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Subscribers | 2003 |
364-Day Revolving Credit Agreement
364-Day Revolving Credit Agreement (206K)
Doc #318580: Click preview link for longer preview.
U.S.$2,000,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
Among
ALTRIA GROUP, INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC.
as . . .
318580
|
Kraft Foods
As referenced in this 364-Day Revolving Credit Agreement:
Kraft Foods Inc – Tangible Assets means the total assets appearing on a consolidated balance sheet of Altria and its Subsidiaries (as reduced by the total assets appearing on the consolidated balance sheet of Kraft Foods Inc . and its Subsidiaries), less goodwill and other intangible assets and the minority interests of other Persons in such Subsidiaries (as reduced by the goodwill and other intangible assets of
_____________
Kraft Foods Inc – Inc. and its Subsidiaries), less goodwill and other intangible assets and the minority interests of other Persons in such Subsidiaries (as reduced by the goodwill and other intangible assets of Kraft Foods Inc . and its Subsidiaries and the minority interests of other Persons in such Subsidiaries), all as determined in accordance with accounting principles generally accepted in the United States, except that
_____________
Kraft Foods Inc – Pro Rata Advance that bears interest as provided in Section 2.04(a)(ii).
Lien has the meaning specified in Section 5.02(a).
Major Subsidiary means any Subsidiary (except Kraft Foods Inc . and any of its Subsidiaries) (a) more than 50% of the voting securities of which is owned directly or indirectly by Altria, (b) which is organized and existing under,
_____________
Kraft Foods Inc – related to any Borrowers or Altrias entering into this Agreement, or to any actions or omissions of any Borrower or Altria, any of their respective Subsidiaries or affiliates (other than Kraft Foods Inc . and its Subsidiaries or affiliates) or any of its or their respective officers, directors, employees or agents in connection therewith, in each case whether or not an Indemnified Party
_____________
dt 884467
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V.
– CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES
_____________
ABN AMRO BANK N.V., – an Administrative Agent), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a Syndication Agent) and ABN AMRO BANK N.V., BNP PARIBAS and DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES, as arrangers and documentation agents (each, in such capacity, an
_____________
ABN AMRO Bank N.V., – executed by Altria, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative
_____________
ABN AMRO Bank N.V., – Syndication Agents and Arrangers and Documentation Agents. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, have been designated as Arrangers and Documentation Agents, under this
_____________
ABN AMRO Bank N.V., – Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents for the Lender and such
_____________
dt 638853
;
Altria Group
As referenced in this 364-Day Revolving Credit Agreement:
ALTRIA GROUP, – 99.3
Exhibit 99.3
U.S.$2,000,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
Among
ALTRIA GROUP, INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST
_____________
ALTRIA GROUP, – Form of Opinion of Counsel for JPMorgan Chase, as Adminstrative Agent
iii
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
ALTRIA GROUP, INC., a Virginia corporation (Altria), the banks, financial institutions and other institutional lenders (the Initial Lenders) listed on the signature pages hereof,
_____________
Altria Group, – provided for hereunder shall be in writing (including telecopier communication) and mailed, telecopied, or delivered, as follows:
if to any Borrower:
c/o Altria Group, Inc.
120 Park Avenue
New York, New York 10017
40
Attention: Vice President and Treasurer
Fax number: (917) 663-5067;
with a
_____________
Altria Group, – 120 Park Avenue
New York, New York 10017
Attention: Treasury Department - Debt Administration
Fax number: (917) 663-5310;
if to Altria, as guarantor:
Altria Group, Inc.
120 Park Avenue
New York, New York 10017
Attention: Secretary
Fax number: (917) 663-5372;
if to any Initial Lender, at
_____________
Altria Group, – Date made by the Lender to the Borrower pursuant to the 364-Day Revolving Credit Agreement, dated as of July 14, 2003 among Altria Group, Inc., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit
_____________
dt 543475
;
|
Citibank
As referenced in this 364-Day Revolving Credit Agreement:
CITIBANK, N.A. – CREDIT AGREEMENT
Dated as of July 14, 2003
Among
ALTRIA GROUP, INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
_____________
CITIBANK, N.A. – banks, financial institutions and other institutional lenders (the Initial Lenders) listed on the signature pages hereof, and JPMORGAN CHASE BANK (JPMorgan Chase) and CITIBANK, N.A. (Citibank), as administrative agents (each, in such capacity, an Administrative Agent), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication
_____________
Citibank, N.A. – as of July 14, 2003 among Altria Group, Inc., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP
_____________
Citibank, N.A. – as of July 14, 2003 among Altria Group, Inc., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP
_____________
Citibank, N.A. – defined therein being used herein as therein defined), among Altria Group, Inc., the Lenders parties thereto and JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP
_____________
dt 638637
;
 ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V.
– CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES
_____________
ABN AMRO BANK N.V., – an Administrative Agent), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a Syndication Agent) and ABN AMRO BANK N.V., BNP PARIBAS and DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES, as arrangers and documentation agents (each, in such capacity, an
_____________
ABN AMRO Bank N.V., – executed by Altria, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative
_____________
ABN AMRO Bank N.V., – Syndication Agents and Arrangers and Documentation Agents. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, have been designated as Arrangers and Documentation Agents, under this
_____________
ABN AMRO Bank N.V., – Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents for the Lender and such
_____________
dt 638853
;
More... |
| Preview
Subscribers | 2004 |
364-Day Revolving Credit Agreement
364-Day Revolving Credit Agreement (238K)
Doc #442567: Click preview link for longer preview.
U.S.$2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 13, 2004
Among
KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
AS ADMINISTRATIVE . . .
442567
|
Kraft Foods
As referenced in this 364-Day Revolving Credit Agreement:
KRAFT FOODS INC – txt
{DESCRIPTION}EXHIBIT 10.15
{TEXT}
{Page}
Exhibit 10.15
EXECUTION COPY
U.S.$2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 13, 2004
Among
KRAFT FOODS INC .
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
AS ADMINISTRATIVE AGENTS
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
AS SYNDICATION
_____________
KRAFT FOODS INC – Opinion of Counsel for JPMorgan Chase, as Adminstrative Agent
Exhibit H - Form of New Lender Supplement
{/Table}
iii
{Page}
364-DAY REVOLVING CREDIT AGREEMENT
DATED AS OF JULY 13, 2004
KRAFT FOODS INC ., a Virginia corporation ("KRAFT"), the banks, financial
institutions and other institutional lenders (the "INITIAL LENDERS") listed on
the signature pages hereof, and JPMORGAN CHASE BANK ("JPMORGAN CHASE") and
CITIBANK,
_____________
Kraft Foods Inc – a) ADDRESSES. All notices and other
communications provided for hereunder shall be in writing (including telecopier
communication) and mailed, telecopied, or delivered, as follows:
if to any Borrower:
c/o Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Executive Vice President and Chief Financial Officer
Fax number: (847) 646-7759;
with a copy to:
Altria Corporate Services, Inc.
120 Park
_____________
Kraft Foods Inc – copy to:
Altria Corporate Services, Inc.
120 Park Avenue
New York, New York 10017
{Page}
Attention: Treasury Department - Debt Administration
Fax number: (917) 663-5310;
if to Kraft, as guarantor:
Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Secretary
Fax number: (847) 646-2950;
if to any Initial Lender, at its Domestic Lending Office specified
opposite its name on Schedule
_____________
Kraft Foods Inc – Rata Advances outstanding on the
Termination Date(1) made by the Lender to the Borrower pursuant to the 364-Day
Revolving Credit Agreement, dated as of July 13, 2004 among Kraft Foods Inc .,
the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as
Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse
First Boston and Deutsche Bank Securities Inc.,
_____________
dt 1410328
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V.
– THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
AS ADMINISTRATIVE AGENTS
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
AS SYNDICATION AGENTS
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
and
HSBC BANK USA
AS ARRANGERS AND DOCUMENTATION AGENTS
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL
_____________
ABN AMRO BANK N.V., – as administrative agents (each, in such capacity,
an "ADMINISTRATIVE AGENT"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK
SECURITIES INC., as syndication agents (each, in such capacity, a "SYNDICATION
AGENT") and ABN AMRO BANK N.V., BNP PARIBAS, DRESDNER BANK AG, NEW YORK AND
GRAND CAYMAN BRANCHES and HSBC BANK USA, as arrangers and documentation agents
(each, in such capacity, an "ARRANGER AND DOCUMENTATION AGENT")
_____________
ABN AMRO Bank N.V., – hereto.
(f) This Agreement shall have been executed by Kraft, JPMorgan Chase
and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche
Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP
Paribas, Dresdner Bank AG, New York and Grand Cayman Branches and HSBC Bank USA,
as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative
Agent, shall have been
_____________
ABN AMRO Bank N.V., – Agent under this Agreement.
