Exhibit 4.49







Execution Version



 


WAIVER AND AMENDMENT NO.2 OF CREDIT AGREEMENT


 


WAIVER AND AMENDMENT NO. 2 OF CREDIT AGREEMENT (this "Amendment") is entered into as of January 5, 2018, by and among Drillship Hydra Owners Inc. ("Hydra"), Drillship Paros Owners Inc., ("Paros"), Drillship Kithira Owners Inc., ("Kithira"), Drillship Skopelos Owners Inc. ("Skopelos"), Drillship Skiathos Owners Inc. ("Skiathos"), Drillship Skyros Owners Inc. ("Skyros"), Drillship Kythnos Owners Inc. ("Kythnos"), Agon Shipping Inc. ("Agon"), Drillships Financing Holding Inc. ("DFH"), Drillships Ocean Ventures Inc. ("DOV"), Drillships Ventures Projects Inc. ("DVP"), Drillships Projects Inc. ("DPI"), Drill Rigs Holdings Inc. ("DRH"), Ocean Rig 1 Inc. ("ORIG 1") and Ocean Rig 2 Inc. ("ORIG 2", and collectively with Hydra, Paros, Kithira, Skopelos, Skiathos, Skyros, Kythnos, Agon, DFH, DOV, DVP, DPI, DRH and ORIG 1 are referred hereinafter each individually as a "Borrower" and collectively, jointly and severally, as the "Borrowers"), Ocean Rig UDW Inc. ("Parent") and the Lenders (as defined in the Credit Agreement referred to below) party hereto.


 


WHEREAS, the Borrowers, the Parent, Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent (in such capacities, the "Agent") and the Lenders entered into that certain Credit Agreement, dated as of September 22, 2017 (as amended, the "Credit Agreement");


 


WHEREAS, the Borrowers, the Parent and the Lenders party hereto, which Lenders constitute Required Lenders under the Credit Agreement, wish to amend the Credit Agreement on the terms and subject to the conditions set forth herein.


 


NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Borrowers, the Parent and the Lenders party hereto hereby agree as follows:


 


Section 1.  Definitions.  Except as otherwise defined in this Amendment, terms defined in the Credit Agreement are used herein as defined therein.


 


Section 2.  Amendment of the Credit Agreement.  Subject to the satisfaction of the conditions set forth in Section 3 hereof, the Credit Agreement is hereby amended as follows:


 


(a)          The definition of "Collateral and Guarantee Requirement" in Section 1.01 of the Credit Agreement is hereby amended by revising the final paragraph thereof as follows, with newly added language indicated by double underlining and with deleted language indicated by strikethrough:


 


Notwithstanding the foregoing provisions of this definition or anything in this Agreement or any other Loan Document to the contrary, (a) the foregoing definition shall not require the assignment of any Collateral Vessel Contracts or the creation or perfection of pledges of or security interests in, or the obtaining of legal opinions or other deliverables with respect to, any Excluded Property, (b) the foregoing definition shall not require any Loan Party to (x) deliver to the Collateral Agent any control agreements over any deposit account, securities account or Earnings Account located in Cyprus or (y) deliver to the Collateral Agent documentation evidencing a perfected first-priority security interest in the equity issued by any Loan Party that is organized under the laws of Cyprus, and (b)(c) Liens required to be granted from time to time pursuant to the "Collateral and Guarantee Requirement" shall be subject to exceptions and limitations expressly set forth in this Agreement and the Collateral Agreements.  "Collateral Vessel Contract" shall mean any charterparty, pool agreement or drilling contract in respect of any Collateral Vessel or other contract for use of any Collateral Vessel.


