exv10w1



 






Exhibit 10.1




URS CORPORATION




SEVENTH AMENDMENT

TO CREDIT AGREEMENT




                    This SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of January 27, 2005
and entered into by and among URS CORPORATION, a Delaware corporation (“Company”), THE FINANCIAL
INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF (“Lenders”) and CREDIT SUISSE FIRST BOSTON, as
administrative agent for Lenders (“Administrative Agent”), and is made with reference to that
certain Credit Agreement dated as of August 22, 2002, as amended by that certain First Amendment to
Credit Agreement dated as of January 30, 2003, that certain Second Amendment to Credit Agreement
dated as of November 6, 2003, that certain Third Amendment to Credit Agreement dated as of December
16, 2003, that certain Fourth Amendment to Credit Agreement dated as of March 29, 2004, that
certain Fifth Amendment to Credit Agreement dated as of June 4, 2004, and that certain Sixth
Amendment to Credit Agreement dated as of November 29, 2004 (as so amended, and as further amended,
modified, restated or otherwise supplemented to the date hereof, the “Credit Agreement”), by and
among Company, Lenders, CREDIT SUISSE FIRST BOSTON, as a Co-Lead Arranger and Administrative Agent,
WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Co-Lead Arranger and Syndication Agent for Lenders,
and BNP PARIBAS, HARRIS TRUST & SAVINGS BANK and THE ROYAL BANK OF SCOTLAND PLC, as
Co-Documentation Agents for Lenders. Capitalized terms used herein without definition shall have
the same meanings herein as set forth in the Credit Agreement.




RECITALS




                    WHEREAS, Company and Lenders desire to amend the Credit Agreement as more particularly
described below;




                    NOW, THEREFORE, in consideration of the premises and the agreements, provisions and covenants
herein contained, the parties hereto agree as follows:





	   	Section 1. AMENDMENTS TO THE CREDIT AGREEMENT






	1.1  	Amendments to Section 1: Definitions





                    A.       Subsection 1.1 of the Credit Agreement is hereby amended by adding thereto the following
definitions, which shall be inserted in proper alphabetical order:




                    “Seventh Amendment” means that certain Seventh Amendment to Credit Agreement dated as of
January 27, 2005 and entered into by and among Company, the Lenders listed on the signature pages
thereof and Administrative Agent.




 









 








                    “Seventh Amendment Effective Date” means the effective date of the Seventh Amendment.





	1.2  	Amendments to Section 2: Amounts and Terms of Commitments and Loans





        Subsection 2.2A of the Credit Agreement is hereby amended by deleting it in its entirety and
substituting the following therefor:




	 	   	“A.      Rate of Interest. Subject to the provisions of subsections 2.6 and 2.7, each Term Loan
and each Revolving Loan shall bear interest on the unpaid principal amount thereof from the
date made through maturity (whether by acceleration or otherwise) at a rate determined by
reference to the Base Rate or the Eurodollar Rate. Subject to the provisions of subsection
2.7, each Swing Line Loan shall bear interest on the unpaid principal amount thereof from
the date made through maturity (whether by acceleration or otherwise) at a rate determined
by reference to the Base Rate. The applicable basis for determining the rate of interest
with respect to any Term Loan or any Revolving Loan shall be selected by Company initially
at the time a Notice of Borrowing is given with respect to such Loan pursuant to subsection
2.1B, and the basis for determining the interest rate with respect to any Term Loan or any
Revolving Loan may be changed from time to time pursuant to subsection 2.2D. If on any day
a Term Loan or Revolving Loan is outstanding with respect to which notice has not been
delivered to Administrative Agent in accordance with the terms of this Agreement specifying
the applicable basis for determining the rate of interest, then for that day that Loan shall
bear interest determined by reference to the Base Rate.






          (i)      Subject to the provisions of subsections 2.2E, 2.2G and 2.7, the Revolving Loans,
the Tranche A Term Loans and the Tranche B Term Loans shall bear interest through maturity
as follows:




          (a)      if a Base Rate Loan, then at the sum of the Base Rate plus a Base Rate
Margin of 0.75% per annum; or




          (b)      if a Eurodollar Rate Loan, then at the sum of the Eurodollar Rate plus a
Eurodollar Rate Margin of 1.75% per annum;




	 	   	provided that during any period beginning on any date Administrative Agent receives
an Officer’s Certificate from Company stating that Company has obtained senior secured
ratings for the Credit Facilities not lower than (1) BB+ from S&P and Ba2 from Moody’s or
(2) BB from S&P and Ba1 from Moody’s and in each case continuing until Company fails to
maintain such ratings, the Base Rate Margin and Eurodollar Rate Margin in each case shall be
0.25% per annum less than the Base Rate Margin and Eurodollar Rate Margin otherwise
applicable pursuant to this subsection 2.2A(i).






          (ii)     Subject to the provisions of subsections 2.2E, 2.2G and 2.7, the Swing Line Loans
shall bear interest through maturity at the sum of the Base Rate plus the



 









 






  applicable Base Rate Margin for Revolving Loans minus the Commitment Fee
Percentage.”