Section 7.07. SYNDICATION AGENTS AND ARRANGERS AND DOCUMENTATION
AGENTS. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been
designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, Dresdner
Bank AG, New York and Grand Cayman Branches and HSBC Bank USA, have been
designated as Arrangers and Documentation Agents, under this Agreement, but the
use
_____________
ABN
AMRO Bank N.V., – certain other lenders parties thereto, JPMorgan Chase Bank, as
Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse
First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN
AMRO Bank N.V., BNP Paribas, Dresdner Bank AG, New York and Grand Cayman
Branches and HSBC Bank USA, as Arrangers and Documentation Agents for the Lender
and such other lenders (as amended
_____________
dt 1470906
;
Altria Group
As referenced in this 364-Day Revolving Credit Agreement:
Altria Group, Inc – any Borrower's or Kraft's entering into this
Agreement, or to any actions or omissions of any Borrower or Kraft, any of their
respective Subsidiaries or affiliates (other than Altria Group, Inc . and its
non-Kraft Subsidiaries or affiliates) or any of its or their respective
officers, directors, employees or agents in connection therewith, in each case
whether or not an
_____________
dt 1484579
;
|
Citibank
As referenced in this 364-Day Revolving Credit Agreement:
CITIBANK, N.A. – 2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 13, 2004
Among
KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
AS ADMINISTRATIVE AGENTS
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
AS SYNDICATION AGENTS
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG,
_____________
CITIBANK, N.A. – FOODS INC., a Virginia corporation ("KRAFT"), the banks, financial
institutions and other institutional lenders (the "INITIAL LENDERS") listed on
the signature pages hereof, and JPMORGAN CHASE BANK ("JPMORGAN CHASE") and
CITIBANK, N.A. ("CITIBANK"), as administrative agents (each, in such capacity,
an "ADMINISTRATIVE AGENT"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK
SECURITIES INC., as syndication agents (each, in such capacity, a "SYNDICATION
_____________
Citibank, N.A. – the 364-Day
Revolving Credit Agreement, dated as of July 13, 2004 among Kraft Foods Inc.,
the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as
Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse
First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN
AMRO Bank N.V., BNP Paribas, Dresdner Bank AG, New York and
_____________
Citibank,
N.A. – the 364-Day Revolving Credit Agreement,
dated as of July 13, 2004 among Kraft Foods Inc., the Lender and certain other
lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank,
N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank
Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas,
Dresdner Bank AG, New York and
_____________
Citibank, N.A. – to time, the "CREDIT
AGREEMENT," the terms defined therein being used herein as therein defined),
among Kraft Foods Inc., the Lenders parties thereto and JPMorgan Chase Bank, as
Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse
First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN
AMRO Bank N.V., BNP Paribas, Dresdner Bank AG, New York and
_____________
dt 1478543
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V.
– THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
AS ADMINISTRATIVE AGENTS
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
AS SYNDICATION AGENTS
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
and
HSBC BANK USA
AS ARRANGERS AND DOCUMENTATION AGENTS
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL
_____________
ABN AMRO BANK N.V., – as administrative agents (each, in such capacity,
an "ADMINISTRATIVE AGENT"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK
SECURITIES INC., as syndication agents (each, in such capacity, a "SYNDICATION
AGENT") and ABN AMRO BANK N.V., BNP PARIBAS, DRESDNER BANK AG, NEW YORK AND
GRAND CAYMAN BRANCHES and HSBC BANK USA, as arrangers and documentation agents
(each, in such capacity, an "ARRANGER AND DOCUMENTATION AGENT")
_____________
ABN AMRO Bank N.V., – hereto.
(f) This Agreement shall have been executed by Kraft, JPMorgan Chase
and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche
Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP
Paribas, Dresdner Bank AG, New York and Grand Cayman Branches and HSBC Bank USA,
as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative
Agent, shall have been
_____________
ABN AMRO Bank N.V., – Agent under this Agreement.
Section 7.07. SYNDICATION AGENTS AND ARRANGERS AND DOCUMENTATION
AGENTS. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been
designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, Dresdner
Bank AG, New York and Grand Cayman Branches and HSBC Bank USA, have been
designated as Arrangers and Documentation Agents, under this Agreement, but the
use
_____________
ABN
AMRO Bank N.V., – certain other lenders parties thereto, JPMorgan Chase Bank, as
Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse
First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN
AMRO Bank N.V., BNP Paribas, Dresdner Bank AG, New York and Grand Cayman
Branches and HSBC Bank USA, as Arrangers and Documentation Agents for the Lender
and such other lenders (as amended
_____________
dt 1470906
;
More... |
| Preview
Subscribers | 2003 |
364-Day Revolving Credit Agreement
364-Day Revolving Credit Agreement (213K)
Doc #442651: Click preview link for longer preview.
U.S.$2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
Among
KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT SUISSE . . .
442651
|
Kraft Foods
As referenced in this 364-Day Revolving Credit Agreement:
KRAFT FOODS INC – QuickLinks -- Click here to rapidly navigate through this document
EXHIBIT 99.1
U.S.$2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
Among
KRAFT FOODS INC .
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication
_____________
KRAFT FOODS INC – Form of Opinion of Counsel for JPMorgan Chase, as Adminstrative Agent
Exhibit H
Form of New Lender Supplement
iii
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
KRAFT FOODS INC ., a Virginia corporation ("Kraft"), the banks, financial institutions and other institutional lenders (the "Initial Lenders") listed on the signature pages hereof, and JPMORGAN CHASE BANK ("JPMorgan Chase") and CITIBANK,
_____________
Kraft Foods Inc – Addresses. All notices and other communications provided for hereunder shall be in writing (including telecopier communication) and mailed, telecopied, or delivered, as follows:
39
if to any Borrower:
c/o Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Senior Vice President and Chief Financial Officer
Fax number: (847) 646-7759;
with a copy to:
Altria Corporate Services, Inc.
120 Park
_____________
Kraft Foods Inc – with a copy to:
Altria Corporate Services, Inc.
