Attached files
file | filename |
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EX-10.6 - EX-10.6 - Booz Allen Hamilton Holding Corp | d361130dex106.htm |
EX-10.4 - EX-10.4 - Booz Allen Hamilton Holding Corp | d361130dex104.htm |
EX-10.3 - EX-10.3 - Booz Allen Hamilton Holding Corp | d361130dex103.htm |
EX-10.2 - EX-10.2 - Booz Allen Hamilton Holding Corp | d361130dex102.htm |
EX-10.1 - EX-10.1 - Booz Allen Hamilton Holding Corp | d361130dex101.htm |
8-K - FORM 8-K - Booz Allen Hamilton Holding Corp | d361130d8k.htm |
Exhibit 10.5
ATTN: | Brian Hockenberry | |
BOOZ ALLEN HAMILTON INC. | ||
FROM: | Sara Scrivener | |
On Behalf of JPMorgan Chase Bank, N.A. | ||
RE: | Rate Swap Transaction Confirmation - AMENDMENT | |
YOUR REF: | ||
OUR REF: | 2000005367897 | |
DATE SENT: | 11 April 2017 |
NO OF PAGES: 6 (Excluding Cover)
URGENT: PLEASE SIGN AND FAX THIS CONFIRMATION TO 001 3026344860 |
JPMorgan Chase Bank, N.A.
270 Park Avenue
New York
NY 10017
USA
11 April 2017
Amendment of a Rate Swap Transaction
This Confirmation represents an amendment and restatement of any prior documents or other confirming communications between the parties with respect to the Transaction.
The purpose of this letter (this Confirmation) is to confirm the terms and conditions of the Swap Transaction entered into between: JPMorgan Chase Bank, N.A. (JPMorgan) and BOOZ ALLEN HAMILTON INC. (the Counterparty) on the Trade Date and identified by the JPMorgan Deal Number specified below (the Transaction). This letter agreement constitutes a Confirmation as referred to in the Master Agreement specified below, and supersedes any previous confirmation or other writing with respect to the transaction described below.
The definitions and provisions contained in the 2006 ISDA Definitions (the Definitions), as published by the International Swaps and Derivatives Association, Inc. are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern.
This Confirmation supplements, forms part of, and is subject to, the ISDA Master Agreement dated as of 17 December 2014, as amended and supplemented from time to time (the Agreement), between JPMorgan and the Counterparty. All provisions contained in the Agreement govern this Confirmation except as expressly modified below.
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 1 of 6 |
The terms of the particular Swap Transaction to which this Confirmation relates are as follows:
TRANSACTION DETAILS
JPMorgan Deal Number: | 2000005367897 | |
Notional Amount: | USD 100,000,000.00 | |
Trade Date: | 06 April 2017 | |
Effective Date: | 30 April 2018 | |
Termination Date: | 30 June 2021, subject to adjustment in accordance with the Modified Following Business Day Convention | |
Fixed Amounts: | ||
Fixed Rate Payer: | Counterparty | |
Fixed Rate Payer Payment Dates: | The last day of January, February, March, April, May, June, July, August, September, October, November and December in each year, from and including 31 May 2018 to and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention. | |
Fixed Rate: | 1.99800 percent | |
Fixed Rate Day Count Fraction: | Actual/360 | |
Business Days: | New York and London | |
Floating Amounts: | ||
Floating Rate Payer: | JPMorgan | |
Floating Rate Payer Payment Dates: | The last day of January, February, March, April, May, June, July, August, September, October, November and December in each year, from and including 31 May 2018 to and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention. | |
Floating Rate Option: | USD-LIBOR-BBA provided that, notwithstanding anything to the contrary in the 2006 ISDA Definitions, the rate for a Reset Date will be the rate which appears or is published, offered or otherwise determined 2 London and New York Business Days preceding such Reset Date |
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 2 of 6 |
provided, however, that if, in respect of any Calculation Period, the Floating Rate is less than 0.00000 percent, the Floating Rate in respect of that Calculation Period shall be deemed to equal 0.00000 percent | ||
Designated Maturity: | 1 month | |
Spread: | None | |
Floating Rate Day Count Fraction: | Actual/360 | |
Reset Dates: | The first day of each Calculation Period | |
Compounding: | Inapplicable | |
Business Days: | New York and London | |
Calculation Agent: | JPMorgan, unless otherwise stated in the Agreement. | |
ACCOUNT DETAILS | ||
Payments to JPMorgan in USD: | As per our standard settlement instructions. | |
Payments to Counterparty in USD: | As per your standard settlement instructions. | |
OFFICES | ||
JPMorgan: | NEW YORK | |
Counterparty: | MC LEAN |
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.
RELATIONSHIP BETWEEN PARTIES
Each party will be deemed to represent to the other party on the date on which it enters into a Transaction that (absent a written agreement between the parties that expressly imposes affirmative obligations to the contrary for that Transaction):
(a) Non-Reliance. It is acting for its own account, and it has made its own independent decisions to enter into that Transaction and as to whether that Transaction is appropriate or proper for it based upon its own judgment and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the other party as investment advice or as a recommendation to
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 3 of 6 |
enter into that Transaction. it being understood that information and explanations related to the terms and conditions of a Transaction shall not be considered investment advice or a recommendation to enter into that Transaction. No communication (written or oral) received from the other party shall be deemed to be an assurance or guarantee as to the expected results of that Transaction.
(b) Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts, the terms, conditions and risks of that Transaction. It is capable of assuming, and assumes the risks of that Transaction.
(c) Status of Parties. The other party is not acting as a fiduciary for or an adviser to it in respect of that Transaction.
TIME OF DEALING
The time of dealing will be confirmed by JPMorgan upon written request.
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 4 of 6 |
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 or by sending to us a letter, telex or facsimile substantially similar to this letter, which letter, telex or facsimile sets forth the material terms of the Transaction to which this Confirmation relates and indicates agreement to those terms. When referring to this Confirmation, please indicate: JPMorgan Deal Number(s): 2000005367897
On Behalf of JPMorgan Chase Bank, N.A.
/s/ Sara Scrivener | ||||
Name: | Sara Scrivener | |||
Title: | Executive Director |
Accepted and confirmed as of the date first written: | ||||
BOOZ ALLEN HAMILTON INC. | ||||
/s/ Brian Hockenberry | ||||
Name: | Brian Hockenberry | |||
Title: | Assistant Treasurer |
Your reference number: |
|
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 5 of 6 |
Client Service Group
All queries regarding confirmations should be sent to:
JPMorgan Chase Bank, N.A.
Contacts
JPMorgan Contact | Telephone Number | |
Discrepancy of Confo | ||
Group E-mail address: | de.rates.affirmations@jpmchase.com | |
Facsimile: | 001 3026344860 | |
Telex: | ||
Cable: |
Please quote the JPMorgan deal number(s): 2000005367897
Our Ref: 2000005367897 | Sent: 11 April 2017 16:53 | Page 6 of 6 |