	1.3  	Amendments to Section 7: Company’s Negative Covenants






A.     Subsection 7.3(ix) of the Credit Agreement is hereby amended by deleting it in its entirety
and substituting the following therefor:




          “(ix) Company and its Subsidiaries may acquire assets (including Capital Stock and
including Capital Stock of Subsidiaries formed in connection with any such acquisition) of
any Person in the same or similar line of business (or any related, ancillary or
complementary business, including without limitation business services) as Company (a)
through the issuance of Capital Stock of Company, (b) with Cash, (c) with the proceeds of
not more than $200,000,000 of Subordinated Indebtedness of Company or (d) with any
combination of (a) through (c); provided that (1)(A) after giving effect to such
acquisition, at least $75,000,000 is available in Revolving Loan Commitments, (B) any such
Subordinated Indebtedness is unsecured and has no mandatory payment of principal for at
least one year after the maturity of the Tranche B Term Loans, (C) the documentation for any
such indebtedness contains subordination provisions that are standard in the market for
publicly traded or privately held subordinated debt securities at the time of issuance
thereof or such other subordination provisions as may be reasonably acceptable to
Administrative Agent, and contains such other terms and conditions as are reasonably
satisfactory to Administrative Agent, (D) after giving effect to such acquisition, no Event
of Default or Potential Event of Default shall have occurred or be continuing, and (E) the
pro forma Consolidated Leverage Ratio (after giving effect to such acquisition) is less than
the maximum Consolidated Leverage Ratio permitted as at the end of the most recently ended
Fiscal Quarter or Stub Period, as the case may be, minus 0.25 or (2) Requisite
Lenders consent thereto (each a “Permitted Acquisition”);”




	1.4  	Titles of Certain Agents






For purposes of this Amendment and the resyndication and repricing process contemplated hereby
Credit Suisse First Boston, acting through its Cayman Islands Branch, shall be “Sole Lead
Arranger”.




The term “Agents” as defined under the Credit Agreement shall be deemed for all purposes to
include, without limitation, Credit Suisse First Boston, acting through its Cayman Islands Branch,
in its capacity as “Sole Lead Arranger” in connection with this Amendment.




Section 2.      CONDITIONS TO EFFECTIVENESS



                    Section 1 of this Amendment shall become effective only upon the satisfaction of all of the
following conditions precedent (the date of satisfaction of such conditions being referred to
herein as the “Seventh Amendment Effective Date”):


 









 








                    A.      Company shall have delivered to Lenders (or to Administrative Agent for Lenders) an
executed copy of this Amendment.




                    B.      Each Lender shall have executed this Amendment.




                    C.      All corporate and other proceedings taken or to be taken in connection with the
transactions contemplated hereby shall be satisfactory in form and substance to Administrative
Agent and its counsel, and Administrative Agent and such counsel shall have received all such
counterpart originals or certified copies of such documents as Administrative Agent may reasonably
request.





Section 3.      COMPANY’S REPRESENTATIONS AND WARRANTIES



                    In order to induce Lenders to enter into this Amendment and to amend the Credit Agreement in
the manner provided herein, Company represents and warrants to each Lender that the following
statements are true, correct and complete as of the date of this Amendment:




                    A.      Corporate Power and Authority. Company has all requisite corporate power and authority to
enter into this Amendment and to carry out the transactions contemplated by, and perform its
obligations under, the Credit Agreement as amended by this Amendment (the “Amended Agreement”).




                    B.      Authorization of Agreements. The execution and delivery of this Amendment and the
performance of the Amended Agreement have been duly authorized by all necessary corporate action on
the part of Company.




                    C.     No Conflict.      The execution and delivery by Company of this Amendment and the performance
by Company of the Amended Agreement do not and will not (i) violate any provision of any law or any
governmental rule or regulation applicable to Company or any of its Subsidiaries, the Certificate
or Articles of Incorporation or Bylaws of Company or any of its Subsidiaries or any order, judgment
or decree of any court or other agency of government binding on Company or any of its Subsidiaries,
(ii) conflict with, result in a breach of or constitute (with due notice or lapse of time or both)
a default under any Contractual Obligation of Company or any of its Subsidiaries in any manner that
would be likely to result in a Material Adverse Effect, (iii) result in or require the creation or
imposition of any Lien upon any of the properties or assets of Company or any of its Subsidiaries
(other than Liens created under any of the Loan Documents in favor of Administrative Agent on
behalf of Lenders or Permitted Encumbrances), or (iv) require any approval of stockholders or any
approval or consent of any Person under any Contractual Obligation of Company or any of its
Subsidiaries.




                    D.      Governmental Consents. The execution and delivery by Company of this Amendment and the
performance by Company of the Amended Agreement do not and will not require any registration with,
consent or approval of, or notice to, or other action to, with or by, any federal, state or other
governmental authority or regulatory body.




 









 








                    E.      Binding Obligation. This Amendment has been duly executed and delivered by Company and
this Amendment and the Amended Agreement are the legally valid and binding obligations of Company,
enforceable against Company in accordance with their respective terms, except as may be limited by
bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting
creditors’ rights generally or by equitable principles relating to enforceability.




                    F.      Incorporation of Representations and Warranties From Credit Agreement. The representations
and warranties contained in Section 5 of the Credit Agreement are and will be true, correct and
complete in all material respects on and as of the date hereof to the same extent as though made on
and as of such date, except to the extent such representations and warranties specifically relate
to an earlier date, in which case they were true, correct and complete in all material respects on
and as of such earlier date.




                     G.      Absence of Default. No event has occurred and is continuing or will result from the
consummation of the transactions contemplated by this Amendment that would constitute an Event of
Default or a Potential Event of Default.