120 Park Avenue
New York, New York 10017
Attention: Treasury DepartmentDebt Administration
Fax number: (917) 663-5310;
if to Kraft, as guarantor:
Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Secretary
Fax number: (847) 646-2950;
if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule
_____________
Kraft Foods Inc – Pro Rata Advances outstanding on the Termination Date made by the Lender to the Borrower pursuant to the 364-Day Revolving Credit Agreement, dated as of July 14, 2003 among Kraft Foods Inc ., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc.,
_____________
dt 1410330
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V. – THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT SUISSE
_____________
ABN AMRO BANK N.V., – as administrative agents (each, in such capacity, an "Administrative Agent"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a "Syndication Agent") and ABN AMRO BANK N.V., BNP PARIBAS and DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES, as arrangers and documentation agents (each, in such capacity, an "Arranger and Documentation Agent") for the Lenders (
_____________
ABN AMRO Bank N.V., – hereto.
(f) This Agreement shall have been executed by Kraft, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative Agent, shall have been notified by each
_____________
ABN AMRO Bank N.V., – Agent under this Agreement.
Section 7.07. Syndication Agents and Arrangers and Documentation Agents. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, have been designated as Arrangers and Documentation Agents, under this Agreement, but the use of such titles
_____________
ABN AMRO Bank N.V., – certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents for the Lender and such other lenders (as amended or modified from
_____________
dt 1470907
;
Altria Group
As referenced in this 364-Day Revolving Credit Agreement:
Altria Group, Inc – any Borrower's or Kraft's entering into this Agreement, or to any actions or omissions of any Borrower or Kraft, any of their respective Subsidiaries or affiliates (other than Altria Group, Inc . and its non-Kraft Subsidiaries or affiliates) or any of its or their respective officers, directors, employees or agents in connection therewith, in each case whether or not an
_____________
dt 1484580
;
|
Citibank
As referenced in this 364-Day Revolving Credit Agreement:
CITIBANK, N.A. – 2,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of July 14, 2003
Among
KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG,
_____________
CITIBANK, N.A. – FOODS INC., a Virginia corporation ("Kraft"), the banks, financial institutions and other institutional lenders (the "Initial Lenders") listed on the signature pages hereof, and JPMORGAN CHASE BANK ("JPMorgan Chase") and CITIBANK, N.A. ("Citibank"), as administrative agents (each, in such capacity, an "Administrative Agent"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a "Syndication
_____________
Citibank, N.A. – the 364-Day Revolving Credit Agreement, dated as of July 14, 2003 among Kraft Foods Inc., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York
_____________
Citibank, N.A. – the 364-Day Revolving Credit Agreement, dated as of July 14, 2003 among Kraft Foods Inc., the Lender and certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York
_____________
Citibank, N.A. – to time, the "Credit Agreement," the terms defined therein being used herein as therein defined), among Kraft Foods Inc., the Lenders parties thereto and JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York
_____________
dt 1478544
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V. – THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE FIRST BOSTON
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT SUISSE
_____________
ABN AMRO BANK N.V., – as administrative agents (each, in such capacity, an "Administrative Agent"), CREDIT SUISSE FIRST BOSTON and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a "Syndication Agent") and ABN AMRO BANK N.V., BNP PARIBAS and DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES, as arrangers and documentation agents (each, in such capacity, an "Arranger and Documentation Agent") for the Lenders (
_____________
ABN AMRO Bank N.V., – hereto.
(f) This Agreement shall have been executed by Kraft, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative Agent, shall have been notified by each
_____________
ABN AMRO Bank N.V., – Agent under this Agreement.
Section 7.07. Syndication Agents and Arrangers and Documentation Agents. Credit Suisse First Boston and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, have been designated as Arrangers and Documentation Agents, under this Agreement, but the use of such titles
_____________
ABN AMRO Bank N.V., – certain other lenders parties thereto, JPMorgan Chase Bank, as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse First Boston and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas and Dresdner Bank AG, New York and Grand Cayman Branches, as Arrangers and Documentation Agents for the Lender and such other lenders (as amended or modified from
_____________
dt 1470907
;
More... |
| Preview
Subscribers | 2006 |
364-Day Revolving Credit Agreement
364-Day Revolving Credit Agreement (212K)
Doc #1031162: Click preview link for longer preview.
U.S.$1,000,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of March 31, 2006
Among
ALTRIA GROUP, INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE SECURITIES (USA) LLC
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
HSBC BANK USA, NATIONAL ASSOCIATION
and
UBS LOAN FINANCE LLC
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC., . . .
1031162
|
Kraft Foods
As referenced in this 364-Day Revolving Credit Agreement:
Kraft Foods Inc – Tangible Assets means the total assets appearing on a consolidated balance sheet of Altria and its Subsidiaries (as reduced by the total assets appearing on the consolidated balance sheet of Kraft Foods Inc . and its Subsidiaries), less goodwill and other intangible assets and the minority interests of other Persons in such Subsidiaries (as reduced by the goodwill and other intangible assets of
_____________
Kraft Foods Inc – Inc. and its Subsidiaries), less goodwill and other intangible assets and the minority interests of other Persons in such Subsidiaries (as reduced by the goodwill and other intangible assets of Kraft Foods Inc . and its Subsidiaries and the minority interests of other Persons in such Subsidiaries), all as determined in accordance with accounting principles generally accepted in the United States, except that
_____________
Kraft Foods Inc – Pro Rata Advance that bears interest as provided in Section 2.04(a)(ii).
