MasterCard 2009 Annual Report Download - page 149

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EXHIBIT INDEX
3.1(a) Amended and Restated Certificate of Incorporation of MasterCard Incorporated (incorporated by
reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed July 31, 2009 (File No.
001-32877)).
3.1(b) Amended and Restated Bylaws of MasterCard Incorporated (incorporated by reference to Exhibit 3.1 to
the Company’s Current Report on Form 8-K filed December 5, 2008 (File No. 001-32877)).
3.2(a) Amended and Restated Certificate of Incorporation of MasterCard International Incorporated
(incorporated by reference to Exhibit 3.2 (a) to the Company’s Quarterly Report on Form 10-Q filed
August 2, 2006 (File No. 001-32877)).
3.2(b) Amended and Restated Bylaws of MasterCard International Incorporated (incorporated by reference to
Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed November 3, 2009 (File No. 001-
32877)).
10.1 $2,500,000,000 Credit Agreement, dated as of April 28, 2006, among MasterCard Incorporated,
MasterCard International Incorporated, the several lenders, Citigroup Global Markets Inc., as sole lead
arranger and sole book manager, Citibank N.A., as co-administrative agent, JPMorgan Chase Bank, N.A.
as co-administrative agent, and J.P. Morgan Securities Inc., as co-arranger (incorporated by reference to
Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed May 2, 2006 (File No. 000-50250)).
10.2 Lease, dated as of April 1, 2003, between MasterCard International, LLC and City of Kansas City,
Missouri relating to the Kansas City facility (incorporated by reference to Exhibit 10.4 to the Company’s
Quarterly Report on Form 10-Q filed August 8, 2003 (File No. 000-50250)).
10.3* Agreement, dated as of January 1, 2004, by and among MasterCard International Incorporated, Citibank,
N.A., et al. (incorporated by reference to Exhibit 10.2 to the Company’s Report on Form 10-Q filed
August 5, 2004 (File No. 000-50250)).
10.4* Master Agreement, dated as of February 8, 2005, between MasterCard International Incorporated and
JPMorgan Chase Bank, National Association (incorporated by reference to Exhibit 10.1 to the
Company’s Quarterly Report on Form 10-Q filed May 9, 2005 (File No. 000-50250)).
10.5* Member Business Agreement, dated July 1, 2003, by and between MasterCard International
Incorporated, HSBC Bank USA and HSBC Bank Nevada, N.A., as successor to Household Bank (SB),
N.A. (incorporated by reference to Exhibit 10.25 to Pre-Effective Amendment No. 8 to the Company’s
Registration Statement on Form S-1 filed May 23, 2006 (File No. 333-128337)).
10.6* Amendment to Member Business Agreement by and between MasterCard International Incorporated and
HSBC Bank USA and Household Bank (SB), N.A. dated December 27, 2006 (incorporated by reference
to Exhibit 10.26 to the Company’s Annual Report on Form 10-K filed February 28, 2007 (File No. 001-
32877)).
10.7+ Employment Agreement between Robert W. Selander and MasterCard International dated December 31,
2008 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed
January 2, 2009 (File No. 001-32877)).
10.8+ Employment Agreement between Noah J. Hanft and MasterCard International dated December 30, 2008
(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed
January 2, 2009 (File No. 001-32877)).
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