EX-10.2



 Exhibit 10.2 

FIRST AMENDMENT TO CREDIT AGREEMENT 

FIRST AMENDMENT TO CREDIT AGREEMENT (the “First Amendment”), dated as of October 21, 2015, among REYNOLDS AMERICAN INC.,
a North Carolina corporation (the “Borrower”), the Subsidiary Guarantors (as defined in the Credit Agreement), the lenders (the “Lenders”) party to the Credit Agreement referred to below and JPMorgan Chase Bank,
N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) under the Credit Agreement. All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in
the Credit Agreement. 
 W I T N E S S E T H: 

WHEREAS, the Borrower, the Lenders and the Administrative Agent are parties to a Credit Agreement, dated as of December 18, 2014 (as
amended, amended and restated, supplemented or otherwise modified to, but not including, the First Amendment Effective Date (as defined below), the “Credit Agreement”); 

WHEREAS, pursuant to Section 2.20 of the Credit Agreement, the Borrower delivered to the Administrative Agent for distribution to the
Lenders a Maturity Date Extension Request (the “Extension Request”), and each Lender party hereto has separately agreed to a one-year extension of the Final Maturity Date (the “Extension”) by providing a
countersigned copy of the Extension Request to the Administrative Agent; 
 WHEREAS, the Extension will become effective concurrently with
this First Amendment, subject to the substantially simultaneous reallocation of the existing Commitments (the “Reallocation”) pursuant hereto; and 

WHEREAS, the Borrower and each Lender desire to amend the Credit Agreement pursuant to Section 9.02 thereof in order to effect the
Reallocation as provided in, and subject to the terms and conditions of, this First Amendment, with each Lender committing to provide the amount of the Commitments set forth opposite its name in Schedule 2.01 as amended and restated pursuant
to this First Amendment and attached hereto as Annex A. 
 NOW, THEREFORE, in consideration of the foregoing, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 

SECTION I– Amendments.  

1. Subject to the satisfaction of the conditions set forth in Section II(9) hereof, the Borrower, the Administrative Agent, each Lender
and each Issuing Bank hereby agree that on the First Amendment Effective Date each Lender and each Issuing Bank party hereto shall convert its respective Commitment or LC Commitment, as the case may be, (as in existence immediately prior to the
First Amendment Effective Date) into a Commitment or LC Commitment, respectively, in the amount set forth opposite its name on Schedule 2.01 attached 







 
hereto as Annex A, and each Lender shall acquire participations in each Letter of Credit issued and outstanding on such date pursuant to Section 2.04(e) such that each
Lender’s participation is equal to its Applicable Percentage (after giving effect to the First Amendment on the First Amendment Effective Date) of the Stated Amount of each such Letter of Credit. 

2. Subject to the satisfaction of the conditions set forth in Section II(9) hereof, the Credit Agreement is hereby amended as set forth
below: 
 a. Section 1.01 of the Credit Agreement is hereby amended by adding in the appropriate alphabetical
order the following new definitions: 
 “First Amendment” means the First Amendment to Credit Agreement,
dated as of October 21, 2015, among the Loan Parties, each Lender party thereto and the Administrative Agent. 

