exv10w3






Exhibit 10.3




THIRD FORBEARANCE AGREEMENT




     This THIRD FORBEARANCE AGREEMENT, dated as of October 1, 2009 (this “Agreement”), is
entered into by and among American HomePatient, Inc., a Delaware corporation, American HomePatient,
Inc., a Tennessee corporation, Designated Companies, Inc., American HomePatient of New York, Inc.,
The National Medical Rentals, Inc., American HomePatient of Texas, L.P., AHP, L.P., Home Medical
Equipment Partnership of Texas, Colorado Home Medical Equipment Alliance, LLC, Northeast
Pennsylvania Alliance, LLC, Northwest Washington Alliance, LLC, AHP Home Care Alliance of
Tennessee, AHP Alliance of Columbia, AHP Knoxville Partnership, AHP Home Care Alliance of
Gainesville, AHP Home Cars Alliance of Virginia (collectively, the “Makers”), NexBank, SSB
(as successor in interest to Heritage Bank, SSB, the “Agent”) and those certain entities
appearing on Schedule I attached hereto (collectively, the “Forbearing Holders”).



WITNESSSETH:




     WHEREAS, the Makers have executed and delivered in favor of the Agent, on behalf of the
holders thereof, a Secured Promissory Note, dated as of July 1, 2003, in the principal amount of
$250,000,000 (such note, as may be amended, restated, supplemented, or otherwise modified from time
to time, the “Note”);



     WHEREAS, as of the date hereof, the Makers acknowledge that the Event of Default under the
Note defined herein as the “Designated Event of Default” has occurred and is continuing;



     WHEREAS, pursuant to the terms of that certain First Forbearance Agreement (as defined below)
the Forbearing Holders (as defined in the First Forbearance Agreement) agreed to forbear from
exercising remedies during the Forbearance Period (as defined in the First Forbearance Agreement);



     WHEREAS, the First Forbearance Agreement expired per its terms on September 1, 2009;



     WHEREAS, pursuant to the terms of that certain Second Forbearance Agreement (as defined below)
the Forbearing Holders (as defined in the Second Forbearance Agreement) agreed to forbear from
exercising remedies during the Forbearance Period (as defined in the Second Forbearance Agreement);



     WHEREAS, the terms of the Second Forbearance Agreement provide that the Second Forbearance
Agreement shall expire on October 1, 2009; and



     WHEREAS, the Makers have requested, subject to the terns and conditions set forth herein, that
the Agent and the Forbearing Holders by execution of this Agreement agree to forbear, during the
Forbearance Period set forth in this Agreement, from exercising the rights and remedies available
to them as a direct result of the occurrence of the Designated Event of Default, and the Agent and
the Forbearing Holders have agreed to such forbearance, solely



 









 




during the Forbearance Period set forth in this Agreement and subject to the terns and
conditions set forth herein;




     NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties
hereto hereby agree as follows:



     SECTION 1. Defined Terms.




     (a) As used in this Agreement, the following terms shall have the meanings set forth
below:




     (i) “Company” shall man American HomePatient, Inc., a Delaware
corporation.




     (ii) “Designated Event of Default” shall mean the Event of Default that
arose on August 1, 2009 from the failure of the Makers to pay the outstanding
principal balance of the Note on the Maturity Date (it being understood and agreed
that any accrued and unpaid interest, including, without limitation, unpaid interest
accrued after the Maturity Date, must be paid monthly in arrears on the first
calendar day of each month and the failure to pay such interest is not a Designated
Event of Default).




     (iii) “First Forbearance Agreement” shall mean that certain Forbearance
Agreement dated as of July 2, 2009.




     (iv) “Forbearance Period” shall mean the period (i) commencing on and
including the Agreement Effective Date and (ii) continuing through and including the
date that is the earlier to occur of (x) November 1, 2009 and (y) the date of
occurrence of a Termination Event.




     (v) “Second Forbearance Agreement” shall mean that certain Second
Forbearance agreement dated as of August 31, 2009.




     (vi) “Termination Event” shall mean the occurrence of an Event of
Default under the Note, other than the Designated Event of Default.




     (b) Unless otherwise defined above or elsewhere in this Agreement, capitalized terms
used herein shall have the meanings assigned to such terms in the Note.



