Attached files
file | filename |
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EXCEL - IDEA: XBRL DOCUMENT - H&R BLOCK INC | Financial_Report.xls |
10-Q - FORM 10-Q - H&R BLOCK INC | c56755e10vq.htm |
EX-32.1 - EX-32.1 - H&R BLOCK INC | c56755exv32w1.htm |
EX-31.1 - EX-31.1 - H&R BLOCK INC | c56755exv31w1.htm |
EX-32.2 - EX-32.2 - H&R BLOCK INC | c56755exv32w2.htm |
EX-10.1 - EX-10.1 - H&R BLOCK INC | c56755exv10w1.htm |
EX-10.3 - EX-10.3 - H&R BLOCK INC | c56755exv10w3.htm |
EX-10.2 - EX-10.2 - H&R BLOCK INC | c56755exv10w2.htm |
EX-31.2 - EX-31.2 - H&R BLOCK INC | c56755exv31w2.htm |
Exhibit 10.4
BLOCK FINANCIAL LLC
H&R BLOCK, INC.
One H&R Block Way
Kansas City, Missouri 64105
H&R BLOCK, INC.
One H&R Block Way
Kansas City, Missouri 64105
As of January 4, 2010
JPMorgan Chase Bank, N.A.,
as Administrative Agent under the
Credit Agreement referred to below
Loan and Agency Services Group
1111 Fannin Street
Houston, Texas 77002
Attention: Syed Abbas
Facsimile No.: (713) 750-2782
as Administrative Agent under the
Credit Agreement referred to below
Loan and Agency Services Group
1111 Fannin Street
Houston, Texas 77002
Attention: Syed Abbas
Facsimile No.: (713) 750-2782
with a copy to:
JPMorgan Chase Bank, N.A.
270 Park Avenue
New York, New York 10017
Facsimile No.: (212) 270-6637
Attention: Tony Yung
270 Park Avenue
New York, New York 10017
Facsimile No.: (212) 270-6637
Attention: Tony Yung
The Lenders that are parties to the
Credit Agreement referred to below
Credit Agreement referred to below
CONSENT
Ladies and Gentlemen:
Reference is made to that certain Amended and Restated Five-Year Credit and Guarantee
Agreement, dated as of August 10, 2005 (as amended, restated, supplemented or otherwise
modified through the date hereof, the Credit Agreement) by and among Block Financial
LLC, a Delaware limited liability company (the Borrower), H&R Block, Inc., a Missouri
corporation (the Guarantor), the Lenders from time to time party thereto and JPMorgan
Chase Bank, N.A. as administrative agent for the Lenders (in such capacity, the
Administrative Agent). Capitalized terms used but not defined herein shall have the
meanings given to such terms in the Credit Agreement.
The Borrower and the Guarantor hereby notify the Administrative Agent and the Lenders
of their desire to terminate in full the Commitment of Aurora Bank FSB (formerly known as
Lehman Brothers Bank, FSB) (Aurora Bank), pursuant to Section 2,7 of the Credit
Agreement, but without a ratable reduction of the Commitments of the other Lenders as
required thereunder (the Aurora Bank Commitment Termination). The Administrative Agent
and each Lender party hereto consent to the Aurora Bank Commitment Termination.
The effectiveness of this Consent is subject to the condition precedent that the
Administrative Agent shall have received duly executed counterpart signature pages to this Consent
from the Borrower, the Guarantor and the Required Lenders (including, without limitation, Aurora
Bank). Upon such effectiveness, Aurora Bank shall cease to be a party to the Credit Agreement,
provided that the foregoing shall not discharge or in any manner affect or impair the
enforceability of Section 2.13, 2.14, 2.15, 10.3 or 10.4(h) of the Credit Agreement.
This Consent shall in no way be deemed to waive, alter or otherwise modify the provisions of
Section 2.10, relating to the payment of facility fees or utilization fees or any other provisions
under the Credit Agreement relating to the payment of any other amounts thereunder, in each case,
on a ratable basis according to the amount of each Lenders respective Commitment thereunder, all
of which remain in full force and effect as written; provided that if this Consent becomes
effective on or before January 31, 2010, Aurora Bank waives payment to it of any of such fees
accruing on or after December 31, 2009.
Upon the effectiveness of this Consent, on and after the date hereof, each reference in the
Credit Agreement (including any reference therein to this Credit Agreement, hereunder,
hereof, herein or words of like import referring thereto) or any other documents, instruments
and agreements executed and/or delivered in connection therewith shall mean and be a reference to
the Credit Agreement as modified hereby. Except as specifically modified above, the Credit
Agreement and all other documents, instruments and agreements executed and/or delivered in
connection therewith, shall remain in full force and effect, and are hereby ratified and
confirmed. Except as expressly set forth herein, the execution, delivery and effectiveness of this
Consent shall not operate as a waiver of any right, power or remedy of the Administrative Agent or
the Lenders, nor constitute a waiver of any provision of the Credit Agreement or any other
documents, instruments and agreements executed and/or delivered in connection therewith.