Section 4.      MISCELLANEOUS



                     A.      Reference to and Effect on the Credit Agreement and the Other Loan Documents.





	 	   	(i)     On and after the Seventh Amendment Effective Date, each reference in the Credit
Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of like
import referring to the Credit Agreement, and each reference in the other Loan
Documents to the “Credit Agreement”, “thereunder”, “thereof” or words of like import
referring to the Credit Agreement shall mean and be a reference to the Amended
Agreement.






	 	   	(ii)     Except as specifically amended by this Amendment, the Credit Agreement and the
other Loan Documents shall remain in full force and effect and are hereby ratified
and confirmed.






	 	   	(iii)     The execution, delivery and performance of this Amendment shall not, except as
expressly provided herein, constitute a waiver of any provision of, or operate as a
waiver of any right, power or remedy of Administrative Agent or any Lender under,
the Credit Agreement or any of the other Loan Documents.





                    B.     Fees and Expenses. Company acknowledges that all costs, fees and expenses as described in
subsection 10.2 of the Credit Agreement incurred by Administrative Agent and its counsel with
respect to this Amendment and the documents and transactions contemplated hereby shall be for the
account of Company.




                    C.      Headings. Section and subsection headings in this Amendment are included herein for
convenience of reference only and shall not constitute a part of this Amendment for any other
purpose or be given any substantive effect.




                    D.      Applicable Law. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER
SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS OF
THE STATE OF NEW YORK (INCLUDING WITHOUT LIMITATION SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW
OF THE STATE OF NEW YORK), WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES.




                     E.      Counterparts. This Amendment may be executed in any number of counterparts and by
different parties hereto in separate counterparts, each of which when so executed and delivered
shall be deemed an original, but all such counterparts together shall constitute but one and the
same instrument; signature pages may be detached from multiple separate counterparts and attached
to a single counterpart so that all signature pages are physically attached to the same document.





Section 5.      ACKNOWLEDGEMENT AND CONSENT BY GUARANTORS



                    Each guarantor listed on the signature pages hereof (“Subsidiary Guarantors”) hereby
acknowledges that it has read this Amendment and consents to the terms thereof, and hereby confirms
and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of each
Subsidiary Guarantor under its applicable Subsidiary Guaranty shall not be impaired or affected and
the applicable Subsidiary Guaranty is, and shall continue to be, in full force and effect and is
hereby confirmed and ratified in all respects. Each Subsidiary Guarantor further agrees that
nothing in the Credit Agreement, this Amendment or any other Loan Document shall be deemed to
require the consent of such Subsidiary Guarantor to any future amendment to the Credit Agreement.




[Remainder of page intentionally left blank]





 










 






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



	 	 	 	 	 
	 	URS CORPORATION, a Delaware

corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and Chief

Financial Officer 	 
	 



	 	 	 	 	 
	 	CREDIT SUISSE FIRST BOSTON, acting

through its Cayman Islands Branch,

Individually and as Administrative Agent

 	 
	 	By:  	/s/ S. William Fox
 	 
	 	 	Name:  	S. William Fox 	 
	 	 	Title:  	Director 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	                   /s/ /David Dodd
 	 
	 	 	Name:  	David Dodd 	 
	 	 	Title:  	Vice President 	 
	 



	 	 	 	 	 
	 	AMAN ENVIRONMENTAL CONSTRUCTION, INC., a California

corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and Chief

Financial Officer 	 




 









 






	 	 	 	 	 



	 	 	 	 	 
	 	BANSHEE CONSTRUCTION COMPANY, 

INC., a California corporation

 	 
	 	By:  	


/s/ Rita Armstrong
 	 
	 	 	Name:  	Rita Armstrong 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	CLEVELAND WRECKING COMPANY, 

a California corporation

 	 
	 	By:  	/s/ Rita Armstrong
 	 
	 	 	Name:  	Rita Armstrong 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	RADIAN INTERNATIONAL LLC, 

a Delaware limited liability company

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SIGNET TESTING LABORATORIES,

INC., a Delaware corporation

 	 
	 	By:  	/s/ Rita Armstrong
 	 
	 	 	Name:  	Rita Armstrong 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CONSTRUCTION SERVICES, INC., a 

Florida corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Executive Officer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CORPORATION, a Nevada corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CORPORATION GREAT LAKES, a 

Michigan corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CORPORATION-MARYLAND, a 

Maryland corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CORPORATION – OHIO, an Ohio 

corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS CORPORATION SOUTHERN, 

a California corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS GROUP, INC., a Delaware corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Assistant

Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS OPERATING SERVICES, INC., 

a Delaware corporation

 	 
	 	By:  	


/s/ Peter J. Pedalino
 	 
	 	 	Name:  	Peter J. Pedalino 	 
	 	 	Title:  	Vice President and Controller 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS HOLDINGS, INC., a Delaware

corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	URS INTERNATIONAL INC., a Delaware

corporation

 	 
	 	By:  	/s/ David C. Nelson
 	 
	 	 	Name:  	David C. Nelson 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	LEAR SIEGLER SERVICES, INC., a Delaware 

corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	EG&G DEFENSE MATERIALS, INC., a 

Utah corporation

 	 
	 	By:  	/s/ William Neeb
 	 
	 	 	Name:  	William Neeb 	 
	 	 	Title:  	Vice President, Chief Financial Officer

and  Assistant Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	EG&G TECHNICAL SERVICES, INC., a 

Delaware corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President 	 
	 



	 	 	 	 	 
	 	D&M CONSULTING ENGINEERS, INC.,

a Delaware corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 



	 	 	 	 	 
	 	E.C. DRIVER & ASSOCIATES, INC.,

a Florida corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 



	 	 	 	 	 
	 	LEAR SIEGLER LOGISTICS INTERNATIONAL, INC.,

a Delaware corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	RADIAN ENGINEERING, INC.,


a New York corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President.

