Exhibit 10.27


 


AMENDMENT NO. 1
TO CREDIT AGREEMENT


 


AMENDMENT
dated as of March 15, 2005 (this “Amendment”) to
the Credit Agreement dated as of August 5, 2004 (the “Credit
Agreement”) among REFCO GROUP LTD.,
LLC, a Delaware limited liability company and successor by merger to REFCO
FINANCE HOLDINGS LLC (the “Borrower”), NEW
REFCO GROUP LTD., LLC, a Delaware limited liability company (“Holdings”), each lender from time to time party thereto
(collectively, the “Lenders” and
individually, a “Lender”), BANC OF AMERICA
SECURITIES LLC, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands
branch, and DEUTSCHE BANK SECURITIES INC., as co-lead arrangers and joint book
running managers, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands
Branch, as Syndication Agent, DEUTSCHE BANK SECURITIES INC., as Documentation
Agent, and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender
and L/C Issuer.


 


PRELIMINARY STATEMENTS


 


(1)                                  WHEREAS,
the Borrower desires to refinance and replace all outstanding Term Loans under
the Credit Agreement with a new class of term loans under the Credit Agreement,
to be designated “Term B Loans”,
up to an aggregate principal amount of $648,000,000, having identical terms
with, and having the same rights and obligations under the Loan Documents as, such
outstanding Term Loans, except as such terms are amended hereby.  Such refinancing is contemplated by Section 10.01
of the Credit Agreement.


 


(2)                                  WHEREAS,
each Term Lender who executes and delivers this Amendment shall be deemed, upon
the effectiveness of this Amendment, to have exchanged its Term Loans for Term
B Loans under the Credit Agreement in the same aggregate principal amount as
such Term Lender’s outstanding Term Loans as in effect immediately prior to the
Term B Facility Effective Date (as defined in Section 12 of this
Amendment), and such Term Lender shall thereafter become a Term B Lender under
the Credit Agreement.  Notwithstanding
anything herein to the contrary, it is understood and agreed that the Term B Loans
amend and restate in their entirety the Term Loans and there is no novation of
the Term Loans.


 


(3)                                  WHEREAS,
each Person who executes and delivers this Amendment as a term lender other
than pursuant to an exchange of outstanding Term Loans described in Section 2.01(a)(ii) of
the Credit Agreement as amended hereby, will make Term B Loans on the Term B
Facility Effective Date to the Borrower in an aggregate principal amount equal
to such Additional Term B Lender’s Term B Commitment. The proceeds of the Additional
Term B Loans will be used by the Borrower to refinance in full the outstanding
principal amount of the outstanding Term Loans of the Term Lenders, if any, who
do not execute


 





















 


and deliver this Amendment.  It
is understood and agreed that an Additional Term B Lender may be a Person that
is an existing Term Lender.


 


(4)                                  WHEREAS,
the Borrower shall, on the Term B Facility Effective Date, pay to each Term
Lender that does not exchange its Term Loans for Term B Loans under the Credit
Agreement all accrued and unpaid interest then outstanding on its Term Loans.


 


(5)                                  WHEREAS,
the Borrower further desires to permit the application of proceeds from a
Qualifying IPO to the prepayment of the Senior Subordinated Notes.


 


(6)                                  WHEREAS,
the Borrower has requested that the Lenders amend the Credit Agreement to
effect the changes described above, and certain other changes described herein,
and the Lenders have agreed, subject to the terms and conditions hereinafter
set forth, to amend the Credit Agreement to effect all such changes as set
forth below in certain respects as set forth below.


 


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


 


SECTION 1.  Defined Terms; References.  Unless otherwise specifically
defined herein, each term used herein that is defined in the Credit Agreement
has the meaning assigned to such term in the Credit Agreement. Each term used
in the Preliminary Statements hereof that is not defined in the Credit
Agreement has the meaning assigned to such term in the Credit Agreement as
amended by Section 2 below.  Each
reference to “hereof”, “hereunder”, “herein” and “hereby” and each other
similar reference and each reference to “this Agreement” and each other similar
reference contained in the Credit Agreement shall, after the First Amendment Effective
Date (as defined in Section 12 of this Amendment), refer to the Credit
Agreement as amended hereby.


 


SECTION 2.  Amendments to Definitions.


