfied with respect to such alternate remittance schedule. Pending deposit into the Collection Account, Collections may be commingled and used by the Servicer at its own risk and are not required to be segregated from its own funds.
Banco Santander, S. A., NEW YORK BRANCH, as Lender By: /s/ Rxxx Xxxx-Xxxxxxxx Name: Rxxx Xxxx-Xxxxxxxx Title: Executive Director By: /s/ Txxxxxx Xxxxxxxx Name: Txxxxxx Xxxxxxxx Title: Senior Vice President BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Signature Pages BNP PARIBAS, as Lender By: /s/ Rxxx Xxxxxxx Name: Rxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxxxxx X. Xxxxx Name: Mxxxxxxxxx X. Xxxxx Title: Vice President BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) CREDIT AGRICOLE CORPORATE & INVESTMENT BANK, as Lender By: /s/ W. Jxx Xxxxxxx Name: W. Jxx Xxxxxxx Title: Managing Director By: /s/ Jxxxxxxx Xxxxx Name: Jxxxxxxx Xxxxx Title: Managing Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Signature Pages SOCIETE GENERALE, as Lender By: /s/ Exxxx Xxxxxxx Name: Exxxx Xxxxxxx Title: Managing Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Signature Pages STANDARD CHARTERED BANK, as Lender By: /s/ Sxxxxx Xxxxxxx Name: Sxxxxx Xxxxxxx Title: Managing Director, Capital Markets By: /s/ Hxxxx X. Xxxxx Name: Hxxxx X. Xxxxx Title: Associate Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Signature Pages THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Lender By: /s/ Gxxxx Xxxxxxxxxx Name: Gxxxx Xxxxxxxxxx Title: Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) NOMURA INTERNATIONAL PLC, as Lender By: /s/ Pxxxxxx Xxxxxx Name: Pxxxxxx Xxxxxx Title: Managing Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED, as Lender By: /s/ Rxxxxx Xxxxxx Name: Rxxxxx Xxxxxx Title: Director BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Signature Pages BANCO BILBAO VIZCAYA ARGENTARIA, S.A., as Lender By: /s/ Lxxx Xxxxxx Name: Lxxx Xxxxxx Title: Managing Director BANCO BILBAO VIZCAYA ARGENTARIA, S.A., NEW YORK BRANCH, as Lender By: /s/ Axxx-Xxxxxxx Xxxxxxx Name: Axxx-Xxxxxxx Xxxxxxx Title: Vice President - Structured Finance North America BlackRock, Inc. Amendment No. 4 to Five-Year Revolving Credit Agreement (2015) Exhibit A
Banco Santander, S. A. Address: Ciudad Grupo Santander Edificio Encinar Xxxxxxx xx Xxxxxxxxx 00000, Xxxxxxxx xxx Xxxxx Xxxxxx, Spain Telephone: +00 00 000 0000 / 2029 Facsimile: +00 00 000 0000 Attention: Head of Debt Capital Markets / Head of FI Syndicate Europe Barclays Bank PLC Address: 5 The North Colonnade Canary Wharf Xxxxxx X00 0XX Xxxxxx Xxxxxxx Telephone: +00 (0) 00 0000 0000 Facsimile: +00 (0) 00 0000 0000 Attention: Debt Syndicate BNP Paribas Address: 00 Xxxxxxxx Xxxxxx Xxxxxx XX0 0XX Telephone: +00 00 0000 0000 Facsimile: +00 00 0000 0000 Attention: MTN Desk UBS Limited Address: 000 Xxxxxxxxx Xxxxxx Xxxxxx XX0X 0XX Telephone: +00 00 0000 0000 Facsimile: +00 00 0000 0000 Attention: MTNs and Private Placements In consideration of the Issuer appointing the New Dealer as a Dealer in respect of the Covered Bonds under the Programme Agreement, the New Dealer hereby undertakes, for the benefit of the Issuer, the Guarantors, the Lead Managers and the Dealers, that, in relation to the issue of the Covered Bonds, it will perform and comply with all the duties and obligations expressed to be assumed by a Dealer under the Programme Agreement, a copy of which it acknowledges it has received from the Lead Managers. The Issuer and each of the Guarantors confirm that the New Dealer shall be vested with all authority, rights, powers, duties and obligations of a Dealer in relation to the issue of the Covered Bonds as if originally named as a Dealer under the Programme Agreement provided that following the Issue Date of the Covered Bonds the New Dealer shall have no further such authority, rights, powers, duties or obligations except for any which have accrued or been incurred prior to, or in connection with, the issue of the Covered Bonds.