Chief Financial Officer and Secretary 	 
	 



	 	 	 	 	 
	 	URS CORPORATION AES.,

a Connecticut corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 





	 	 	 	 	 
	 	URS CORPORATION ARCHITECTURE-NC, P.C., 
a North
Carolina corporation
 	 
	 	 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 




	 	 	 	 	 
	 	URS CORPORATION – NEW YORK,

a New York corporation

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 



	 	 	 	 	 
	 	URS RESOURCES, LLC,

a Delaware limited liability company

 	 
	 	By:  	/s/ Kent P. Ainsworth
 	 
	 	 	Name:  	Kent P. Ainsworth 	 
	 	 	Title:  	Attorney-in-fact 	 



 









 






	 	 	 	 	 
	 	 	ALLSTATE LIFE INSURANCE COMPANY,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Chris Goergen
	

	 	 	 	 
	

	 	Name:
	 	Chris Goergen
	

	 	Title:
	 	Authorized Signatory
	 
	 	 	 	 
	

	 	By:
	 	/s/ Jerry D. Zinkula
	

	 	 	 	 
	

	 	Name:
	 	Jerry D. Zinkula
	

	 	Title:
	 	Authorized Signatory
	 
	 	 	 	 
	 	 	AIMCO CDO SERIES 2000-A,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Chris Goergen
	

	 	 	 	 
	

	 	Name:
	 	Chris Goergen
	

	 	Title:
	 	Authorized Signatory
	 
	 	 	 	 
	

	 	By:
	 	/s/ Jerry D. Zinkula
	

	 	 	 	 
	

	 	Name:
	 	Jerry D. Zinkula
	

	 	Title:
	 	Authorized Signatory
	 
	 	 	 	 
	 	 	AIMCO CLO SERIES 2001-A,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Chris Goergen
	

	 	 	 	 
	

	 	Name:
	 	Chris Goergen
	

	 	Title:
	 	Authorized Signatory
	 
	 	 	 	 
	

	 	By:
	 	/s/ Jerry D. Zinkula
	

	 	 	 	 
	

	 	Name:
	 	Jerry D. Zinkula
	

	 	Title:
	 	Authorized Signatory






 









 






	 	 	 	 	 
	 	 	AMCO INSURANCE COMPANY,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Thomas S. Leggett
	

	 	 	 	 
	

	 	Name:
	 	Thomas S. Leggett
	

	 	Title:
	 	Associate Vice President – Public Bonds






 









 






	 	 	 	 	 
	 	 	ANTARES CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ David Mahon
	

	 	 	 	 
	

	 	Name:
	 	David Mahon
	

	 	Title:
	 	Director






 









 






	 	 	 	 	 
	 	 	JPMORGAN
CHASE BANK, N.A., As 
Trustee of the Antares Funding
Trust
 created
under the Trust Agreement 
Dated as of November 30, 1999,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Leslie Hundley
	

	 	 	 	 
	

	 	Name:
	 	Leslie Hundley
	

	 	Title:
	 	Assistant Vice President






 









 






	 	 	 	 	 
	 	 	APEX (IDM) CDO I, LTD
	 	 	BABSON CLO LTD. 2003-I
	 	 	ELC (CAYMAN) LTD. CDO SERIES 1999-I
	 	 	ELC (CAYMAN) LTD. 1999-III
	 	 	ELC (CAYMAN) LTD. 2000-I
	 	 	SUFFIELD CLO, LIMITED
	 	 	TRYON CLO LTD. 2000-I
	 	 	By: Babson Capital Management LLC as Collateral Manager
	 
	 	 	 	 
	

	 	By:
	 	/s/ William A. Hayes
	

	 	 	 	 
	

	 	Name:
	 	William A. Hayes
	

	 	Title:
	 	Managing Director
	 
	 	 	 	 
	 	 	MAPLEWOOD (CAYMAN) LIMITED
	 	 	By: Babson Capital Management LLC as Investment Manager
	 
	 	 	 	 
	

	 	By:
	 	/s/ William A. Hayes
	

	 	 	 	 
	

	 	Name:
	 	William A. Hayes
	

	 	Title:
	 	Managing Director
	 
	 	 	 	 
	 	 	MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
	 	 	By: Babson Capital Management LLC as Investment Adviser
	 
	 	 	 	 
	

	 	By:
	 	/s/ William A. Hayes
	

	 	 	 	 
	

	 	Name:
	 	William A. Hayes
	

	 	Title:
	 	Managing Director
	 
	 	 	 	 
	 	 	SIMSBURY CLO, LIMITED
	 	 	By: Babson Capital
Management LLC under delegated
      
authority from Massachusetts Mutual Life
Insurance
       Company
	 
	 	 	 	 
	

