Interest Rate Swap Confirmation
Exhibit 10.1
[JP Morgan LOGO]
JPMorgan Chase Bank
4 Metrotech Center, 17th Floor
Brooklyn, New York 11245
Interest Rate Swap Confirmation
To | : | BAKER HUGHES INC 3900 ESSEX LANE SUITE 1200 HOUSTON TEXAS 77027-5177 USA CONTACT: DOUG DOTY T: 713 ###-###-#### | ||
Attn | : | Swap Operations | ||
Fax | : | 713 ###-###-#### | ||
Date | : | 7 April 2004 | ||
Re | : | Transaction Reference No. 0004161145 / 68565083 |
The purpose of this letter agreement is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date below. It constitutes a “Confirmation” as referred to in the ISDA Master Agreement described below.
The definitions and provisions contained in the 2000 ISDA Definitions as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) (the “Definitions”) are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern.
| 1. | This Confirmation supplements, forms parts of, and is subject to, the ISDA Master Agreement dated as of 6 March 2000, as amended and supplemented from time to time (the “Agreement”), between JPMorgan Chase Bank (“JPMorgan”) and Baker Hughes Inc (“Counterparty”). All provisions contained in the Agreement govern this Confirmation except as expressly modified below. |
| 2. | The terms of the particular Transaction to which this Confirmation relates are as follows: |
Notional Amount: | USD 325,000,000.00 | |
Trade Date: | 7 April 2004 | |
Effective Date: | 13 April 2004 | |
Termination Date: | 15 January 2009, subject to adjustment in accordance with the Modified Following Business Day Convention. |
Confirmation – Swap Transaction | JP Morgan Ref: 0004161145/68565083 |
Floating Amounts: | ||
Floating Rate Payer: | Counterparty | |
Floating Rate Payer Payment Dates: | 15 July, 15 January of each year commencing with 15 July 2004 and ending with, and including, the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention. | |
Floating Rate for initial Calculation Period: | 1.140000 percent (exclusive of spread) | |
Floating Rate Option: | USD – LIBOR – BBA | |
Spread: | Plus 2.741000 percent | |
Designated Maturity: | 6 Months, except for the initial Calculation Period which shall be interpolated | |
Reset Dates: | The first day of each Calculation Period | |
Compounding: | Not Applicable | |
Floating Rate | ||
Day Count Fraction: | Actual/360 | |
Business Days: | London, New York | |
Fixed Amounts: | ||
Fixed Rate Payer: | JPMorgan | |
Fixed Rate Payer Payment Dates: | 15 July, 15 January of each year commencing with 15 July 2004 and ending with, and including, the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention | |
Fixed Rate | ||
Day Count Fraction: | 30/360 | |
Period End Date: | No Adjustment | |
Business Days: | London, New York | |
Calculation Agent: | JPMorgan, unless otherwise specified in the Agreement |
Confirmation – Swap Transaction | JP Morgan Ref: 0004161145/68565083 |
3. | Account Details | ||||
| Payments to JP Morgan: | |||||
| JP MORGAN CHASE BANK, NEW YORK, JPMORGAN, NY ABA# 021000021, A/C# | |||||
| Payments to Counterparty: | |||||
| To JPMORGAN CHASE BANK HOUSTON, Account No: Favor BAKER HUGHES INC, Houston | |||||
4. | Office, address and telephone number for Notices in connection with this Transaction | ||||
| (a) Counterparty: | its Office in 3900 ESSEX LANE, SUITE 1200 HOUSTON TEXAS 77027-5177 USA CONTACT: DOUG DOTY T: 713 ###-###-#### F: 713 ###-###-#### | ||||
| (b) JPMorgan: | its head Office in New York c/o 4 Metrotech Center, 17th Floor Brooklyn, New York 11245 | ||||
5. | Documents to be Delivered | ||||
| Each party shall deliver to the other, at the time of its execution of this Confirmation, evidence of the incumbency and specimen signature of the person(s) executing this Confirmation, unless such evidence has been previously supplied and remains true and in effect. | |||||
Confirmation – Swap Transaction | JP Morgan Ref: 0004161145/68565083 |
Please confirm that the foregoing correctly sets forth the terms of our agreement by executing a copy of this Confirmation and returning it to us.
| Yours sincerely, | ||
| JPMORGAN CHASE BANK | ||
| By: | /s/Carmine Pilla | |
| Name: Carmine Pilla Title: Vice President | ||
Confirmed as of the date first
Above written:
BAKER HUGHES INC
| By: | /s/ Douglas C. Doty | |
| Name: | Douglas C. Doty | |
| Title: | V.P. & Treasurer | |
