Exhibit 10.50
AMENDMENT NO. 1 TO
CREDIT
AGREEMENT
THIS AMENDMENT NO. 1 TO CREDIT
AGREEMENT (this “ Amendment ”), dated as of
May 18, 2009, is entered into by AMGEN INC., a Delaware
corporation (the “ Company ”), and the banks
party hereto.
W I T N E S
S E T H
WHEREAS, the Borrower, the financial
institutions party thereto, Citicorp USA, Inc., as Administrative
Agent and Barclays Bank PLC, as Syndication Agent, are parties to
the Credit Agreement dated as of November 2, 2007 (the “
Credit Agreement ”);
WHEREAS, the Administrative Agent,
the Company and Lehman Commercial Paper Inc. have agreed that the
Commitment of Lehman Commercial Paper Inc. as a Lender under the
Credit Agreement is to be terminated; and
WHEREAS, the Company has requested
and, subject to the conditions hereof, the Majority Banks have
agreed to amend the Credit Agreement to reflect the foregoing and
to make the other changes set forth herein.
NOW, THEREFORE, in consideration of
the premises, and for other good and valuable consideration, the
receipt and adequacy of which are hereby acknowledged, the parties
hereto agree as follows:
SECTION 1. Definitions;
Interpretation .
(a) Terms Defined in Credit
Agreement . All capitalized terms used in this Amendment
(including in the recitals hereof) and not otherwise defined herein
shall have the meanings assigned to them in the Credit Agreement,
as amended by this Amendment.
(b) Interpretation . The
rules of interpretation set forth in Article I to the Credit
Agreement shall be applicable to this Amendment and are
incorporated herein mutatis mutandis by this
reference.
SECTION 2. Amendment to Credit
Agreement . The Credit Agreement is hereby amended as
follows:
(a) The definition of the term
“ Commitment ” in Section 1.01 of
the Credit Agreement is hereby amended to replace the value
“$2,500,000,000” with the value
“$2,322,500,000” in the first sentence
thereof.
(b) Section 2.6(a) of
the Credit Agreement is hereby amended to replace the value
“$300,000,000” with “$278,700,000” in the
first sentence thereof.
(c) Schedule 2.1 to the
Credit Agreem