Lien has the meaning specified in Section 5.02(a).
Major Subsidiary means any Subsidiary (except Kraft Foods Inc . and any of its Subsidiaries) (a) more than 50% of the voting securities of which is owned directly or indirectly by Altria, (b) which is organized and existing under,
_____________
Kraft Foods Inc – related to any Borrowers or Altrias entering into this Agreement, or to any actions or omissions of any Borrower or Altria, any of their respective Subsidiaries or affiliates (other than Kraft Foods Inc . and its Subsidiaries or affiliates) or any of its or their respective officers, directors, employees or agents in connection therewith, in each case whether or not an Indemnified Party
_____________
dt 1410357
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V. – NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE SECURITIES (USA) LLC
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
HSBC BANK USA, NATIONAL ASSOCIATION
and
UBS LOAN FINANCE LLC
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT
_____________
ABN AMRO BANK N.V., – administrative agents (each, in such capacity, an Administrative Agent), CREDIT SUISSE SECURITIES (USA) LLC and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a Syndication Agent) and ABN AMRO BANK N.V., BNP PARIBAS, HSBC BANK USA, NATIONAL ASSOCIATION and UBS LOAN FINANCE LLC, as arrangers and documentation agents (each, in such capacity, an Arranger and Documentation Agent) for the Lenders (
_____________
ABN AMRO Bank N.V., – f) This Agreement shall have been executed by Altria, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative Agent, shall have been notified by each
_____________
ABN AMRO Bank N.V., – under this Agreement.
Section 7.07. Syndication Agents and Arrangers and Documentation Agents. Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC have been designated as Arrangers and Documentation
38
Agents, under this Agreement, but the use of such
_____________
ABN AMRO Bank N.V., – party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC, as Arrangers and Documentation Agents for the Lender and such other lenders (as amended or modified from
_____________
dt 1471052
;
Altria Group
As referenced in this 364-Day Revolving Credit Agreement:
ALTRIA GROUP, INC – 1 2 y19389exv10w1.htm EX-10.1: REVOLVING CREDIT AGREEMENT
Execution Copy
U.S.$1,000,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of March 31, 2006
Among
ALTRIA GROUP, INC .
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE SECURITIES (USA) LLC
and
DEUTSCHE BANK SECURITIES
_____________
ALTRIA GROUP, INC – of Counsel for Designated Subsidiary
Exhibit G
-
Form of Opinion of Counsel for JPMorgan Chase, as Adminstrative Agent
iii
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of March 31, 2006
ALTRIA GROUP, INC ., a Virginia corporation (Altria), the banks, financial institutions and other institutional lenders (the Initial Lenders) listed on the signature pages hereof, and JPMORGAN CHASE BANK, N.A. (JPMorgan Chase)
_____________
Altria Group, Inc – a) Addresses. All notices and other communications provided for hereunder shall be in writing (including telecopier communication) and mailed, telecopied, or delivered, as follows:
if to any Borrower:
c/o Altria Group, Inc .
120 Park Avenue
New York, New York 10017
Attention: Vice President and Treasurer
Fax number: (917) 663-5067;
with a copy to:
Altria Corporate Services, Inc.
120 Park Avenue
_____________
Altria Group, Inc – a copy to:
Altria Corporate Services, Inc.
120 Park Avenue
New York, New York 10017
Attention: Treasury Department Debt Administration
Fax number: (917) 663-5345;
if to Altria, as guarantor:
Altria Group, Inc .
120 Park Avenue
New York, New York 10017
Attention: Secretary
Fax number: (917) 663-5372;
if to any Initial Lender, at its Domestic Lending Office specified opposite its name
_____________
Altria Group, Inc – Pro Rata Advances outstanding on the Termination Date made by the Lender to the Borrower pursuant to the 364-Day Revolving Credit Agreement, dated as of March 31, 2006 among Altria Group, Inc ., [certain other Borrowers party thereto,] the Lender and certain other lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse
_____________
dt 1484581
;
|
Citibank
As referenced in this 364-Day Revolving Credit Agreement:
CITIBANK, N.A. – 000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of March 31, 2006
Among
ALTRIA GROUP, INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE SECURITIES (USA) LLC
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
HSBC BANK
_____________
CITIBANK, N.A. – a Virginia corporation (Altria), the banks, financial institutions and other institutional lenders (the Initial Lenders) listed on the signature pages hereof, and JPMORGAN CHASE BANK, N.A. (JPMorgan Chase) and CITIBANK, N.A. (Citibank), as administrative agents (each, in such capacity, an Administrative Agent), CREDIT SUISSE SECURITIES (USA) LLC and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a
_____________
Citibank, N.A. – as of March 31, 2006 among Altria Group, Inc., [certain other Borrowers party thereto,] the Lender and certain other lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association
_____________
Citibank, N.A. – as of March 31, 2006 among Altria Group, Inc., [certain other Borrowers party thereto,] the Lender and certain other lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association
_____________
Citibank, N.A. – defined therein being used herein as therein defined), among Altria Group, Inc., [certain other Borrowers party thereto,] the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A. , as Administrative Agent, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association
_____________
dt 1479104
;
ABN AMRO Bank
As referenced in this 364-Day Revolving Credit Agreement:
ABN AMRO BANK N.V. – NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
CREDIT SUISSE SECURITIES (USA) LLC
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
and
ABN AMRO BANK N.V.