	 	By:
	 	/s/ William A. Hayes
	

	 	 	 	 
	

	 	Name:
	 	William A. Hayes
	

	 	Title:
	 	Managing Director
	 
	 	 	 	 
	 	 	BILL & MELINDA GATES FOUNDATION
	 	 	By: Babson Capital Management LLC as Investment Adviser
	 
	 	 	 	 
	

	 	By:
	 	/s/ William A. Hayes
	

	 	 	 	 
	

	 	Name:
	 	William A. Hayes
	

	 	Title:
	 	Managing Director






 









 






	 	 	 	 	 
	 	 	ARUM CLO 2002-1 LTD.
	 	 	By: Columbia Management
Advisors, Inc. as Investment
       Manager as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Mark S. Pelletier
	

	 	 	 	 
	

	 	Name:
	 	Mark S. Pelletier
	

	 	Title:
	 	Director






 









 






	 	 	 	 	 
	 	 	BANK OF AMERICA, N.A.,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Michael J. Landin
	

	 	 	 	 
	

	 	Name:
	 	Michael J. Landin
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	BANK LEUMI USA,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Michaela Klein
	

	 	 	 	 
	

	 	Name:
	 	Michaela Klein
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	BNP PARIBAS,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Katherine Wolfe
	

	 	 	 	 
	

	 	Name:
	 	Katherine Wolfe
	

	 	Title:
	 	Director
	 
	 	 	 	 
	

	 	By:
	 	/s/ Sandy Bertram
	

	 	 	 	 
	

	 	Name:
	 	Sandy Bertram
	

	 	Title:
	 	Vice President






 









 






	 	 	 	 	 
	 	 	BRYN MAWR CLO, LTD.,
	 
	 	 	 	 
	 	 	By: Deerfield Capital Management LLC as its Collateral Manager
	 
	 	 	 	 
	

	 	By:
	 	/s/ Matt Stouffer
	

	 	 	 	 
	

	 	Name:
	 	Matt Stouffer
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	CALLIDUS DEBT PARTNERS CLO FUND II, LTD.
	 	 	By: Callidus Capital
Management LLC, its
Collateral
       Manager as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Mavis Taintor
	

	 	 	 	 
	

	 	Name:
	 	Mavis Taintor
	

	 	Title:
	 	Senior Managing Director






 









 






	 	 	 	 	 
	 	 	CALLIDUS DEBT PARTNERS CLO FUND III LTD.
	 	 	By: Callidus Capital
Management LLC, its Collateral
       Manager as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Mavis Taintor
	

	 	 	 	 
	

	 	Name:
	 	Mavis Taintor
	

	 	Title:
	 	Senior Managing Director






 









 






	 	 	 	 	 
	 	 	DENALI
CAPITAL LLC, Managing
 Member of DC Funding Partners,

Portfolio Manager for Denali Capital
 CLO I, Ltd., or an affiliate
	 
	 	 	 	 
	

	 	By:
	 	/s/ John P. Thacker
	

	 	 	 	 
	

	 	Name:
	 	John P. Thacker
	

	 	Title:
	 	Chief Credit Officer






 









 






	 	 	 	 	 
	 	 	DENALI
CAPITAL LLC, Managing
 Member of DC Funding Partners,

Portfolio Manager for Denali Capital
 CLO II, Ltd., or an affiliate
	 
	 	 	 	 
	

	 	By:
	 	/s/ John P. Thacker
	

	 	 	 	 
	

	 	Name:
	 	John P. Thacker
	

	 	Title:
	 	Chief Credit Officer






 









 






	 	 	 	 	 
	 	 	DENALI
CAPITAL LLC, Managing
 Member of DC Funding Partners,

Portfolio Manager for Denali Capital
 CLO III, Ltd., or an affiliate
	 
	 	 	 	 
	

	 	By:
	 	/s/ John P. Thacker
	

	 	 	 	 
	

	 	Name:
	 	John P. Thacker
	

	 	Title:
	 	Chief Credit Officer






 









 






	 	 	 	 	 
	 	 	ERSTE BANK DER OESTERREICHISCHEN SPARKASSEN AG
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ John Fay
	

	 	 	 	 
	

	 	Name:
	 	John Fay
	

	 	Title:
	 	Director
	 
	 	 	 	 
	

	 	By:
	 	/s/ Bryan Lynch
	

	 	 	 	 
	

	 	Name:
	 	Bryan Lynch
	

	 	Title:
	 	First Vice President






 









 






	 	 	 	 	 
	 	 	FLAGSHIP CAPITAL CLO III
	 	 	By: Flagship Capital
Management,
       Inc. as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Mark S. Pelletier
	

	 	 	 	 
	

	 	Name:
	 	Mark S. Pelletier
	

	 	Title:
	 	Director






 









 






	 	 	 	 	 
	 	 	FOREST CREEK CLO, LTD.
	 	 	By: Deerfield Capital Management LLC as its Collateral Manager
	 
	 	 	 	 
	

	 	By:
	 	/s/ Matt Stouffer
	

	 	 	 	 
	

	 	Name:
	 	Matt Stouffer
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	PORTIS CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Henk Raison
	

	 	 	 	 
	

	 	Name:
	 	Henk Raison
	

	 	Title:
	 	Vice President
	 
	 	 	 	 
	 	 	PORTIS CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ John W. Deegan
	

	 	 	 	 
	