“First Amendment Effective Date” means the date of the effectiveness of the First Amendment in accordance with
Section II(9) thereof. 
 b. Section 1.01 of the Credit Agreement is hereby amended by amending and
restating the definition of “Commitment” as follows: 
 “Commitment” means (i) with respect
to each Lender immediately prior to the First Amendment Effective Date, the commitment of such Lender to make Loans and to acquire participations in Letters of Credit, the amount of which represents the maximum aggregate amount of such Lender’s
Revolving Credit Exposure hereunder, which is set forth under the heading “Commitments” on Schedule 2.01 (as in effect immediately prior to the First Amendment Effective Date), or in the Assignment and Assumption pursuant to which such
Lender shall have assumed its Commitment, as applicable, as such Commitment may be increased or reduced from time to time pursuant to Section 2.07, 2.17, 2.19, 9.04 or Article VII, and (ii) with respect to each Lender on and after the
First Amendment Effective Date after giving effect to the First Amendment, the commitment of such Lender to make Loans and to acquire participations in Letters of Credit, the amount of which represents the maximum aggregate amount of such
Lender’s Revolving Credit Exposure hereunder which is set forth under the heading “Commitments” on Schedule 2.01 (as amended and restated pursuant to the First Amendment), or in the Assignment and Assumption pursuant to which such
Lender shall have assumed its Commitment, as applicable, as such Commitment may be increased or reduced from time to time pursuant to Section 2.07, 2.17, 2.19, 9.04 or Article VII. The aggregate amount of the Lenders’ Commitments both
immediately prior to the First Amendment Effective Date and on the First Amendment Effective Date (after giving effect to the First Amendment) is $2,000,000,000. 

c. The portion of Schedule 2.01 of the Credit Agreement under the heading “Commitments” is hereby amended and
restated as set forth in Schedule 2.01 as attached hereto as Annex A. 

  
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 SECTION II – Miscellaneous Provisions.  

1. In order to induce the Lenders to enter into this First Amendment, the Borrower hereby represents and warrants that: 

(a) this First Amendment has been duly authorized, executed and delivered by each Loan Party party hereto, and constitutes a
legal, valid and binding obligation of each Loan Party, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to
general principles of equity, regardless of whether considered in a proceeding in equity or at law; 
 (b) at the time of and
immediately after giving effect to this First Amendment, no Default or Event of Default shall have occurred and be continuing; and 

(c) the representations and warranties made by any Loan Party in or pursuant to the Loan Documents are true and correct in all
material respects on and as of the First Amendment Effective Date (except to the extent any such representation or warranty speaks only as of a previous date, in which case it was true and correct in all material respects on and as of such date);
provided, that, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respects on such respective dates. 

2. The Credit Agreement, as specifically amended by this First Amendment, is and shall continue to be in full force and effect and is hereby
in all respects ratified and confirmed. 
 3. This First Amendment is limited as specified and shall not constitute a modification,
acceptance or waiver of any other provision of the Credit Agreement or any other Loan Document. 
 4. This First Amendment may be executed
in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. A
complete set of counterparts shall be lodged with the Borrower and the Administrative Agent. 
 5. THIS FIRST AMENDMENT AND THE
RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. 

  
 -3- 








 6. From and after the First Amendment Effective Date, all references in the Credit Agreement and
each of the other Loan Documents to the Credit Agreement shall be deemed to be references to the Credit Agreement, as amended hereby. 
 7.
This First Amendment is a Loan Document. 
 8. Each Loan Party hereby expressly acknowledges the terms of this First Amendment and
reaffirms, as of the date hereof, (a) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately prior to giving effect to this First
Amendment and the transactions contemplated hereby and (b) its guarantee of the Guaranteed Obligations under the Subsidiary Guarantee Agreement, as applicable. 

9. This First Amendment shall become effective on the date (the “First Amendment Effective Date”) when: 

(a) each of the Loan Parties, the Lenders and the Administrative Agent shall have executed and delivered a copy of this First
Amendment (including by way of email or facsimile transmission) of the same to White & Case LLP, 1155 Avenue of the Americas, New York, New York 10036, Attention: Peixuan Wu (email: peixuan.wu@whitcase.com; Facsimile
No.: (212) 354-8113); 
 (b) at the time of and immediately after giving effect to this First Amendment, no Default
or Event of Default shall have occurred and be continuing; 
 (c) the representations and warranties made by any Loan Party
in or pursuant to the Loan Documents are true and correct in all material respects on and as of the First Amendment Effective Date (except to the extent any such representation or warranty speaks only as of a previous date, in which case it was true
and correct in all material respects on and as of such date); provided, that, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct
in all respects on such respective dates; 
 (d) The Administrative Agent shall have received a certificate, dated the First
Amendment Effective Date and signed by the president, a vice president or a Financial Officer of the Borrower, confirming compliance with the conditions set forth in paragraphs (b) and (c) of this Section II(9); and 

