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Exhibit 10.11
DELL
December 19,
2007
Jeffrey
Simon
President
CIT DFS Inc.
1 CIT Drive
Livingston, New Jersey 07039
Re: The 2004
Extension and Funding Agreement dated September 8, 2004 ("
Funding Agreement ")
Ladies and
Gentlemen:
Reference is
made to the Funding Agreement. All capitalized terms used but not
defined in this letter have the meanings assigned in the Funding
Agreement.
Under Section
3(a) of the Funding Agreement "Funding Rights", CIT has the right,
but not the obligation, to purchase its Fiscal Year 2010 CIT
Minimum Funding Right in Fiscal Year 2009, for a cumulative Fiscal
Year 2009 CIT Minimum Funding Right Percentage of up to
60%.
On January 30
th , 2009, Dell will have the right, but
not the obligation, to purchase any remaining Fiscal Year 2010 CIT
Minimum Funding Right Percentage not accelerated into Fiscal Year
2009, at a price equal to 2.1% of the Remaining CIT Minimum Funding
Right Percentage of the agreed Gain Generated Funding for Fiscal
Year 2010.
[SIGNATURE PAGE FOLLOWS]
Dell Inc. | One Dell Way | Round Rock, TX 78682 | Telephone
512.338.4400 | Telefax 512.283.6751
www.dell.com | 1-800-BUY-DELL
If this
letter accurately reflects our mutual agreement, please acknowledge
by signing below where indicated.
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Very truly yours, |
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DELL INC. |
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By: |
/s/ Brian P. MacDonald
Name: Brian P.
MacDonald
Title: Vice President and Treasurer |
Acknowledge
and agreed to by each of the other parties to the Funding
Agreement:
DELL FINANCIAL SERVICES L.P.,
a Delaware limited partnership |
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| By: |
/s/ Gavan Goss
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Name:
Title: |
Gavan Goss
CFO and Vice President |
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DELL CREDIT COMPANY L.L.C.,
a Delaware limited liability company |
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| By: |
/s/ Brian P. MacDonald
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Name:
Title: |
Brian P. MacDonald
Chairman |
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