	 	Name:
	 	John W. Deegan
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	FRANKLIN CLO I, LIMITED,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ David Ardini
	

	 	 	 	 
	

	 	Name:
	 	David Ardini
	

	 	Title:
	 	Vice President







 










 






	 	 	 	 	 	 	 
	 	 	FRANKLIN CLO II, LIMITED,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Ardini	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	David Ardini	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	FRANKLIN CLO III, LIMITED,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Ardini	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	David Ardini	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	FRANKLIN CLO IV, LIMITED,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Ardini	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	David Ardini	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	FRANKLIN FLOATING RATE DAILY
	 	 	ACCESS FUND,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Richard Hsu	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Richard Hsu	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	FRANKLIN FLOATING RATE TRUST,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Richard Hsu	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Richard Hsu	 	 	 	 
	

	 	Title:
	 	Vice President	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	GENERAL ELECTRIC CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Brian Schwinn	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Brian Schwinn	 	 	 	 
	

	 	Title:
	 	Duly Authorized Signatory	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	GRANITE VENTURES I LTD.	 	 
	 	 	By:	 	Stone Tower Debt Advisors LLC,
	 	 	 	 	as its Collateral Manager
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ William J. Sheoris	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	William J. Sheoris	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	HAMILTON FLOATING RATE FUND, LLC,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Dean Stephan	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Dean Stephan	 	 	 	 
	

	 	Title:
	 	Managing Director	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	HARRIS TRUST AND SAVINGS BANK,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Shahrokh Shah	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Shahrokh Shah	 	 	 	 
	

	 	Title:
	 	Managing Director	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	HIGHLAND FLOATING RATE	 	 
	 	 	ADVANTAGE FUND	 	 
	 	 	By:	 	Highland Capital Management, L.P.,
	 	 	 	 	its Investment Manager as a Lender
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Lancelot	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	David Lancelot	 	 	 	 	 	 
	

	 	Title:
	 	Treasurer	 	 	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	HIGHLAND FLOATING RATE LIMITED	 	 
	 	 	LIABILITY COMPANY	 	 
	 	 	By:	 	Highland Capital Management, L.P.,
	 	 	 	 	its Investment Manager as a Lender
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Lancelot	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	David Lancelot	 	 	 	 	 	 
	

	 	Title:
	 	Treasurer	 	 	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	IKB CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Snyder	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	David Snyder	 	 	 	 
	

	 	Title:
	 	President	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	LANDMARK II CDO LIMITED	 	 
	 	 	By:	 	Aladdin Capital Management LLC,
	 	 	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Joseph Moroney	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Joseph Moroney, CPA	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	LONG GROVE CLO, LIMITED	 	 
	 	 	By:	 	Deerfield Capital Management LLC,
	 	 	 	 	as its Collateral Manager
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Matt Stouffer	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Matt Stouffer	 	 	 	 	 	 
	

	 	Title:
	 	Senior Vice President	 	 	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	LONGHORN CDO (CAYMAN) LTD.	 	 
	 	 	By:	 	Merrill Lynch Investment Managers, L.P.,
	 	 	 	 	as Collateral Manager
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Jaimin Patel	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Jaimin Patel	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	LONGHORN CDO II LTD.	 	 
	 	 	By:	 	Merrill Lynch Investment Managers, L.P.,
	 	 	 	 	as Collateral Manager
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Jaimin Patel	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Jaimin Patel	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	MERRILL LYNCH PRIME RATE PORTFOLIO	 	 
	 	 	By:	 	Merrill Lynch Investment Managers, L.P.,
	 	 	 	 	as Collateral Manager
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Jaimin Patel	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Jaimin Patel	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	MASTER SENIOR FLOATING RATE TRUST	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Jaimin Patel	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Jaimin Patel	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	FLOATING RATE INCOME STRATEGIES FUND II, INC.	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Jaimin Patel	 	 	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Jaimin Patel	 	 	 	 	 	 
	

	 	Title:
	 	Authorized Signatory	 	 	 	 	 	 







 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	MADISON AVENUE CDO IV LTD.	 	 
	 	 	By:	 	Metropolitan Life Insurance Company,

as Collateral Manager, as a Lender
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Lindlay B. Richert, Jr.	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Lindlay B. Richert, Jr.	 	 	 	 
	

	 	Title:
	 	 	 	Director	 	 	 	 






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	MARINER CDO 2002, LTD.	 	 
	 	 	By:	 	Antares Asset Management Inc.,

as Collateral Manager, as a Lender
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ David Mahon	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	David Mahon	 	 	 	 
	

	 	Title:
	 	 	 	Vice President	 	 	 	 






 









 







	 	 	 	 	 	 	 	 	 
	 	 	MERRILL LYNCH CAPITAL, a division

of Merill Lynch Business Financial

Services, Inc.,
	 	 	as a Lender
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	/s/ Julia Maslanka	 	 	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	Julia Maslanka	 	 	 	 
	

	 	Title:
	 	Vice President	 	 	 	 






 









 






	 	 	 	 	 	 	 
	 	 	METROPOLITAN LIFE INSURANCE
 COMPANY,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Lindlay B. Richert, Jr.	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Lindlay B. Richert, Jr.	 	 
	