(e) The Administrative Agent shall have received all fees and other amounts due and payable to the Administrative Agent on or
prior to the First 

  
 -4- 








 
Amendment Effective Date, including, to the extent invoiced a reasonable time prior to the First Amendment Effective Date, reimbursement or payment of all out-of-pocket expenses of the Administrative Agent required to be reimbursed or paid by the Borrower pursuant to the terms of the Credit Agreement or as otherwise separately agreed in writing in connection
with this First Amendment and the related transactions. 
 [Remainder of page intentionally blank; Signature Pages Follow] 

*    *    * 

  
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 IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this First Amendment to be duly
executed and delivered as of the date first above written. 
  

					
	REYNOLDS AMERICAN INC., as the Borrower
		
	By:	 	 /s/ Daniel A. Fawley

		 	Name:	 	Daniel A. Fawley
		 	Title:	 	Senior Vice President and Treasurer










									
	R. J. REYNOLDS TOBACCO HOLDINGS, INC., as a Subsidiary Guarantor	 		 	R.J. REYNOLDS TOBACCO CO., as a Subsidiary Guarantor
					
	By:	 	 /s/ Daniel A. Fawley
	 		 	By:	 	 /s/ Daniel A. Fawley

	Name:	 	Daniel A. Fawley	 		 	Name:	 	Daniel A. Fawley
	Title:	 	Senior Vice President and Treasurer	 		 	Title:	 	Vice President and Treasurer
			
	Address for Notices:	 		 	Address for Notices:
	P.O. Box 2866	 		 	401 N. Main St.
	401 N. Main St.	 		 	Winston-Salem, NC 27101
	Winston-Salem, NC 27102	 		 	Phone: 336-741-5000
	Phone: 336-741-5500	 		 	Fax: 336-741-7598
	Fax: 336-741-2998	 		 		 	
			
	REYNOLDS FINANCE COMPANY, as a Subsidiary Guarantor	 		 	CONWOOD HOLDINGS, INC., as a Subsidiary Guarantor
					
	By:	 	 /s/ Caroline M. Price
	 		 	By:	 	 /s/ Daniel A. Fawley

	Name:	 	Caroline M. Price	 		 	Name:	 	Daniel A. Fawley
	Title:	 	President	 		 	Title:	 	Vice President and Treasurer
			
	Address for Notices:	 		 	Address for Notices:
	Farmers Bank Building	 		 	401 N. Main St.
	Suite 1402	 		 	Winston-Salem, NC 27101
	301 N. Market Street	 		 	Phone: 336-741-2000
	Wilmington, DE 19801	 		 	Fax: 336-741-2998
	Phone: 302-425-3550	 		 		 	
	Fax: 302-425-3554	 		 		 	









									
	R. J. REYNOLDS GLOBAL PRODUCTS, INC., as a Subsidiary Guarantor	 		 	AMERICAN SNUFF COMPANY, LLC, as a Subsidiary Guarantor
					
	By:	 	 /s/ Daniel A. Fawley
	 		 	By:	 	 /s/ Daniel A. Fawley

	Name:	 	Daniel A. Fawley	 		 	Name:	 	Daniel A. Fawley
	Title:	 	Vice President and Treasurer	 		 	Title:	 	Vice President and Treasurer
			
	Address for Notices:	 		 	Address for Notices:
	P.O. Box 688	 		 	5106 Tradeport Dr.
	401 N. Main St.	 		 	Memphis, TN 38141
	Winston-Salem, NC 27102	 		 	Phone: 901-761-2050
	Phone: 336-741-5500	 		 	Fax: 336-728-0396
	Fax: 336-741-2998	 		 		 	
			