 

















 


(b)          The second subclause (a) in Section 7.24 of the Credit Agreement is hereby amended as follows, with newly added language indicated by double underlining and with deleted language indicated by strikethrough:


 


(a)          Within 60 days after the Restructuring Effective Date, the Administrative Agent shall have received a control agreement (or comparable arrangement under applicable law) for each account listed on Schedule 7.24 (except for account no.  15501077035 held by Primelead Limited with Bank of Cyprus) together with opinions from local counsel in the jurisdictions applicable to such accounts (which shall be Savvas Georghiades, John Charalambides, Donald Manasse Law Offices, Loyens Loeff and Schellenberg Wittmer AG, as applicable, or such other law firms as are reasonably acceptable to the Required Lenders), which control agreements and opinions shall be in form and substance reasonably satisfactory to the Required Lenders and Agents.


 


(c)          Subclause (c) in Section 7.24 of the Credit Agreement is hereby amended as follows, with newly added language indicated by double underlining and with deleted language indicated by strikethrough:


 


(c)          Within 60 days after the Restructuring Effective Date, the Administrative Agent shall have received documentation evidencing a perfected first-priority security interest in the equity issued by (i) Ocean Rig North Sea AS, (ii) Ocean Rig AS, (iii) Ocean Rig Offshore Management Limited, and (iv) OR Crewing Limited and (v)  Primelead Limited, together with opinions from local counsel in the jurisdictions applicable to such entities (which shall be Savvas Georghiades, Michael Robinson and Wiersholm, as applicable, or such other law firms as are reasonably acceptable to the Required Lenders), which documentation and opinions shall be in form and substance reasonably satisfactory to the Required Lenders and Agents.


 


Section 3.  Waiver.  The Lenders party hereto hereby waive any Default arising prior to the Effective Date with respect to, prior to giving effect to this Amendment, second subclause (a) and subcclause (c) in Section 7.24 of the Credit Agreement as a result of the failure of the Borrowers and Parent to deliver the items described therein.


 


Section 4.  Effectiveness of Amendment.  This Amendment shall become effective when the Administrative Agent shall have received a signed counterpart hereof from the Borrowers, the Parent and the Required Lenders (the "Effective Date").


 


Section 5.  References to and Effect on the Credit Agreement.  From and after the effectiveness of such amendment, the terms "Agreement", "this Agreement", "herein", "hereinafter", "hereto", "hereof" and words of similar import, as used in the Credit Agreement, shall, unless the context otherwise requires, refer to the Credit Agreement, and the term "Credit Agreement", as used in the Loan Documents, shall mean the Credit Agreement, as amended hereby and as may be further amended, supplemented or otherwise modified from time to time.  This Amendment shall constitute a "Loan Document" under the Credit Agreement.


 


Section 6.  Representations and Warranties.  The Borrowers and Parent represent and warrant to the Agents and Lenders that the execution of this Amendment has been duly authorized and this Amendment has been duly and validly executed and delivered by each of the Borrowers and Parent and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms.


 


Section 7.  Acknowledgement.  By executing this Amendment the Guarantors, the Borrowers and Parent (a) consent to this Amendment and the performance by each of the Borrowers and


 



2















Parent of its obligations hereunder, (b) acknowledge that notwithstanding the execution and delivery of this Amendment, the obligations of the Guarantors, the Borrowers and Parent under the Loan Documents are not impaired or affected and the Loan Documents continue in full force and effect and (c) affirm and ratify the Loan Documents with respect to all of the Obligations as amended hereby.







Section 8.  Miscellaneous.


 


(a)          This Amendment may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.  This Amendment shall become effective when the conditions in Section 4 hereof shall have been satisfied, and thereafter shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.  Delivery of an executed counterpart of a signature page of this Amendment by telecopy or email transmission shall be effective as delivery of a manually executed counterpart of this Amendment.


 


(b)          Except as specifically modified or waived by this Amendment, the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed.  The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under, the Credit Agreement or any of the other Loan Documents, except as specifically provided herein.


 


(c)          On and after the 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 Credit Agreement after giving effect to this Amendment.  This Amendment shall be deemed to be a Loan Document for all purposes.


 


(d)          THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.


 







 


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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized representatives as of the day and year first above written.