     SECTION 2. Forbearance; : Termination: Reservation of Rights.




     (a) Upon the terms and conditions set forth in this Agreement, and so long as no
Termination Event shall have occurred, the Agent and the Forbearing Holders hereby agree to
forbear, solely for the duration of the Forbearance Period, from exercising the rights and
remedies available to them as a direct result of the occurrence of the Designated Event of
Default.



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     (b) Upon the expiration of the Forbearance Period, the agreement of the Agent and the
Forbearing Holders hereunder to forbear from exercising their respective rights and remedies
during the Forbearance Period shall immediately terminate without the requirement of any
demand, presentment, protest, or notice of any kind, all of which the Makers hereby
unconditionally and irrevocably waive and all of which rights and remedies are fully
reserved by the Agent and the Forbearing Holders. Each of the Makers agrees that any or all
of the Agent or the Forbearing Holders may at any time thereafter proceed to exercise any
and all of their respective rights and remedies under the Note, any other document related
thereto and/or applicable law, including, without limitation, their respective rights and
remedies with respect to the Designated Event of Default, none of which rights or remedies
or Designated Event of Default is or shall be deemed to be waived in any respect.



     SECTION 3. Conditions to Effectiveness. This Agreement shall become effective as of the
first date (the “Agreement Effective Date”) upon which the Agent shall have received duly
executed counterparts hereof that, when taken together, bear the authorized signatures of the
Makers, the Agent and the Forbearing Holders. The Agent shall notify the Makers and the Forbearing
Holders of the date of the Agreement Effective Date, and such notice shall be conclusive and
binding.



     SECTION 4. Representations and Warranties. The Makers hereby represent and warrant to the
Agent and each of the Forbearing Holders that:




     (a) This Agreement has been duly executed and delivered by each of the Makers and
constitutes a legal, valid and binding obligation of each of the Makers, enforceable in
accordance with its km, subject to applicable bankruptcy, insolvency, reorganization,
moratorium or other laws affecting creditors’ rights generally and subject to general
principles of equity, regardless of whether considered in a proceeding in equity or at law.




     (b) As of the Agreement Effective Date, no Event of Default (excepting the Designated
Event of Default) under the Note has occurred and is continuing.




     (c) The Makers that are signatories to this Agreement comprise all of the original
Makers (as defined in the Note) that were parties to the Note that are in existence as of
the date hereof. Any original Maker (as defined in the Note) that is not a signatory to this
Agreement is no longer in existence as of the date hereof and has been merged into a Maker
that is a signatory to this Agreement, and all of such original Maker’s assets and
liabilities have been assumed by the Maker that is a signatory to this Agreement.



     SECTION 5. No Implied Waiver. Except as expressly set forth herein, this Agreement
shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect
the rights and remedies of the Agent and the Forbearing Holders under the Note or any other
document related thereto, and shall not alter, modify, amend or in any way affect any of the terms,
conditions, obligations, covenants or agreements contained in the Note or any other document
related thereto, all of which are ratified and affirmed in all respects and shall continue in full
force and effect. Nothing herein shall be deemed to entitle any Maker to a consent to, or a



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waiver, amendment, modification or other change of, any of the term, conditions, obligations,
covenants or agreements contained in the Note or any other document related thereto in similar or
different circumstances.




     SECTION 6. APPLICABLE LAW. THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCEABLE IN ACCORDANCE
WITH THE LAWS OF THE STATE OF TENNESSEE.



     SECTION 7. Counterparts. This Agreement may be executed in any number of counterparts,
each of which when so executed shall constitute an original but all of which, when taken together,
shall constitute a single instrument. Delivery of an executed counterpart of a signature page to
this Agreement by telecopy or other electronic transmission shall be effective as delivery of a
manually executed counterpart hereof.



     SECTION 8. Entire Agreement. This Agreement sets forth the entire understanding and
agreement of the parties hereto in relation to the subject matter hereof and supersedes any prior
negotiations and agreements among the parties relative to such subject matter.



     SECTION 9. Section Headings. Section headings in this Agreement are included herein for
convenience of reference only and shall not constitute part of this Agreement for any other
purpose.



