Amendment No. 2 to Revolving Credit Agreement among National Rural Utilities Cooperative Finance Corporation and Lender Banks

Summary

This amendment, dated October 7, 2005, modifies the Revolving Credit Agreement originally signed on March 23, 2005, between National Rural Utilities Cooperative Finance Corporation and several major banks. The amendment changes a specific term in the lien covenant, increasing a threshold from 110% to 150%. It becomes effective once signed by the borrower and the required banks. The agreement is governed by New York law and confirms that all other borrower representations remain true and that no default exists at the time of amendment.

EX-4.7 9 rcaamend247.htm AMENDMENT NO.2 TO CREDIT AGREEMENT 4.7 - AMENDMENT NO. 2 TO CREDIT AGREEMENT

AMENDMENT NO. 2 TO CREDIT AGREEMENT



            AMENDMENT dated as of October 7, 2005 to the Revolving Credit Agreement dated as of March 23, 2005 (the "Credit Agreement") among NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION (the "Borrower"), the BANKS party thereto (the "Banks"), JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A. and THE BANK OF TOKYO-MITSUBISHI, LTD., NEW YORK BRANCH, as Co-Documentation Agents, ABN AMRO BANK N.V., as Syndication Agent, and THE BANK OF NOVA SCOTIA, as Administrative Agent (the "Administrative Agent").



W I T N E S S E T H :



            WHEREAS, the parties hereto desire to amend the Credit Agreement to provide an additional exception to the lien covenant;



            NOW, THEREFORE, the parties hereto agree as follows:



            SECTION 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein that is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to "hereof", "hereunder", "herein" and "hereby" and each other similar reference and each reference to "this Agreement" and each other similar reference contained in the Credit Agreement shall, from and after the Amendment Effective Date (as defined in Section 6 below), refer to the Credit Agreement as amended hereby.



            SECTION 2. Amendment to the Lien Covenant. Section 5.10 (viii) of the Credit Agreement is amended by replacing the reference to "110%" with "150%".



            SECTION 3. Representations of Borrower. The Borrower represents and warrants that (i) the representations and warranties of the Borrower set forth in Article 4 of the Credit Agreement will be true on and as of the Amendment Effective Date and (ii) no Default will have occurred and be continuing on such date.



            SECTION 4. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.



            SECTION 5. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.



            SECTION 6. Effectiveness. This Amendment shall become effective on the date (the "Amendment Effective Date") on which the Administrative Agent



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shall have received from each of the Borrower and the Required Banks a counterpart hereof signed by such party or facsimile or other written confirmation (in form satisfactory to the Administrative Agent) that such party has signed a counterpart hereof.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.

NATIONAL RURAL UTILITIES
     COOPERATIVE FINANCE
     CORPORATION

By:        /s/ Steven L. Lilly
Name:   Steven L. Lilly
Title:     Senior Vice President & CFO

The Bank of Nova Scotia

By:        /s/ Thane A. Rattew
Name:   Thane A. Rattew
Title:     Managing Director

JPMorgan Chase Bank, N.A.

By:        /s/ Thomas L. Casey
Name:   Thomas L. Casey
Title:      Vice President

Bank of America, N.A.

By:        /s/ Mary Pat Riggins
Name:   Mary Pat Riggins
Title:     Senior Vice President

Bank of Tokyo-Mitsubishi Ltd.,
New York Branch

By:        /s/ James A. Profesta
Name:   James A. Profesta
Title:     Authorized Signatory

ABN AMRO Bank N.V.

By:        /s/ Neil R. Stein      /s/ Michael DeMarco
Name:   Neil R. Stein                Michael DeMarco
Title:     Director                      Asst. Vice President

CREDIT SUISSE, Cayman Islands
     Branch (formerly known as CREDIT SUISSE
     FIRST BOSTON, acting through its
     Cayman Islands Branch)

By:        /s/ Jay Chall
Name:   Jay Chall
Title:     Director

By:        /s/ Thomas Cantello
Name:   Thomas Cantello
Title:      Vice President

UBS Loan Finance LLC

By:        /s/ Christopher M. Altkin
Name:   Christopher M. Altkin
Title:     Associate Director
            Banking Products
            Services, US

By:        /s/ Anthony N. Joseph
Name:  Anthony N. Joseph
Title:    Director
            Banking Products
            Services, US

Lehman Commercial Paper Inc.

By:        /s/ Janine M. Shugan
Name:   Janine M. Shugan
Title:     Authorized Signatory

MERRILL LYNCH BANK USA

By:        /s/ Louis Alder
Name:   Louis Alder
Title:     Director

Toronto Dominion (Texas) LLC

By:        /s/ Jim Bridwell
Name:   Jim Bridwell
Title:     Authorized Signatory

Harris Nesbitt Financing, Inc.

By:        /s/ Cahal B. Carmody
Name:   Cahal B. Carmody
Title:     Vice President

U.S. Bank, National
Association

By:        /s/ Richard Popp
Name:   Richard Popp
Title:     Vice President

Mizuho Corporate Bank, Ltd.

By:        /s/ Raymond Ventura
Name:   Raymond Ventura
Title:     Deputy General Manager

Sumitomo Mitsui Banking
Corporation

By:        /s/ David A. Buck
Name:   David A. Buck
Title:     Senior Vice President

KeyBank National Association

By:        /s/ Sherrie I. Manson
Name:   Sherrie I. Manson
Title:     KeyBank National Association
              Vice President

Suntrust Bank

By:        /s/ William C. Washburn, Jr.
Name:   William C. Washburn, Jr.
Title:     Vice President