 







	 	 	 	
DRILLSHIP HYDRA OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP PAROS OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP KITHIRA OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP SKOPELOS OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP SKIATHOS OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP SKYROS OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 



 


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DRILLSHIP KYTHNOS OWNERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
AGON SHIPPING INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS FINANCE HOLDING INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS OCEAN VENTURES INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS VENTURES PROJECTS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS PROJECTS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 








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DRILL RIGS HOLDINGS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG 1 INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG 2 INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG UDW INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG 1 SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG 2 SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 














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DRILL RIGS OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OR NORGE OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS HOLDINGS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS INVESTMENTS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP HYDRA SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP PAROS SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 














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DRILLSHIPS HOLDINGS OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG BLACK SEA COÖPERATIEF U.A.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG BLACK SEA OPERATIONS B.V.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
KITHIRA SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
SKOPELOS SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG DRILLING OPERATIONS COÖPERATIEF U.A.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 









[Signature Page to Amendment No. 2 to Exit Credit Agreement]






























 







	 	 	 	
OCEAN RIG DRILLING OPERATIONS B.V.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIPS INVESTMENT OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG CUANZA OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP SKIATHOS SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP SKYROS SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
DRILLSHIP KYTHNOS SHAREHOLDERS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 









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DRILLSHIPS OCEAN VENTURES OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG CUBANGO OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG MANAGEMENT SERVICES INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG CAYMAN MANAGEMENT SERVICES SEZC LIMITED


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG NORTH SEA AS


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 



 








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OCEAN RIG AS


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG OFFSHORE MANAGEMENT LIMITED


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OR CREWING LIMITED


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG MANAGEMENT INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
EASTERN MED CONSULTANTS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
OCEAN RIG INVESTMENT INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 









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PRIMELEAD LIMITED


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
SHIP INVESTMENT OCEAN HOLDINGS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 


















	 	 	 	
KALAMBO OPERATIONS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Savvas Tournis

	 
	 	 	 	 	
Name:    Savvas Tournis

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 









[Signature Page to Amendment No. 2 to Exit Credit Agreement]






























 







	 	 	 	
Transamerica Life Insurance Company


	 	 	 	 
	 	 	 	
BY:  AEGON USA, as its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rishi Goel

	 
	 	 	 	 	
Name:    Rishi Goel

	 
	 	 	 	 	
Title:      Vice President

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 








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AEGON Companies Pension Trust


	 	 	 	 
	 	 	 	
BY:  AEGON USA, as its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Ruth Dominguez

	 
	 	 	 	 	
Name:    Ruth Dominguez

	 
	 	 	 	 	
Title:      Associate Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 








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Banc of America Credit Products Inc.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Margaret Sang

	 
	 	 	 	 	
Name:    Margaret Sang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Barclays Bank PLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Salvatore Russo

	 
	 	 	 	 	
Name:    Salvatore Russo

	 
	 	 	 	 	
Title:      Authorized Signatory

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 



Restricted-External




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JPMBI re Blackrock Bankloan Fund


	 	 	 	
BY:  BlackRock Financial Management Inc., as Sub-Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Mass Mutual BlackRock Select Allocation Fund


	 	 	 	
BY:  BlackRock Financial Management Inc., its Sub-Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 









 


 


 


 


 


 


 


 


 


 


 


 




  


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BlackRock Debt Strategies Fund, Inc.


	 	 	 	
BY:  BlackRock Financial Management Inc., its Sub-Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 









 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 




  


[Signature Page to Amendment No. 2 to Exit Credit Agreement]






























 







	 	 	 	
BlackRock Credit Strategies Income Fund of BlackRock Funds II


	 	 	 	
By:  BlackRock Advisors, LLC, its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 









 


 


 


 


 


 


 


 


 


 




  


[Signature Page to Amendment No. 2 to Exit Credit Agreement]






























 







	 	 	 	
BlackRock Floating Rate Income Strategies Fund, Inc.