	 	Title:
	 	Director	 	 






 









 






	 	 	 	 	 	 	 
	 	 	MUIRFIELD TRADING LLC,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Meredith J. Koslick	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Meredith J. Koslick	 	 
	

	 	Title:
	 	Assistant Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	NATIONAL CITY BANK,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Frank Byrne	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Frank Byrne	 	 
	

	 	Title:
	 	Assistant Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	NATIONWIDE MUTUAL INSURANCE
 COMPANY,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Thomas S. Leggett	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Thomas S. Leggett	 	 
	

	 	Title:
	 	Associate Vice President – Public Bonds	 	 






 









 






	 	 	 	 	 	 	 
	 	 	THE NORINCHUKIN BANK,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Masanori Shoji	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Masanori Shoji	 	 
	

	 	Title:
	 	Joint General Manager	 	 






 









 






	 	 	 	 	 	 	 
	 	 	NORTH FORK BUSINESS CAPITAL, CORP.,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Stephen K. Goetschius	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Stephen K. Goetschius	 	 
	

	 	Title:
	 	Senior Vice President – Bank Loan Manager	 	 






 









 






	 	 	 	 	 	 	 
	 	 	NOVA CDO 2001, LTD., 
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Mahon	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	David Mahon	 	 
	

	 	Title:
	 	Vice President	 	 







 









 






	 	 	 	 	 	 	 
	 	 	 	 	 ,
	 	 	 	 	as a Lender
	 
	 	 
	 	 	 	 
	 	 	

	 	By:	 	 
	 	 	

	 	Name:	 	 
	 	 	

	 	Title:	 	 
	 
	 	 
	 	 	 	 
	OAKHILL SECURITIES FUND, L.P.,	 	OAKHILL SECURITIES FUND II, L.P.,
	 
	 	 
	 	 	 	 
	By: Oak Hill Securities GenPar, L.P.

its General Partner	 	By: Oak Hill Securities GenPar II, L.P.

its General Partner
	 
	 	 
	 	 	 	 
	By: Oak Hill Securities MGP, Inc.

its General Partner	 	By: Oak Hill Securities MGP II, Inc.

its General Partner
	 
	 	 
	 	 	 	 
	By:
	 	/s/ Scott D. Krase

	 	By:
	 	/s/ Scott D. Krase
	 	 	 

	 	 	 	 
	Name:
	 	Scott D. Krase

	 	Name:
	 	Scott D. Krase
	Title:
	 	Vice President

	 	Title:
	 	Vice President
	 
	 	 
	 	 	 	 
	OAKHILL CREDIT PARTNERS I LIMITED	 	OAKHILL CREDIT PARTNERS II LIMITED
	 
	 	 
	 	 	 	 
	By: Oak Hill CLO Management I, LLC

as Investment Manager	 	By: Oak Hill CLO Management II, LLC

as Investment Manager
	 
	 	 
	 	 	 	 
	By:
	 	/s/ Scott D. Krase

	 	By:
	 	/s/ Scott D. Krase
	 	 	 

	 	 	 	 
	Name:
	 	Scott D. Krase

	 	Name:
	 	Scott D. Krase
	Title:
	 	Authorized Person

	 	Title:
	 	Authorized Person






 









 





	 	 	 	 	 
	 	 	PACIFICA CDO II, LTD.,

as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Phillip Otero
	

	 	 	 	 
	

	 	Name:
	 	Phillip Otero
	

	 	Title:
	 	 Senior Vice President






 









 






	 	 	 	 	 	 	 	 	 
	 	 	PILGRIM AMERICA HIGH INCOME INVESTMENTS LTD.
	 	 	By:	 	ING Investments, LLC,	 	 
	 	 	 	 	as its Investment Manager	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Robert Wilson	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Robert Wilson	 	 
	

	 	Title:
	 	 	 	Senior Vice President	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	PILGRIM CLO 1999 – 1 LTD.
	 	 	By:	 	ING Investments, LLC,	 	 
	 	 	 	 	as its Investment Manager	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Robert Wilson	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Robert Wilson	 	 
	

	 	Title:
	 	 	 	Senior Vice President	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	ML CLO XII PILGRIM AMERICA (CAYMAN) LTD.
	 	 	By:	 	ING Investments, LLC,	 	 
	 	 	 	 	as its Investment Manager	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Robert Wilson	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Robert Wilson	 	 
	

	 	Title:
	 	 	 	Senior Vice President	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	ML CLO XV PILGRIM AMERICA (CAYMAN) LTD.
	 	 	By:	 	ING Investments, LLC,	 	 
	 	 	 	 	as its Investment Manager	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Robert Wilson	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Robert Wilson	 	 
	

	 	Title:
	 	 	 	Senior Vice President	 	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	PROMETHEUS
INVESTMENT FUNDING

 NO. 2 LTD.
	 	 	By:	 	HVB Credit Advisors, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ James T. Li	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	James T. Li	 	 
	

	 	Title:
	 	 	 	Associate Director	 	 
	 
	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Thomas L. Mowat	 	 
	

	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Thomas L. Mowat	 	 
	

	 	Title:
	 	 	 	Director	 	 







 










 






	 	 	 	 	 	 	 
	 	 	PPM SHADOW CREEK FUNDING, LLC,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Meredith J. Koslick	 	 
	

	 	 	 	 	 	 
	

	 	Name: Meredith J. Koslick	 	 
	

	 	Title:   Assistant Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	PPM SPYGLASS FUNDING TRUST,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Diane M. Himes	 	 
	

	 	 	 	 	 	 
	

	 	Name: Diane M. Himes	 	 
	

	 	Title:   Authorized Agent	 	 






 









 






	 	 	 	 	 	 	 
	 	 	ROSEMONT CLO, LTD.
	