	ROSSWIL LLC, as a Subsidiary Guarantor	 		 	R. J. REYNOLDS TOBACCO COMPANY, as a Subsidiary Guarantor
					
	By:	 	 /s/ Daniel A. Fawley
	 		 	By:	 	 /s/ Daniel A. Fawley

	Name:	 	Daniel A. Fawley	 		 	Name:	 	Daniel A. Fawley
	Title:	 	Vice President and Treasurer	 		 	Title:	 	Treasurer
			
	Address for Notices:	 		 	Address for Notices:
	401 N. Main St.	 		 	P.O. Box 2959
	Winston-Salem, NC 27101	 		 	401 N. Main St.
	Phone: 336-741-2000	 		 	Winston-Salem, NC 27102
	Fax: 336-741-2998	 		 	Phone: 336-741-5000
		 		 		 	Fax: 336-741-7598









									
	REYNOLDS INNOVATIONS INC., as a Subsidiary Guarantor	 		 	RAI SERVICES COMPANY, as a Subsidiary Guarantor
					
	By:	 	 /s/ Daniel A. Fawley
	 		 	By:	 	 /s/ Daniel A. Fawley

	Name:	 	Daniel A. Fawley	 		 	Name:	 	Daniel A. Fawley
	Title:	 	Treasurer	 		 	Title:	 	Senior Vice President and Treasurer
			
	Address for Notices:	 		 	Address for Notices:
	P.O. Box 685	 		 	P.O. Box 464
	401 N. Main St.	 		 	401 N. Main St.
	Winston-Salem, NC 27102	 		 	Winston-Salem, NC 27102
	Phone: 336-741-5700	 		 	Phone: 336-741-4500
	Fax: 336-741-7598	 		 	Fax: 336-741-2998
			
	SANTA FE NATURAL TOBACCO COMPANY, INC., as a Subsidiary Guarantor	 		 	LORILLARD LICENSING COMPANY LLC, as a Subsidiary Guarantor
					
		 		 		 	By:	 	 /s/ Daniel A. Fawley

	By:	 	 /s/ Daniel A. Fawley
	 		 	Name:	 	Daniel A. Fawley
	Name:	 	Daniel A. Fawley	 		 	Title:	 	Treasurer
	Title:	 	Vice President and Treasurer	 		 		 	
			
	Address for Notices:	 		 	Address for Notices:
	One Plaza La Prensa	 		 	401 N. Main St.
	Santa Fe, NM 87507	 		 	Winston-Salem, NC 27102
	Phone: 505-982-4257	 		 	Phone: 336-741-5700
	Fax: 505-986-8445	 		 	Fax: 336-741-7598








 
					
	JPMORGAN CHASE BANK, N.A. as Administrative Agent
		
	By:	 	 /s/ Tony Yung

		 	Name:	 	Tony Yung
		 	Title:	 	Executive Director
	
	JPMORGAN CHASE BANK, N.A. as a Lender and as an Issuing Bank
		
	By:	 	 /s/ Tony Yung

		 	Name:	 	Tony Yung
		 	Title:	 	Executive Director









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	CITIBANK, N.A., as a Lender and Issuing Bank
		
	By:	 	 /s/ Michael Vondriska

		 	Name:	 	Michael Vondriska
		 	Title:	 	Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	CREDIT SUISSE AG, Cayman Islands Branch as a Lender
		
	By:	 	 /s/ Robert Hetu

		 	Name:	 	Robert Hetu
		 	Title:	 	Authorized Signatory
		
	By:	 	 /s/ Michael Moreno

		 	Name:	 	Michael Moreno
		 	Title:	 	Authorized Signatory









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	Fifth Third Bank, an Ohio banking corporation,
	as a Lender
		
	By:	 	 /s/ Mary Ramsey

		 	Name:	 	Mary Ramsey
		 	Title:	 	Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	GOLDMAN SACHS BANK USA, as a Lender
		