     SECTION 10. Successors and Assigns. This Agreement shall be binding upon and inure to the
benefit of each of the Makers, the Forbearing Holders, the Agent and their respective successors
and assigns; provided, that no Maker shall be entitled to delegate any of its duties hereunder and
shall not assign any of its rights or remedies set forth in this Agreement without the prior
written consent of the Agent in its sole discretion.



     SECTION 11. Severability. Whenever possible, each provision of this Agreement shall be
interpreted in such manner as to be effective and valid under applicable law; but if any provision
of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be
ineffective only to the extent d such prohibition or invalidity, without invalidating the remainder
of such provision or the remaining provisions of this Agreement.



     SECTION 12. Tolling of Statutes of Limitations. The parties hereto agree that the running
of all statutes of limitation or doctrine of laches applicable to all claims or caws of action that
any Forbearing Holder or the Agent may be entitled to take or bring in order to enforce its rights
and remedies against any Maker shall be, to the fullest extent permitted by law, tolled and
suspended during the Forbearance Period.



[Remainder of this page internationally blank.]





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     IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed by their
respective authorized officers as of the date first above written.



	 	 	 	 	 
	 	Maker:





AMERICAN HOMEPATENT, INC.,

a Delaware corporation

 	 
	 	By:  	/s/ S. Clanton
 	 
	 	 	Name:  	S. Clanton 	 
	 	 	Title:  	 	 
	 
	 	AMERICAN HOMEPATENT, INC.,

a Tennessee corporation

 	 
	 	By:  	/s/ S. Clanton
 	 
	 	 	Name:  	S. Clanton 	 
	 	 	Title:  	 	 
	 
	 	DESIGNATED COMPANIES, INC.,

 	 
	 	By:  	/s/ S. Clanton
 	 
	 	 	Name:  	S. Clanton 	 
	 	 	Title:  		 
	 
	 	AMERICAN HOMEPATENT OF NEW YORK, INC., 	 
	 	 	 
	 	By:  	                           /s/ S. Clanton
 	 
	 	 	Name:  	S. Clanton 	 
	 	 	Title:  	 	 
	 
	 	THE NATIONAL MEDICAL RENTALS, INC.,

 	 
	 	By:  	/s/ S. Clanton
 	 
	 	 	Name:  	S. Clanton 	 
	 	 	Title:  	 	 



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	 	AMERICAN HOMEPATIENT OF TEXAS, L.P.,

      a Texas limited partnership

	 
	 	By: 	
 AMERICAN HOMEPATIENT, INC., 

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	AHP, L.P.,

a Tennessee limited partnership



	 	By: 	AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	AHP HOME MEDICAL EQUIPMENT PARTNERSHIP 
OF TEXAS, a Texas
general partnership


	 
	 	By: 	
 AHP, INC.,

a general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	 AMERICAN
HOMEPATIENT VENTURES, INC.,
 a general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 



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	 	COLORADO HOME MEDICAL EQUIPMENT
 ALLIANCE, LLC, a Colorado
limited liability company



	 
	 	By: 	
AMERICAN HOMEPATIENT VENTURES, INC.,

its sole member

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	NORTHEAST PENNSYLVANIA ALLIANCE, LLC,

a Pennsylvania limited liability company


	 
	 	By: 	
AMERICAN HOMEPATIENT VENTURES, INC.,

its sole member

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	NORTHWEST WASHINGTON ALLIANCE, LLC,

a Washington limited liability company


	 
	 	By: 	
AMERICAN HOMEPATIENT VENTURES, INC.,

its sole member

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	AHP HOME CARE ALLIANCE OF TENNESSEE,

a Tennessee general partnership


	 
	 	By: 	
 AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	 AMERICAN HOMEPATIENT VENTURES, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 



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	 	AHP ALLIANCE OF COLUMBIA,

a South Carolina general partnership



	 	By: 	 AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	AMERICAN HOMEPATIENT VENTURES, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	AHP KNOXVILLE PARTNERSHIP,

a Tennessee general partnership



	 	By: 	 AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	AMERICAN HOMEPATIENT VENTURES, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	AHP HOME CARE ALLIANCE OF GAINESVILLE,

a Florida general partnership


	 
	 	By: 	AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	AMERICAN HOMEPATIENT VENTURES, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	AHP HOME CARE ALLIANCE OF VIRGINIA,

a Virginia general partnership


	 
	 	By: 	AMERICAN HOMEPATIENT, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 
	 
	 	By: 	 AMERICAN HOMEPATIENT VENTURES, INC.,

its general partner

 	 
	 	 	By:  	/s/ S. Clanton
 	 
	 	 	 	Name:  	S. Clanton 	 
	 	 	 	Title:  	 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 
	 	NEXBANK, SSB, as Agent