 


(a)                                  Section 1.01
of the Credit Agreement is amended by adding the following definitions in
appropriate alphabetical order:


 


““Additional Term B
Commitment” means, as to each Additional Term B Lender, its
obligation to make a Term B Loan to the Borrower in an aggregate amount not to
exceed the amount set forth opposite such Lender’s name on Schedule 2.01
under the caption “Additional Term B Commitment”, or in the Assignment and
Assumption pursuant to which such Lender becomes a party hereto, as applicable,
as such amount may be adjusted from time to time in accordance with this
Agreement.


 


2





















 


“Additional Term B Lender”
means, at any time, any Lender that has an Additional Term B Commitment or an
Additional Term B Loan at such time.


 


“Additional Term B Loan”
means a Loan made pursuant to Section 2.01(a)(iii) on the Term
B Facility Effective Date.


 


“Debt Rating”
means, as of any date of determination, the rating of the Facilities as determined by either S&P or Moody’s (collectively, the “Debt Ratings”).


 


“Exempt IPO”
means a Qualifying IPO that is consummated on or prior to July 2, 2007.


 


“First Amendment”
means the First Amendment to this Agreement, dated as of March 15, 2005,
among Holdings, the Borrower, the Administrative Agent and the Lenders party
thereto.


 


“Term B Borrowing”
means a borrowing consisting of simultaneous Term B Loans of the same Type made
by the Term B Lenders.


 


“Term B Commitment”
means, as to each Term B Lender, its obligation to make a Term B Loan to the
Borrower pursuant to Section 2.01(a) in an aggregate amount
not to exceed the amount set forth opposite such Lender’s name on Schedule 2.01
under the caption “Term B Commitment”, or in the Assignment and Assumption
pursuant to which such Lender becomes a party hereto, as applicable, as such
amount may be adjusted from time to time in accordance with this Agreement.


 


“Term B Facility Effective
Date” is defined in Section 12 of the First Amendment.


 


“Term B Lender”
means, collectively, (a) each Term Lender that executes and delivers the
First Amendment on or prior to the Term B Facility Effective Date, (b) each
Additional Term B Lender and (c) each Lender that acquires a Term B Loan
or a Term B Commitment pursuant to an Assignment and Assumption.


 


“Term B Loan”
means a Loan made pursuant to Section 2.01(a)(iii) or deemed
made pursuant to Section 2.01(a)(ii).


 


“Term B Loan Replacement
Debt” means Indebtedness that is (a) incurred after the Term B
Facility Effective Date and on or before the date that is the first anniversary
of the Term B Facility Effective Date, (b) a new tranche of term loans that
is secured or is broadly marketed or syndicated to banks and other
institutional investors in financings similar to the Facility (whether incurred
under this Agreement (including a new


 


3





















 


tranche of term loans as
contemplated by Section 10.01 of this Agreement) or under separate
documentation and whether with the Lenders or with other institutions) with an
interest rate margin applicable thereto that is less than the Applicable Rate
with respect to the Term B Loans and (c) incurred for the primary purpose
of refinancing the Term B Loans. 
Notwithstanding the foregoing, any refinancing of the Term B Loans in
connection with a bond offering or an Initial Public Offering shall not
constitute Term B Loan Replacement Debt.


 


“Term B Note”
means a promissory note of the Borrower payable to any Term B Lender or its
registered assigns, in substantially the form of Exhibit C-1
hereto, evidencing the aggregate indebtedness of the Borrower to such Term B
Lender resulting from the Term B Loans made or deemed made by such Term B
Lender.”


 


(b)                                 Section 1.01
of the Credit Agreement is further amended as follows:


 


(i)                                     By
amending the following definitions to read in their entirety as follows:


 


“Applicable Rate”
means a percentage per annum equal to:  (a) until
the date that is six (6) months after the Closing Date, (i) for
Eurodollar Rate Loans, 2.75%, (ii) for Base Rate Loans, 1.75%, (iii) for
Letter of Credit fees, 2.75% and (iv) for commitment fees, 0.50% and (b) thereafter,
(i) with respect to Revolving Loans, Letter of Credit Fees and commitment fees,
the percentages per annum set forth in the first table below, based upon the
Leverage Ratio as set forth in the most recent Compliance Certificate received
by the Administrative Agent pursuant to Section 6.02(b) and (ii) with
respect to Term Loans, the percentages per annum set forth in the second table
below, based upon the Debt Rating as set forth in such table:


 


	
   

  	
   

  	
  Applicable Rate

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Revolving Loans

  	
   

  	
   

  	
   

  
	
  Pricing

  Level

  	
   

  	
  Leverage Ratio

  	
   

  	
  Eurodollar Rate

  and

  Letter of Credit

  Fees

  	
   

  	
  Base Rate

  	
   

  	
  Commitment

  Fee

  Rate

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1

  	
   

  	
   

  	
  >5.00:1

  	
   

  	
  2.75

  	
  %

  	
  1.75

  	
  %

  	
  0.50

  	
  %

  
	
  2

  	
   

  	
   

  	
  >4.50:1
  but <5.00:1

  	
   

  	
  2.50

  	
  %

  	
  1.50

  	
  %

  	
  0.50

  	
  %

  
	
  3

  	
   

  	
   

  	
  >4.00:1
  but <4.50:1

  	
   

  	
  2.00

  	
  %

  	
  1.00

  	
  %

  	
  0.50

  	
  %

  
	
  4

  	
   

  	
   

  	
  <4.00:1

  	
   

  	
  1.75

  	
  %

  	
  0.75

  	
  %

  	
  0.25

  	
  %

  



 


4





















 


Any increase or decrease in the
Applicable Rate resulting from a change in the Leverage Ratio shall become
effective as of the first Business Day immediately following the date a
Compliance Certificate is delivered pursuant to Section 6.02(b); provided that at the option of the Administrative Agent or
the Required Lenders, Pricing Level 1 shall apply (x) as of the first Business
Day after the date on which a Compliance Certificate was required to have been
delivered but was not delivered, and shall continue to so apply to and
including the date on which such Compliance Certificate is so delivered (and
thereafter the pricing level otherwise determined in accordance with this
definition shall apply) and (y) as of the first Business Day after an Event
of Default shall have occurred and be continuing, and shall continue to so
apply to but excluding the date on which such Event of Default is cured or
waived (and thereafter the pricing level otherwise determined in accordance
with this definition shall apply).


 


Term B Loans


 


	
  Pricing Level

  	
   

  	
  Eurodollar

  Rate

  	
   

  	
  Base Rate

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1

  	
   

  	
   

  	
  1.75

  	
  %

  	
  0.75

  	
  %

  
	
  2

  	
   

  	
   

  	
  2.00

  	
  %

  	
  1.00

  	
  %

  
	
  3

  	
   

  	
   

  	
  2.25

  	
  %

  	
  1.25

  	
  %

  



 


Level 1 shall apply if the Debt Rating is at
least BB- by S&P and Ba3 by
Moody’s.


 


Level 2 shall apply if the Debt Rating is at
least BB- by S&P and B1 by Moody’s,
and Level 1 does not apply.


 


Level 3 shall apply if neither Level 1 nor
Level 2 applies.


 


Upon the Term B Facility
Effective Date, the Applicable Rate with respect to Term Loans shall be
determined based upon the Debt Rating specified in the certificate delivered
pursuant to Section 12(b)(vi) of the First Amendment.  Thereafter, each change in the Applicable
Rate resulting from a publicly announced change in the Debt Rating shall be
effective, in the case of an upgrade, on the date of delivery by a Responsible
Officer of the Borrower to the Administrative Agent of notice thereof and, in
the case of a downgrade, on the date of the public announcement thereof.


 


“Commitment”
means a Term B Commitment, an Additional Term B Commitment or a Revolving
Credit Commitment, as the context may require.”.


 


5





















 


“Term Lender”
means any Lender that had outstanding Term Loans immediately prior to the Term
B Facility Effective Date, in such capacity.


 


“Term Loan”
means an advance made pursuant to Section 2.01(a)(i).”


 


(ii)                                  By
adding the following words at the beginning of clause (vi) of the
definition of “Excess Cash Flow”: “for the purpose of calculating Excess Cash
Flow for purposes of Section 2.05(b)(i) only,”.


 


(iii)                               By
replacing the words “Term Facility” where they appear in the definition of “Permitted
Subordinated Indebtedness” with “Term B Loans”.


 


(iv)                              By
deleting the definition of “Term Note”.