and
BNP PARIBAS
and
HSBC BANK USA, NATIONAL ASSOCIATION
and
UBS LOAN FINANCE LLC
as Arrangers and Documentation Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
CREDIT
_____________
ABN AMRO BANK N.V., – administrative agents (each, in such capacity, an Administrative Agent), CREDIT SUISSE SECURITIES (USA) LLC and DEUTSCHE BANK SECURITIES INC., as syndication agents (each, in such capacity, a Syndication Agent) and ABN AMRO BANK N.V., BNP PARIBAS, HSBC BANK USA, NATIONAL ASSOCIATION and UBS LOAN FINANCE LLC, as arrangers and documentation agents (each, in such capacity, an Arranger and Documentation Agent) for the Lenders (
_____________
ABN AMRO Bank N.V., – f) This Agreement shall have been executed by Altria, JPMorgan Chase and Citibank, as Administrative Agents, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC, as Arrangers and Documentation Agents, and JPMorgan Chase, as Administrative Agent, shall have been notified by each
_____________
ABN AMRO Bank N.V., – under this Agreement.
Section 7.07. Syndication Agents and Arrangers and Documentation Agents. Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. have been designated as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC have been designated as Arrangers and Documentation
38
Agents, under this Agreement, but the use of such
_____________
ABN AMRO Bank N.V., – party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A., as Administrative Agent, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as Syndication Agents, and ABN AMRO Bank N.V., BNP Paribas, HSBC Bank USA, National Association and UBS Loan Finance LLC, as Arrangers and Documentation Agents for the Lender and such other lenders (as amended or modified from
_____________
dt 1471052
;
More... |
| Preview
Subscribers | 2007 |
364-Day Revolving Credit Agreement
364-Day Revolving Credit Agreement (191K)
Doc #2888614: Click preview link for longer preview.
EXECUTION VERSION
U.S.$1,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of May 24, 2007
Among
KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
GOLDMAN SACHS CREDIT PARTNERS L.P.
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
GOLDMAN SACHS CREDIT PARTNERS L.P. and DEUTSCHE BANK SECURITIES INC.
as Joint Lead Arrangers and Bookrunners
2888614
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Kraft Foods
As referenced in this 364-Day Revolving Credit Agreement:
KRAFT FOODS INC – 1 2 c15640exv10w1.htm REVOLVING CREDIT AGREEMENT
Exhibit 10.1
EXECUTION VERSION
U.S.$1,500,000,000
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of May 24, 2007
Among
KRAFT FOODS INC .
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
GOLDMAN SACHS CREDIT PARTNERS L.P.
and
DEUTSCHE BANK
_____________
KRAFT FOODS INC – 2
-
Form of Opinion of Counsel for Kraft
Exhibit F
-
Form of Opinion of Counsel for Designated Subsidiary
iii
364-DAY REVOLVING CREDIT AGREEMENT
Dated as of May 24, 2007
KRAFT FOODS INC ., a Virginia corporation (?Kraft?), the banks, financial institutions and other institutional lenders (the ?Initial Lenders?) listed on the signature pages hereof, and JPMORGAN CHASE BANK, N.A. (?JPMorgan Chase?)
_____________
Kraft Foods Inc – a) Addresses. All notices and other communications provided for hereunder shall be in writing (including telecopier communication) and mailed, telecopied, or delivered, as follows:
if to any Borrower:
c/o Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
39
Attention: Executive Vice President and Chief Financial Officer, NF302
Fax number: (847) 646-7759;
with a copy to:
c/o Kraft Foods
_____________
Kraft Foods Inc – Kraft Foods Inc.
Three Lakes Drive
Northfield, Illinois 60093
39
Attention: Executive Vice President and Chief Financial Officer, NF302
Fax number: (847) 646-7759;
with a copy to:
c/o Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Treasurer, NF667
Fax number: (847) 646-7612;
and
c/o Kraft Foods Global, Inc.
Three Lakes Drive
Northfield, Illinois 60093
Attention: Senior
_____________
Kraft Foods Inc – c/o Kraft Foods Global, Inc.
Three Lakes Drive
Northfield, Illinois 60093
Attention: Senior Manager of Treasury and Control, NF333
Fax number: (847) 646-3173;
if to Kraft, as guarantor:
Kraft Foods Inc .
Three Lakes Drive
Northfield, Illinois 60093
Attention: Secretary
Fax number: (847) 646-2950;
if to any Initial Lender, at its Domestic Lending Office specified opposite its name on Schedule
_____________
dt 1731822
;
Citigroup Global
As referenced in this 364-Day Revolving Credit Agreement:
CITIGROUP GLOBAL MARKETS INC – BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
GOLDMAN SACHS CREDIT PARTNERS L.P.