 	 
	 	By:  	/s/ Jeff Scott
 	 
	 	 	Name:  	Jeff Scott 	 
	 	 	Title:  	Vice President 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	ABERDEEN LOAN FUNDING, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collated Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	 		/s/ Jason Post
 	 
	 	 	 	Name:  	Jason Post 	 
	 	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	BRENTWOOD CLO, LIMITED


	 
	 	By: 	
HIGHLAND CAPITAL MANAGEMENT, L.P.,


as Collateral Manager


	 
	 	By: 	STRAND ADVISORS, INC.,

its General Partner

 	 
	 	 		/s/ Jason Post
 	 
	 	 	 	Name:  	Jason Post 	 
	 	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 









	 	 	 	 	 	 
	 	EASTLAND CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collated Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	 		/s/ Jason Post
 	 
	 	 	 	Name:  	Jason Post 	 
	 	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 
	 	EMERALD ORCHARD LIMITED

 	 
	 	By:  	/s/ Irfan Ahmed
 	 
	 	 	Name:  	Irfan Ahmed 	 
	 	 	Title:  	 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 
	 	GENERAL ELECTRIC CAPITAL CORPORATION

 	 
	 	By:  	/s/ Benjamin Mc
 	 
	 	 	Name:  	Benjamin Mc______ 	 
	 	 	Title:  	Authorized Signature 	 



Signatures Page to Forbearance Agreement







 









 








	 	 	 	 	 	 
	 	GLENEAGLES CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	
By: STRAND ADVISORS, INC.,

        its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	GRAYSON CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 
	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	GREENBRIAR CLO, LIMITED



	 
	 	By: 	HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 








	 	 	 	 	 	 
	 	HIGHLAND LOAN FUNDING V, LIMITED



	 	By: 	HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager



	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	JASPER CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	LIBERTY CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager



	 	By: 	STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	LOAN FUNDING IV, LLC


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	LOAN FUNDING VII, LLC



	 
	 	By: 	HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	LONGHORN CREDIT FUNDING, LLC


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	PAM CAPITAL FUNDING, LP


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	PAMCO CAYMAN LIMITED


	 
	 	By: 	
HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	RED RIVER CLO, LIMITED

	 
	 	By: 	HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 






	 	 	 	 	 	 
	 	ROCKWALL CDO, LIMITED


	 
	 	By: 	
HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	ROCKWALL CDO II, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	SOUTHFORK CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 






	 	 	 	 	 	 
	 	STRATFORD CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 





	 	 	 	 	 	 
	 	WESTCHESTER CLO, LIMITED


	 
	 	By: 	 HIGHLAND CAPITAL MANAGEMENT, L.P.,

as Collateral Manager


	 
	 	By: 	
 STRAND ADVISORS, INC.,

its General Partner

 	 
	 	By:  	/s/ Jason Post
 	 
	 	 	Name:  	Jason Post 	 
	 	 	Title:  	Operations Director 	 



Signatures Page to Forbearance Agreement





 









 








SCHEDULE I

Forbearing Holders




Aberdeen Loan Funding, Limited

Brentwood CLO, Limited

Eastland CLO, Limited

Emerald Orchard Limited

General Electric Capital Corporation

Gleneagles CLO, Limited

Grayson CLO, Limited

Greenbriar CLO, Limited

Highland Loan Funding V, Limited

Jasper CLO, Limited

Liberty CLO, Limited

Loan Funding IV, LLC

Loan Funding VII, LLC

Longhorn Credit Funding, LLC

Pam Capital Funding, LP

Pamco Cayman Limited

Red River CLO, Limited

Rockwall CDO, Limited

Rockwall CDO II, Limited

Southfork CLO, Limited

Stratford CLO, Limited

Westchester CLO, Limited