	 	 	 	
BY:  BlackRock Financial Management, Inc., its Sub-Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
BlackRock Floating Rate Income Trust


	 	 	 	
By:  BlackRock Advisors, LLC, its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]






























 







	 	 	 	
BlackRock Funds II, BlackRock Floating Rate Income Portfolio


	 	 	 	
By:  BlackRock Advisors, LLC, its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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BlackRock Limited Duration Income Trust


	 	 	 	
BY:  BlackRock Financial Management, Inc., its Sub-Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 








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BlackRock Senior Floating Rate Portfolio


	 	 	 	
BY:  BlackRock Investment Management, LLC, its Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Rob Jacobi

	 
	 	 	 	 	
Name:    Rob Jacobi

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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BLUEMOUNTAIN GUADALUPE PEAK FUND L.P.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager

	 
	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF


	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN TIMBERLINE LTD.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 








 


 


 


 








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BLUEMOUNTAIN KICKING HORSE FUND L.P.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager

	 
	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN LOGAN OPPORTUNITIES MASTER FUND L.P.


	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN SUMMIT TRADING L.P.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 




 


 




  


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BLUEMOUNTAIN FOINAVEN MASTER FUND L.P.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager

	 
	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P.


	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 


















	 	 	 	
BLUEMOUNTAIN FURSAN FUND L.P.


	 	 	 	 	 
	 	 	 	
By:  BlueMountain Capital Management, LLC, its investment manager


	 	 	 	 
	 	 	 	
By:

	
/s/ David M. O'Mara

	 
	 	 	 	 	
Name:    David M. O'Mara

	 
	 	 	 	 	
Title:      Deputy General Counsel

	 



 


 








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CITIBANK, N.A.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Brian S. Broyles

	 
	 	 	 	 	
Name:    Brian S. Broyles

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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CITIGROUP FINANCIAL PRODUCTS INC.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Brian S. Broyles

	 
	 	 	 	 	
Name:    Brian S. Broyles

	 
	 	 	 	 	
Title:      Attorney-in-Fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Deutsche Bank AG Cayman Islands Branch


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Andrew MacDonald

	 
	 	 	 	 	
Name:    Andrew MacDonald

	 
	 	 	 	 	
Title:      Assistant Vice President

	 


















	 	 	 	
By:

	
/s/ Hoi Yeun Chin

	 
	 	 	 	 	
Name:    Hoi Yeun Chin

	 
	 	 	 	 	
Title:      Assistant Vice President

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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HSBC BANK PLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Leo Chan

	 
	 	 	 	 	
Name:    Leo Chan

	 
	 	 	 	 	
Title:      Authorized Signatory

	 



 


 


 


 


 


 


 


 


 








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Hathor Capital Limited


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Didric Cederholm

	 
	 	 	 	 	
Name:    Didric Cederholm

	 
	 	 	 	 	
Title:      Attorney in-fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Ricimer Capital Limited


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Didric Cederholm

	 
	 	 	 	 	
Name:    Didric Cederholm

	 
	 	 	 	 	
Title:      Attorney in-fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Silver Teal Capital Limited


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Didric Cederholm

	 
	 	 	 	 	
Name:    Didric Cederholm

	 
	 	 	 	 	
Title:      Attorney in-fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Castle Apron Capital Limited


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Didric Cederholm

	 
	 	 	 	 	
Name:    Didric Cederholm

	 
	 	 	 	 	
Title:      Attorney in-fact

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Lion Point Master, LP


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Didric Cederholm

	 
	 	 	 	 	
Name:    Didric Cederholm

	 
	 	 	 	 	
Title:      Managing Member

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Venture VII CDO, Limited


	 	 	 	
BY:  its investment advisor,


MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Venture X CLO, Limited


	 	 	 	
By its Collateral Manager,


MJX Venture Management, LLC


	 	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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VENTURE XII CLO, Limited


	 	 	 	
BY:  its investment advisor


MJX Venture Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 








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VENTURE XIII CLO, Limited


	 	 	 	
BY:  its Investment Advisor


MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 








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Venture XVII CLO, Limited


	 	 	 	
BY:  its investment advisor, MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 








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VENTURE XIV CLO, Limited


	 	 	 	
By:  its Investment advisor MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]

























 







	 	 	 	
VENTURE XIX CLO, Limited


	 	 	 	
BY:  its investment advisor MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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VENTURE XV CLO, Limited


	 	 	 	
By:  its investment advisor MJX Asset Management, LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Calaba

	 
	 	 	 	 	
Name:    John Calaba

	 
	 	 	 	 	
Title:      Managing Director

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Morgan Stanley Senior Funding, Inc.