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC .,
GOLDMAN SACHS CREDIT PARTNERS L.P. and DEUTSCHE BANK SECURITIES INC.
as Joint Lead Arrangers and Bookrunners
Table of Contents
Page
ARTICLE I DEFINITIONS AND ACCOUNTING TERMS
1
Section
_____________
dt 1711625
;
|
Deutsche Bank
As referenced in this 364-Day Revolving Credit Agreement:
DEUTSCHE BANK SECURITIES INC – KRAFT FOODS INC.
and
THE INITIAL LENDERS NAMED HEREIN
and
JPMORGAN CHASE BANK, N.A.
and
CITIBANK, N.A.
as Administrative Agents
and
GOLDMAN SACHS CREDIT PARTNERS L.P.
and
DEUTSCHE BANK SECURITIES INC .
as Syndication Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
GOLDMAN SACHS CREDIT PARTNERS L.P. and DEUTSCHE BANK SECURITIES INC.
as Joint Lead Arrangers and Bookrunners
_____________
DEUTSCHE BANK SECURITIES INC – GOLDMAN SACHS CREDIT PARTNERS L.P.
and
DEUTSCHE BANK SECURITIES INC.
as Syndication Agents
* * * * * * * * * *
J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC.,
GOLDMAN SACHS CREDIT PARTNERS L.P. and DEUTSCHE BANK SECURITIES INC .
as Joint Lead Arrangers and Bookrunners
Table of Contents
Page
ARTICLE I DEFINITIONS AND ACCOUNTING TERMS
1
Section 1.01.
Certain Defined Terms
1
Section 1.02.
Computation of
_____________
DEUTSCHE BANK SECURITIES INC – JPMORGAN CHASE BANK, N.A. (JPMorgan Chase) and CITIBANK, N.A. (Citibank), as administrative agents (each, in such capacity, an Administrative Agent), and GOLDMAN SACHS CREDIT PARTNERS L.P. and DEUTSCHE BANK SECURITIES INC ., as syndication agents (each, in such capacity, a Syndication Agent) for the Lenders (as hereinafter defined), agree as follows:
ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS
Section 1.01. Certain
_____________
Deutsche Bank Securities Inc – to such Lender resulting from the Pro Rata Advances made by such Lender to such Borrower.
8
Reference Banks means JPMorgan Chase, Citibank, Goldman Sachs Credit Partners L.P., and Deutsche Bank Securities Inc .
Register has the meaning specified in Section 9.07(d).
Regulation A means Regulation A of the Board, as in effect from time to time.
Regulation U means Regulation
_____________
Deutsche Bank Securities Inc – does not exceed $200,000,000.
(d) This Agreement shall have been executed by Kraft, JPMorgan Chase and Citibank, as Administrative Agents, and Goldman Sachs Credit Partners L.P. and Deutsche Bank Securities Inc ., as Syndication Agents, and JPMorgan Chase, as Administrative Agent, shall have been notified by each Initial Lender that such Initial Lender has executed this Agreement.
JPMorgan Chase, as Administrative
_____________
dt 1715047
|
| Preview
Subscribers | 2005 |
Aircraft Management Agreement
Aircraft Management Agreement (45K)
Doc #442526: Click preview link for longer preview.
AIRCRAFT MANAGEMENT AGREEMENT
THIS AIRCRAFT MANAGEMENT AGREEMENT (the �Agreement�) is made and entered into as of this 29th day of December, 2004 (the �Effective Date�), by and between KRAFT FOODS GLOBAL, INC., a Delaware corporation with a principal place of business located at Three Lakes Drive, Northfield, IL 60093 (�Kraft�), and ALTRIA CORPORATE SERVICES, INC., a New York corporation with a principal place of business located at 120 Park Avenue, New York, NY 10017 (�Manager�).
WITNESSETH:
WHEREAS, Kraft rightfully possesses one (1) Gulfstream . . .
442526
|
Kraft Foods
As referenced in this Aircraft Management Agreement:
Kraft Foods Inc – Parties will adjust the monthly management fee accordingly, retroactively or prospectively.
On or before November 15 of each calendar year, in connection with the annual review of services provided to Kraft Foods Inc . and its wholly owned subsidiaries under the Services Agreement dated as of January 1, 2001, an estimate of the fixed and variable expenses for the next calendar year will
_____________
Kraft Foods Inc – as of January 1, 2001, an estimate of the fixed and variable expenses for the next calendar year will be submitted to the Controller and Chief Financial Officer (CFO) of Kraft Foods Inc . by the Controller of Altria Group, Inc. on behalf of Manager, for review and approval. Approval by the CFO of Kraft Foods Inc. and the CFO of Altria Group,
_____________
Kraft Foods Inc – Controller and Chief Financial Officer (CFO) of Kraft Foods Inc. by the Controller of Altria Group, Inc. on behalf of Manager, for review and approval. Approval by the CFO of Kraft Foods Inc . and the CFO of Altria Group, Inc. will constitute approval by the Manager and Kraft of the estimate of the fixed and variable expenses for the ensuing year. Such
_____________
Kraft Foods Inc – Inc.