This Consent shall be governed by, and construed in accordance with, the law of the State of
New York. This Consent may be executed in any number of counterparts, all of which when taken
together shall constitute one and the same instrument and any parties hereto may execute this
Consent by signing such counterpart.
[The remainder of this page is intentionally left blank.]
2
Very truly yours, BLOCK FINANCIAL LLC, as Borrower |
||||
By: | /s/ Beeky Shulman | |||
Name: | Beeky Shulman | |||
Title: | President & CFO | |||
H&R BLOCK, INC., as Guarantor |
||||
By: | /s/ Beeky Shulman | |||
Name: | Beeky Shulman | |||
Title: | SVP & CFO | |||
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
JPMORGAN CHASE BANK, N.A., as Administrative Agent |
||||
By:
|
/s/ Tony Yung
|
|||
Name: Tony Yung | ||||
Title: Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
Wells Fargo Bank, NA., as a Lender | ||||
By:
|
/s/ Joseph Giampetroni
|
|||
Name: Joseph Giampetroni | ||||
Title: Senior Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
PNC Bank, National Association, as a Lender | ||||
By:
|
/s/ Dale A. Stein
|
|||
Name: Dale A. Stein | ||||
Title: Sr. Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
Comerica Bank, as a Lender | ||||
By:
|
/s/ Mark J. Leveille
|
|||
Name: MARK J. LEVEILLE | ||||
Title: VICE PRESIDENT | ||||
COMERICA BANK |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
AURORA BANK FSB, as a Lender | ||||
By:
|
/s/ Theodore Janulis
|
|||
Name: Theodore Janulis | ||||
Title: Chairman |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
SunTrust Bank, as a Lender | ||||
By:
|
/s/ K. Scott Bazemore
|
|||
Name: K. Scott Bazemore | ||||
Title: Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
ROYAL BANK OF CANADA, as a Lender | ||||
By:
|
/s/ Ming Tang
|
|||
Name: MING TANG | ||||
Title: Authorized Signatory |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
The Bank of New York Mellon, as a Lender | ||||
By:
|
/s/ Jane Angelini
|
|||
Name: Jane Angelini | ||||
Title: First Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
Bank of America, N.A., as a Lender | ||||
By:
|
/s/ James H. Harper
|
|||
Name: James H. Harper | ||||
Title: Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
Bank of America, N.A., successor by merger to Merrill Lynch Bank USA, as a Lender | ||||
By:
|
/s/ James H. Harper
|
|||
Name: James H. Harper | ||||
Title: Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender | ||||
By:
|
/s/ Ming K. Chu
|
|||
Name: Ming K. Chu | ||||
Title: Vice President | ||||
By:
|
/s/ Heidi Sanquist
|
|||
Name: Heidi Sanquist | ||||
Title: Director |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
UMB Bank, N.A. , as a Lender | ||||
By:
|
/s/ Martin Nay
|
|||
Name: Martin Nay | ||||
Title: Senior Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
U.S. Bank N.A., as a Lender | ||||
By:
|
/s/ Gaylen Frazier
|
|||
Name: Gaylen Frazier | ||||
Title: A.V.P. |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
HSBC Bank USA, National Association, as a Lender | ||||
By:
|
/s/ Paul Lopez
|
|||
Name: Paul Lopez | ||||
Title: Senior Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
BNP Paribas, as a Lender | ||||
By:
|
/s/ Curt Price
|
|||
Name: Curt Price | ||||
Title: Managing Director | ||||
By:
|
/s/ Fik Durmus
|
|||
Name: Fik Durmus | ||||
Title: Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
FORTIS BANK SA/NV, CAYMAN ISLANDS BRANCH, as a Lender |
||||
By:
|
/s/ John W. Benton
|
|||
Name: John W. Benton | ||||
Title: Senior Managing Director | ||||
By:
|
/s/ Catherine M. Gilbert
|
|||
Name: Catherine M. Gilbert | ||||
Title: Director |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
Agreed to and Accepted by: | ||||
BARCLAYS BANK PLC, as a Lender | ||||
By:
|
/s/ Alicia Borys
|
|||
Name: Alicia Borys | ||||
Title: Assistant Vice President |
BLOCK FINANCIAL LLC
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT
AMENDED AND RESTATED FIVE-YEAR CREDIT AND GUARANTEE AGREEMENT
CONSENT