	 	 	 	 	 
	 	 	 	
By:

	
/s/ John Ragusa

	 
	 	 	 	 	
Name:    John Ragusa

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Oppenheeimer Master Loan Fund, LLC


	 	 	 	 	 
	
Brown Brothers Harriman & Co. acting

	 	
By:

	
/s/ Thomas Glenn

	 
	
as agent for Oppenheimer Funds, Inc.

	 	 	
Name:    Thomas Glenn

	 
	 	 	 	 	
Title:      Assistant Vice President

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Oppenheeimer Senior Floating Rate Plus Fund


	 	 	 	 	 
	
Brown Brothers Harriman & Co. acting

	 	
By:

	
/s/ Thomas Glenn

	 
	
as agent for Oppenheimer Funds, Inc.

	 	 	
Name:    Thomas Glenn

	 
	 	 	 	 	
Title:      Assistant Vice President

	 



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Oppenheeimer Senior Floating Rate Fund


	 	 	 	 	 
	
Brown Brothers Harriman & Co. acting

	 	
By:

	
/s/ Thomas Glenn

	 
	
as agent for Oppenheimer Funds, Inc.

	 	 	
Name:    Thomas Glenn

	 
	 	 	 	 	
Title:      Assistant Vice President

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Oppenheeimer Fundamental Alternatives Fund


	 	 	 	 	 
	
Brown Brothers Harriman & Co. acting

	 	
By:

	
/s/ Thomas Glenn

	 
	
as agent for Oppenheimer Funds, Inc.

	 	 	
Name:    Thomas Glenn

	 
	 	 	 	 	
Title:      Assistant Vice President

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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OZ Special Master Fund Ltd.


	 	 	 	
By:

	
OZ Management LP, its Investment Manager


	 	 	 	
By:

	
Och-Ziff Holding Corporation, its General Partner


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Alesia J. Hass

	 
	 	 	 	 	
Name:    Alesia J. Hass

	 
	 	 	 	 	
Title:      CFO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]















  
















 







	 	 	 	
Och-Ziff Capital Structure Arbitrage Master Fund, Ltd.


	 	 	 	
By:

	
OZ Management LP, its Investment Manager


	 	 	 	
By:

	
Och-Ziff Holding Corporation, its General Partner


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Alesia J. Hass

	 
	 	 	 	 	
Name:    Alesia J. Hass

	 
	 	 	 	 	
Title:      CFO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Pacific Asset Management Senior Loan Fund


	 	 	 	
By:

	
Pacific Life Fund Advisors LLC (doing business as Pacific Asset Management), in its capacity as Investment Manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Anar Majmudar

	 
	 	 	 	 	
Name:    Anar Majmudar

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	
/s/ Norman Yang

	 
	 	 	 	 	
Name:    Norman Yang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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PACIFIC FUNDS FLOATING RATE INCOME


	 	 	 	
By:

	
Pacific Life Fund Advisors LLC (doing business as Pacific Asset Management), in its capacity as Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Anar Majmudar

	 
	 	 	 	 	
Name:    Anar Majmudar

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	
/s/ Norman Yang

	 
	 	 	 	 	
Name:    Norman Yang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Pacific Asset Management Bank Loan Fund L.P.


