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Credit Agreement

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Title:

Credit Agreement

Entities:

ABN AMRO Bank N.V.; Banc of America Securities LLC; Citibank, NA; Citigroup Global Markets Inc.; Fleet National Bank; JPMorgan Chase Bank; PNC Bank, NA; U.S. Bank, NA; V.F. Corp.; Wachovia Bank, NA; Banco Santander Central Hispano SA; Bank of America, NA; Bank of New York

Date:

2003

Size:

Preview shows 49KB of 338KB total

Price:

$99

ID:

#885687

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CREDIT AGREEMENT

by and among

V.F. CORPORATION,
as Borrower,

BANK OF AMERICA, N.A.,
as Administrative Agent, Swing Line Lender and a Lender,

CITIBANK, N.A.,
as Syndication Agent and as a Lender,

WACHOVIA BANK,
NATIONAL ASSOCIATION
as Documentation Agent and as a Lender,

BANC OF AMERICA SECURITIES LLC
and
CITIGROUP GLOBAL MARKETS INC.,
as Lead Arrangers and Book Managers,

and

THE LENDERS PARTY HERETO FROM TIME TO TIME

September 25, 2003

TABLE OF CONTENTS


		Page
	ARTICLE I
	DEFINITIONS AND TERMS
1.1	Definitions	2
1.2	Rules of Interpretation	21
	ARTICLE II
	THE CREDIT FACILITIES
2.1	Revolving Loans	23
2.2	Competitive Bid Loans	27
2.3	Utilization of Alternative Currencies	31
2.4	Use of Proceeds	32
2.5	Notes	32
2.6	Swing Line	33
2.7	Increase in Total Revolving Credit Commitment	34
2.8	Letters of Credit	35
	ARTICLE III
	FUNDING, FEES, AND PAYMENT CONVENTIONS
3.1	Interest Rate Options	43
3.2	Conversions and Elections of Subsequent Interest Periods	43
3.3	Payment of Interest	44
3.4	Prepayments of Fixed Rate Loans	44
3.5	Manner of Payment	45
3.6	Fees	46
3.7	Payments to Agent for Lenders	46
3.8	Computation of Rates and Fees	46
3.9	Deficiency Advances; Failure to Purchase Participations	46
	ARTICLE IV
	CHANGE IN CIRCUMSTANCES
4.1	Increased Cost and Reduced Return	47
4.2	Limitation on Types of Loans	49
4.3	Illegality	49
4.4	Treatment of Affected Loans	50
4.5	Compensation	50
4.6	Taxes	51
4.7	Change of Lending Office	53
4.8	Substitution of Lenders	53


		Page
	ARTICLE V
	CONDITIONS TO MAKING LOANS
5.1	Conditions of Closing	54
5.2	Conditions of Revolving Loans, Swing Line Loans and Competitive Bid Loans	55
	ARTICLE VI
	REPRESENTATIONS AND WARRANTIES
6.1	Corporate Existence and Power	56
6.2	Corporate and Governmental Authorization; No Contravention	56
6.3	Material Subsidiaries	56
6.4	Binding Effect	57
6.5	Financial Information	57
6.6	Litigation	57
6.7	Compliance with ERISA	57
6.8	Environmental Matters	57
6.9	Taxes	58
6.10	Margin Stock	58
6.11	Investment Company	58
6.12	Full Disclosure	58
6.13	No Consents, Etc	58
6.14	Tax Shelter Regulations	59
	ARTICLE VII
	AFFIRMATIVE COVENANTS
7.1	Financial Reports, Etc	59
7.2	Payment of Taxes	61
7.3	Maintenance of Properties; Insurance	61
7.4	Compliance with Laws	62
7.5	Books and Records	62
	ARTICLE VIII
	NEGATIVE COVENANTS
8.1	Consolidated Indebtedness to Consolidated Capitalization	62
8.2	Liens	62
8.3	Indebtedness of Subsidiaries	63
8.4	Consolidations, Mergers and Sales of Assets	64
8.5	Change in Control	64
	ARTICLE IX
	EVENTS OF DEFAULT AND ACCELERATION
9.1	Events of Default	64
9.2	Agent to Act	67


		Page
9.3	Cumulative Rights	67
9.4	No Waiver	67
9.5	Allocation of Proceeds	67
	ARTICLE X
	THE AGENT
10.1	Appointment, Powers, and Immunities	68
10.2	Reliance by Agent	69
10.3	Defaults	69
10.4	Rights as Lender	70
10.5	Indemnification	70
10.6	Non-Reliance on Agent and Other Lenders	70
10.7	Resignation of Agent `	71
10.8	Syndication Agent and Documentation Agent	71
10.9	Agent May File Proofs of Claim	71
	ARTICLE XI
	MISCELLANEOUS
11.1	Assignments and Participations	72
11.2	Notices	75
11.3	Right of Set-off; Adjustments	76
11.4	Survival	77
11.5	Expenses	77
11.6	Amendments and Waivers	77