JPMORGAN CHASE BANK, N.A.
Exhibit 10.5
| JPMORGAN CHASE BANK, N.A. |
| 383 Madison Avenue |
| New York, New York 10179 |
October 21, 2016
International Business Machines Corporation
One New Orchard Road
Armonk, New York 10504
Attention: Heather Wilson
Ladies and Gentlemen:
Reference is made to (i) the Credit Agreement, dated as of November 10, 2011 (as amended or modified from time to time, the “Credit Agreement”) among International Business Machines Corporation., a New York corporation (“IBM”), each Subsidiary Borrower (as defined in the Credit Agreement), the Lenders (as defined in the Credit Agreement), JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and the other agents named therein and (ii) the Extension Request, dated as of September 21, 2016 (the “Extension Request”), delivered by IBM to the Administrative Agent pursuant to Section 2.21(a) of the Credit Agreement. Capitalized terms used but not defined herein are used with the meanings assigned to them in the Credit Agreement.
We hereby confirm that, prior to the Extension Request Deadline specified in the Extension Request, we have received executed consents to the extension of the Termination Date requested in the Extension Request from each of the Lenders listed on Schedule 1 hereto extending the Termination Date with respect to the Revolving Credit Commitments of such consenting Lenders to November 10, 2021. Also listed on Schedule 1 are each Lender’s respective Revolving Credit Commitment under the Credit Agreement as of the date hereof.
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| Very truly yours, | |
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| JPMORGAN CHASE BANK, N.A., as Administrative | |
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| Agent | |
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| By: | /s/ Donatus Anusionwu |
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| Name: Donatus Anusionwu | |
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| Title:Vice President | |
Schedule 1
| Lender |
| Revolving Credit Commitment |
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| JPMorgan Chase Bank, N.A. |
| $ | 575,000,000 |
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| BNP Paribas |
| $ | 575,000,000 |
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| Citibank, N.A. |
| $ | 575,000,000 |
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| Royal Bank of Canada |
| $ | 575,000,000 |
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| Mizuho Bank, Ltd. |
| $ | 525,000,000 |
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| Bank of America, N.A. |
| $ | 450,000,000 |
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| Barclays Bank PLC |
| $ | 450,000,000 |
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| Deutsche Bank AG New York Branch |
| $ | 450,000,000 |
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| HSBC Bank USA N.A. |
| $ | 450,000,000 |
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| Wells Fargo Bank, N.A. |
| $ | 450,000,000 |
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| The Bank of Tokyo-Mitsubishi UFJ, Ltd. |
| $ | 315,000,000 |
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| Banco Santander, S.A. |
| $ | 300,000,000 |
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| Commerzbank AG, New York Branch |
| $ | 300,000,000 |
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| Credit Suisse, Cayman Islands Branch |
| $ | 300,000,000 |
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| Goldman Sachs Bank USA |
| $ | 300,000,000 |
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| ING Bank N.V., Dublin Branch |
| $ | 300,000,000 |
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| Societe Generale |
| $ | 300,000,000 |
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| U.S. Bank National Association |
| $ | 300,000,000 |
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| UniCredit Bank AG, New York Branch |
| $ | 300,000,000 |
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| Bank of China, New York Branch |
| $ | 250,000,000 |
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| Mitsubishi UFJ Trust and Banking Corporation |
| $ | 210,000,000 |
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| Australia and New Zealand Banking Group Limited |
| $ | 200,000,000 |
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| PNC Bank, National Association |
| $ | 200,000,000 |
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| Standard Chartered Bank |
| $ | 200,000,000 |
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| Sumitomo Mitsui Banking Corporation |
| $ | 200,000,000 |
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| Toronto Dominion (New York) LLC |
| $ | 200,000,000 |
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| Banco Bilbao Vizcaya Argentaria, S.A., New York Branch |
| $ | 100,000,000 |
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| Banco Bradesco S.A., New York Branch |
| $ | 100,000,000 |
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| Canadian Imperial Bank of Commerce, New York Branch |
| $ | 100,000,000 |
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| Danske Bank A/S |
| $ | 100,000,000 |
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| Industrial and Commercial Bank of China Limited New York Branch |
| $ | 100,000,000 |
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| Lloyds Bank plc |
| $ | 100,000,000 |
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| Raiffeisen Bank International AG |
| $ | 100,000,000 |
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| State Street Bank and Trust Company |
| $ | 100,000,000 |
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| The Bank of New York Mellon |
| $ | 100,000,000 |
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| The Northern Trust Company |
| $ | 100,000,000 |
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| Total: |
| $ | 10,250,000,000 |
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