	 	 	 	
By:

	
Pacific Life Fund Advisors LLC (doing business as Pacific Asset Management), in its capacity as Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Anar Majmudar

	 
	 	 	 	 	
Name:    Anar Majmudar

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	
/s/ Norman Yang

	 
	 	 	 	 	
Name:    Norman Yang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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PACIFIC SELECT FUNDS-FLOATING RATE INCOME PORTFOLIO


	 	 	 	
By:

	
Pacific Life Fund Advisors LLC (doing business as Pacific Asset Management), in its capacity as Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Anar Majmudar

	 
	 	 	 	 	
Name:    Anar Majmudar

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	
/s/ Norman Yang

	 
	 	 	 	 	
Name:    Norman Yang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
WATER AND POWER EMPLOYEES' RETIREMENT, DISABILITY, AND DEATH BENEFIT INSURANCE PLAN (for WATER AND POWER EMPLOYEES' RETIREMENT PLAN AND RETIREE HEALTH BENEFITS FUND)


	 	 	 	
By:

	
Pacific Life Fund Advisors LLC (doing business as Pacific Asset Management), in its capacity as Investment Advisor


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Anar Majmudar

	 
	 	 	 	 	
Name:    Anar Majmudar

	 
	 	 	 	 	
Title:      Authorized Signatory

	 


















	 	 	 	
By:

	
/s/ Norman Yang

	 
	 	 	 	 	
Name:    Norman Yang

	 
	 	 	 	 	
Title:      Authorized Signatory

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Washington Mill CLO Ltd.


	 	 	 	
By:

	
Shenkman Capital Management, Inc.

 as Collateral Manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Justin Slatky

	 
	 	 	 	 	
Name:    Justin Slatky

	 
	 	 	 	 	
Title:      CO-CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Sudbury Mill CLO, Ltd.


	 	 	 	
By:

	
Shenkman Capital Management, Inc.

 as Collateral Manager


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Justin Slatky

	 
	 	 	 	 	
Name:    Justin Slatky

	 
	 	 	 	 	
Title:      CO-CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Principal Funds Inc. – Diversified Real Asset Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Symphony CLO VIII, Limited Partnership


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Nuveen Symphony Floating Rate Income Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Symphony CLO XIV, Ltd


	 	 	 	
By:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Symphony Floating Rate Senior Loan Fund


	 	 	 	
By:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]








































 







	 	 	 	
Nuveen Short Duration Credit Opportunities Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]








































 







	 	 	 	
California Street CLO IX, Limited Partnership


	 	 	 	
By:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]








































 







	 	 	 	
California Street CLO XII, Ltd


	 	 	 	
By:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 



















 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Menard Inc.


	 	 	 	
By:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








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Municipal Employees' Annuity and Benefit Fund of Chicago


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 















 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]





































 







	 	 	 	
Nuveen Floating Rate Income Opportunity Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]





































 







	 	 	 	
Nuveen Floating Rate Income Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 








 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
Nuveen Senior Income Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]










































 







	 	 	 	
Nuveen Symphony Credit Opportunities Fund


	 	 	 	
BY:

	
Symphony Asset Management LLC


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Gunther Stein

	 
	 	 	 	 	
Name:    Gunther Stein

	 
	 	 	 	 	
Title:      CEO/CIO

	 


















	 	 	 	
By:

	 	 
	 	 	 	 	
Name:

	 
	 	 	 	 	
Title:

	 










 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]





































 







	 	 	 	
WHITEBOX ASYMMETRIC PARTNERS, LP


	 	 	 	 
	 	 	 	
By:

	
/s/ Mark Strefling

	 
	 	 	 	 	
Name:    Mark Strefling

	 
	 	 	 	 	
Title:      Partner & CEO

	 














 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]



































 







	 	 	 	
WHITEBOX MULTI-STRATEGY PARTNERS, LP


	 	 	 	 	 
	 	 	 	
By:

	
/s/ Mark Strefling

	 
	 	 	 	 	
Name:    Mark Strefling

	 
	 	 	 	 	
Title:      Partner & CEO

	 


















































 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 








[Signature Page to Amendment No. 2 to Exit Credit Agreement]























 












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