	By:	 	 /s/ Rebecca Kratz

		 	Name:	 	Rebecca Kratz
		 	Title:	 	Authorized Signatory









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	Mizuho Bank, Ltd., as a Lender
		
	By:	 	 /s/ James Fayen

		 	Name:	 	James Fayen
		 	Title:	 	Deputy General Manager









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	ROYAL BANK OF CANADA, as a Lender
		
	By:	 	 /s/ Simone G. Vinocour McKeever

		 	Name:	 	Simone G. Vinocour McKeever
		 	Title:	 	Authorized Signatory









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	THE BANK OF NOVA SCOTIA, as a Lender
		
	By:	 	 /s/ Michael Grad

		 	Name:	 	Michael Grad
		 	Title:	 	Director









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	PNC BANK, NATIONAL ASSOCIATION, as a Lender
		
	By:	 	 /s/ Matthew M. Springman

		 	Name:	 	Matthew M. Springman
		 	Title:	 	Executive Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	Wells Fargo Bank, N.A., as a Lender
		
	By:	 	 /s/ Kay Reedy

		 	Name:	 	Kay Reedy
		 	Title:	 	Managing Director









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	AgFirst Farm Credit Bank, as a Lender
		
	By:	 	 /s/ Steven J O’Shea

		 	Name:	 	Steven J O’Shea
		 	Title:	 	Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	The Bank of New York Mellon, as a Lender
		
	By:	 	 /s/ Jeffrey Dears

		 	Name:	 	Jeffrey Dears
		 	Title:	 	Vice President









 
			
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	UNITED FCS, PCA dba FCS COMMERCIAL FINANCE GROUP, as a Lender
		
	By:	 	 /s/ Daniel J. Best

		 	Daniel J. Best
		 	Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	FARM CREDIT BANK OF TEXAS, as a Lender
		
	By:	 	 /s/ Alan Robinson

		 	Name:	 	Alan Robinson
		 	Title:	 	Vice President









 
					
	SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST ABOVE WRITTEN, AMONG REYNOLDS AMERICAN INC., EACH LENDER PARTY TO THE CREDIT AGREEMENT AND JP MORGAN CHASE BANK, N.A., AS
ADMINISTRATIVE AGENT
	
	Northern Trust Company, as a Lender
		
	By:	 	 /s/ John Canty

		 	Name:	 	John Canty
		 	Title:	 	Senior Vice President









 ANNEX A 

Schedule 2.01 
 Commitments; LC
Commitments 
 Commitments 
  

					
	Lender	  	Commitment	 
		
	 JPMorgan Chase Bank, N.A.
	  	$	174,375,000	  
	 Citibank, N.A.
	  	$	174,375,000	  
	 Credit Suisse AG, Cayman Islands Branch
	  	$	174,375,000	  
	 Fifth Third Bank
	  	$	174,375,000	  
	 Goldman Sachs Bank USA
	  	$	174,375,000	  
	 Mizuho Bank, Ltd.
	  	$	174,375,000	  
	 Royal Bank of Canada
	  	$	174,375,000	  
	 The Bank of Nova Scotia
	  	$	174,375,000	  
	 PNC Bank, National Association
	  	$	132,500,000	  
	 Wells Fargo Bank, National Association
	  	$	132,500,000	  
	 AgFirst Farm Credit Bank
	  	$	107,500,000	  
	 The Bank of New York Mellon
	  	$	72,500,000	  
	 United FCS, PCA
	  	$	60,000,000	  
	 Farm Credit Bank of Texas
	  	$	50,000,000	  
	 Northern Trust Company
	  	$	50,000,000	  
	 Total
	  	$	2,000,000,000	  

 LC Commitments 
  

					
	Lender	  	Commitment	 
		
	 JPMorgan Chase Bank, N.A.
	  	$	     50,000,000	  
	 Citibank, N.A.
	  	$	50,000,000