180 Airport Road, Hangar D-2
Westchester County Airport, White Plains
New York, NY 10604
Attn: George Saling
Tel: 914-335-3011
Fax: 914-335-3070
If to Kraft:
Kraft Foods Inc .
Three Lakes Drive
Northfield, IL 60093
Attn: Marc S. Firestone
Tel: 847-646-2000
Fax: 847-646-2950
or to such other address and person as shall be designated
_____________
dt 1410326
;
|
Altria Group
As referenced in this Aircraft Management Agreement:
Altria Group, Inc – of the fixed and variable expenses for the next calendar year will be submitted to the Controller and Chief Financial Officer (CFO) of Kraft Foods Inc. by the Controller of Altria Group, Inc . on behalf of Manager, for review and approval. Approval by the CFO of Kraft Foods Inc. and the CFO of Altria Group, Inc. will constitute approval by the Manager
_____________
Altria Group, Inc – Kraft Foods Inc. by the Controller of Altria Group, Inc. on behalf of Manager, for review and approval. Approval by the CFO of Kraft Foods Inc. and the CFO of Altria Group, Inc . will constitute approval by the Manager and Kraft of the estimate of the fixed and variable expenses for the ensuing year. Such estimates once approved shall be deemed to
_____________
Altria Group, Inc – during the Term in accordance with this Agreement.
ARTICLE FIVE
INSURANCE
5.1 Manager Provided Insurance. During the Term until such time as Kraft is no longer majority owned by Altria Group, Inc ., Manager hereby agrees to arrange for and procure, at Krafts expense, insurance coverage of the types, in the amounts, and including the special provisions set forth below, under separate
_____________
Altria Group, Inc – becomes available, a copy of the policy showing the applicable coverages.
5.2 Kraft Provided Insurance. If at any time during the Term, Kraft is no longer majority owned by Altria Group, Inc ., Kraft shall immediately arrange and procure, at Krafts expense, insurance for the Aircraft (Krafts Policies). The provisions of Krafts Policies shall be at least as comprehensive and advantageous as
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Subscribers | 2005 |
Aircraft Management Agreement [Amended and Restated]
Aircraft Management Agreement [Amended and Restated] (49K)
Doc #1092317: Click preview link for longer preview.
AMENDED AND RESTATED
AIRCRAFT MANAGEMENT AGREEMENT
THIS AMENDED AND RESTATED AIRCRAFT MANAGEMENT
AGREEMENT (the “Agreement”) is made and entered into
as of this 16th day of December, 2005 (the “Effective Date”), by and between
KRAFT FOODS GLOBAL, INC., a Delaware corporation with a principal place of
business located at Three Lakes Drive, Northfield, IL 60093 (“Kraft”), and
ALTRIA CORPORATE SERVICES, INC., a New York corporation with a principal place
of business located at 120 Park Avenue, New York, NY 10017 (“Manager”).
. . .
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Kraft Foods
As referenced in this Aircraft Management Agreement [Amended and Restated]:
Kraft Foods Inc – Parties will adjust the monthly management fee accordingly, retroactively or
prospectively.
On or before November 15 of each
calendar year, in connection with the annual review of services provided to
Kraft Foods Inc . and its wholly owned subsidiaries under the Services Agreement
dated as of January 1, 2001, an estimate of the fixed and variable
expenses for the next calendar year will
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Kraft Foods Inc – January 1, 2001, an estimate of the fixed and variable
expenses for the next calendar year will be submitted to the Controller and
Chief Financial Officer (“CFO”) of Kraft Foods Inc . by the Controller of Altria
Group, Inc. on behalf of Manager, for review and approval. Approval by the
CFO of Kraft Foods Inc. and the CFO of Altria Group,
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Kraft Foods Inc – Chief Financial Officer (“CFO”) of Kraft Foods Inc. by the Controller of Altria
Group, Inc. on behalf of Manager, for review and approval. Approval by the
CFO of Kraft Foods Inc . and the CFO of Altria Group, Inc. will constitute
approval by the Manager and Kraft of the estimate of the fixed and variable
expenses for the ensuing year.
3.
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Kraft Foods Inc – 160; such
insurance shall name Kraft Foods Inc . and all of its subsidiaries and
affiliates as the Named Insured and shall name Manager, its affiliates,
successors and assigns and their respective officers, directors, members,
managers, employees, agents
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Kraft
Foods Inc – 160; Kraft
Foods Inc .
Three Lakes Drive
Northfield, IL 60093
Attn: Marc S. Firestone
Tel: 847-646-2000
Fax: 847-646-2950
or to such other address and person as shall
be designated
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Altria Group
As referenced in this Aircraft Management Agreement [Amended and Restated]:
Altria
Group, Inc – fixed and variable
expenses for the next calendar year will be submitted to the Controller and
Chief Financial Officer (“CFO”) of Kraft Foods Inc. by the Controller of Altria
Group, Inc . on behalf of Manager, for review and approval. Approval by the
CFO of Kraft Foods Inc |