Banco Santander, S. A. has a short-term unsecured debt rating of at least “Prime-1” from Moody’s, at least “A-2” from Standard & Poor’s and at least “F1” from Fitch and (iv) Santander Consumer is a direct or indirect subsidiary of Banco Santander, S.A. Notwithstanding the foregoing, the Servicer may remit Collections to the Collection Account on any other alternate remittance schedule (but not later than the Business Day prior to the related Payment Date) if the Rating Agency Condition is satisfied with respect to such alternate remittance schedule. Pending deposit into the Collection Account, Collections may be commingled and used by the Servicer at its own risk and are not required to be segregated from its own funds.
Banco Santander, S. A., London Branch, a Spanish "Sociedad Anónima" (public limited company), incorporated under the laws of Spain and regulated by the Bank of Spain (Banco de España) and the CNMV (Comisión Nacional xx Xxxxxxx de Valores) having its registered office at Xxxxx xx Xxxxxx 0-12, 39004 Santander, Spain, with registration number A-39000013, acting through its London Branch at 0 Xxxxxx Xxxxxx, Xxxxxx XX0 0XX, X.X (the "Class A Series 2016-2 Note Purchaser", "Class B Series 2016-2 Note Purchaser" and a "Note Purchaser");
Banco Santander, S. A., a banking entity incorporated under the Laws of the Kingdom of Spain whose company registration number is A-39000013, with its registered office at Paseo xx Xxxxxx, 0-00, Xxxxxxxxx (Xxxxx) (as a "Manager");
Banco Santander, S. A., NEW YORK BRANCH, as Term Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Managing Director By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Executive Director
Banco Santander, S. A., as Issuer By: /s/ Xxxx Urigoen Xxxxxx Name: Xxxx Urigoen Xxxxxx Title: Authorized Signatory THE BANK OF NEW YORK MELLON, London Branch, as Trustee, Calculation Agent and Principal Paying Agent By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President [Signature Page to Second Supplemental Indenture] THE BANK OF NEW YORK XXXXXX XX/NV, Luxembourg Branch, as Registrar By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President [Signature Page to Second Supplemental Indenture] EXHIBIT A FORM OF GLOBAL NOTE THIS NOTE IS A GLOBAL SECURITY AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY AS THE DEPOSITARY (AS DEFINED IN THE SENIOR PREFERRED DEBT SECURITIES INDENTURE GOVERNING THIS NOTE), OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO THE BASE INDENTURE, (II) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 3.05 OF THE BASE INDENTURE, (III) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 3.09 OF THE BASE INDENTURE AND (IV) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE COMPANY. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SP 2027 FIXED-TO-FIXED RATE NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS GLOBAL SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY), 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. THE RANKING OF THIS NOTE IS SET FORTH IN SECTION 2.02 OF THE SENIOR PREFERRED DEBT SECURITIES INDENTURE, AND SECTION 2.01(r) OF THE SE...
Banco Santander, S. A. SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-3 By: Mxxxxx Axxxx Xxxxxxxx Xxxxxxxx By: U.S. BANK TRUST NATIONAL ASSOCIATION, not in its Name: Mxxxxx Axxxx Xxxxxxxx Xxxxxxxx individual capacity, but solely as Owner Trustee Title: Authorized Signature Date: By: /s/ Axxxxxx Xxxxxx Name: Axxxxxx Xxxxxx Title: Trust Officer Date:
Banco Santander, S. A. ) /s/ Rxxxx Xxxxxxxx In the presence of: ) Rxxxx Xxxxxxxx ) ) /s/ Axxxxxx Xxxxx ) Axxxxxx Xxxxx SIGNED by ) /s/ Jilhanne Flegean-Kihal ) Jilhanne Flegean-Kihal for and on behalf of ) BNP PARIBAS ) /s/ Bxxxxxx Hxxxx In the presence of: ) Bxxxxxx Hxxxx SIGNED by ) /s/ Ixxxxx Xxxxxxx ) Ixxxxx Xxxxxxx for and on behalf of )