	 	By:
	 	Deerfield Capital Management LLC as its

Collateral Manager	 	 
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Matt Stouffer	 	 
	

	 	 	 	 	 	 
	

	 	Name: Matt Stouffer	 	 
	

	 	Title:   Senior Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	THE ROYAL BANK OF SCOTLAND PLC,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Carl Lueker	 	 
	

	 	 	 	 	 	 
	

	 	Name: Carl Lueker	 	 
	

	 	Title: Vice President	 	 







 










 






	 	 	 	 	 
	 	 	SCOTTSDALE INSURANCE COMPANY,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Thomas S. Leggett
	

	 	 	 	 
	

	 	Name:
	 	Thomas S. Leggett
	

	 	Title:
	 	Associate Vice President – Public Bonds






 









 






	 	 	 	 	 
	 	 	SEQUILS-CUMBERLAND I, LTD.
	

	 	By:
	 	Deerfield Capital Management LLC as its
	

	 	 	 	Collateral Manager
	 
	 	 	 	 
	

	 	By:
	 	/s/ Matt Stouffer
	

	 	 	 	 
	

	 	Name:
	 	Matt Stouffer
	

	 	Title:
	 	Senior Vice President






 









 






	 	 	 	 	 
	 	 	SRF 2000, INC.,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Meredith J. Koslick
	

	 	 	 	 
	

	 	Name:
	 	Meredith J. Koslick
	

	 	Title:
	 	Assistant Vice President






 









 






	 	 	 	 	 
	 	 	STANWICH LOAN FUNDING LLC,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Meredith J. Koslick
	

	 	 	 	 
	

	 	Name:
	 	Meredith J. Koslick
	

	 	Title:
	 	Assistant Vice President






 









 






	 	 	 	 	 	 	 	 	 	 	 
	 	 	STEIN ROE & FARNHAM CLO I LTD.,	 	 
	 	 	By:	 	Columbia Management Advisors, Inc. as
	

	 	 	 	Portfolio Manager, as a Lender	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	

	 	By:
	 	 	 	/s/ Mark S. Pelletier	 	 	 	 
	

	 	 	 	 	 	 	 	 	 	 
	

	 	Name:
	 	 	 	Mark S. Pelletier	 	 	 	 
	

	 	Title:
	 	 	 	Director	 	 	 	 






 









 






	 	 	 	 	 
	 	 	TORONTO DOMINION (NEW YORK) LLC,

as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Masood Fikree
	

	 	 	 	 
	

	 	Name:
	 	Masood Fikree
	

	 	Title:
	 	Authorized Agent






 









 






	 	 	 	 	 
	 	 	TRANSAMERICA BUSINESS CAPITAL CORPORATION,
	 	 	as a Lender
	 
	 	 	 	 
	

	 	By:
	 	/s/ Brian Schwinn
	

	 	 	 	 
	

	 	Name:
	 	Brian Schwinn
	

	 	Title:
	 	Duly Authorized Signatory







 










 







	 	 	 	 	 	 
	 	 	TRUMBULL THC2 LOAN FUNDING LLC,
	 	 	for itself or as agent for Trumbull THC Ltd., 
	 	 	as a Lender
	 
	 	 	 	 	 
	

	 	By:
	 	/s/ Janet Haack	 
	

	 	 	 	 	 
	

	 	Name:
	 	Janet Haack	 
	

	 	Title:
	 	Attorney-in-Fact	 
	 
	 	 	 	 	 


















 






	 	 	 	 	 	 	 
	 	 	UNION BANK OF CALIFORNIA, N.A.,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ David Jackson	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	David Jackson	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	U.S. BANK NATIONAL ASSOCIATION,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Douglas A. Rich	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Douglas A. Rich	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	VENTURE CDO 2002, LIMITED,
	

	 	By:
	 	MJX Asset Management, LLC,	 	 
	

	 	 	 	its Investment Adviser	 	 
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Kenneth Ostmann	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Kenneth Ostmann	 	 
	

	 	Title:
	 	Director	 	 






 









 






	 	 	 	 	 	 	 
	 	 	VENTURE II CDO, LIMITED,
	

	 	By:
	 	MJX Asset Management, LLC,	 	 
	

	 	 	 	its Investment Adviser	 	 
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Kenneth Ostmann	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Kenneth Ostmann	 	 
	

	 	Title:
	 	Director	 	 






 









 






	 	 	 	 	 	 	 
	 	 	WACHOVIA BANK, N.A.,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ John G. Taylor	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	John G. Taylor	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	WELLS FARGO,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Marsha Poenisch	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Marsha Poenisch	 	 
	

	 	Title:
	 	Vice President	 	 






 









 






	 	 	 	 	 	 	 
	 	 	WHITNEY PRIVATE DEBT FUND, L.P.,
	 	 	as a Lender
	 
	 	 	 	 	 	 
	

	 	By:
	 	/s/ Kevin J. Conley	 	 
	

	 	 	 	 	 	 
	

	 	Name:
	 	Kevin J. Conley	 	 
	

	 	Title:
	 	Authorized Signatory