 


SECTION 3.  Term B Loans.


 


(a)                                  Section 2.01(a) of
the Credit Agreement is hereby amended by inserting “(i) Term Loans”
at the beginning of the first sentence thereof and by adding the following new
clauses immediately after the third sentence thereof:


 


“(ii)                            Exchange.  Subject to the terms and conditions hereof,
each Term Lender with a Term B Commitment severally agrees to exchange its Term
Loans for a like principal amount in Dollars of Term B Loans on the Term B
Facility Effective Date, and from and after the Term B Facility Effective Date
such Term Loans shall be deemed refinanced in full and such Term B Loans shall
be deemed made hereunder.


 


(iii)                               The Additional Term B
Loans.  Subject to the terms and
conditions hereof, each Additional Term B Lender severally agrees to make a
term loan in Dollars to the Borrower on the Term B Facility Effective Date in a
principal amount not to exceed its Additional Term B Commitment on the Term B
Facility Effective Date. The Borrower shall refinance all Term Loans of Term
Lenders that do not execute or deliver the First Amendment on the Term B
Facility Effective Date with the gross proceeds of the Additional Term B Loans.


 


(iv)                              Interest.  On the Term B Facility Effective Date, the
Borrower shall pay all accrued and unpaid interest on the Term Loans to any Term
Lenders that do not exchange their Term Loans for Term B Loans; provided that it is understood that the Interest Periods of such
Term Loans in effect prior to the Term B Facility Effective Date shall continue
on and after the Term B Facility Effective Date.


 


(vi)                              Modification of
Reference.  Upon the Term B Facility
Effective Date, the Term B Loans shall have the same terms, rights and


 


6





















 


obligations as the Term Loans
as set forth in the Loan Documents, except as modified by the First Amendment,
and all references to “Term Borrowing”, “Term Loans”, “Term Commitment”, “Term
Note”, and “Term Lenders” in the Loan Documents shall be deemed to be
references to “Term B Borrowing”,  “Term
B Loans”, “Term B Commitments”, “Term B Note” and “Term B Lenders”, except (x) for
each of their respective definitions and (y) as such terms are used in Section 2.01(a)(i) of
the Credit Agreement and the First Amendment.


 


(b)                                 Prepayment Premium.  Section 2.05
of the Credit Agreement is amended by adding the following new clause (c) immediately
after clause (b) therein:


 


“(c) Any prepayment of Term B Loans with
the proceeds of, or in connection with the incurrence of, Term B Loan
Replacement Debt shall be accompanied by a prepayment fee for the account of
each Term B Lender equal to 1.00% of the aggregate principal amount of the Term
B Loans of such Term B Lender being prepaid.”


 


(c)                                  Section 2.05(a)(i) of
the Credit Agreement is hereby amended by replacing the words “Term Facility” where
they appear with “Term B Loans”.


 


(d)                                 Section 2.14(a) and
Section 10.01 are hereby amended by replacing the words “Applicable Margin”
with the words “Applicable Rate” each time they appear.


 


SECTION 4.  Excess Cash Flow Mandatory Prepayment.  Section 2.05(b)(i) of
the Credit Agreement is hereby amended by replacing clause (B)(2) of the
proviso therein with the following new clause (B)(2):


 


“(2) 0%
(x) if the Leverage Ratio as of the last day of the immediately preceding four
fiscal quarters was less than 3.0:1 or (y) upon the consummation of an
Exempt IPO”


 


SECTION 5.  Application of proceeds of Qualifying IPO.  Section 2.05(b)(iii) of the
Credit Agreement is amended to read in its entirety as follows:


 


“(iii) (A) On or prior to the date
which is five (5) Business Days after the receipt of Net Cash Proceeds
from a Specified Equity Issuance, the Borrower shall cause to be prepaid the
aggregate principal amount of Term Loans in an amount equal to 50% of all Net
Cash Proceeds received from such Specified Equity Issuance (other than any
Specified Equity Issuance by any Regulated Subsidiary to the extent, and for so
long as, the Net Cash Proceeds thereof may not be remitted to an Unregulated
Person (A) as a result of the failure to receive necessary regulatory
approvals or (B) pursuant to intercompany loans, distributions on equity
or otherwise, without causing a Mandatory Prepayment Net Capital Deficiency
with respect to such Regulated Subsidiary to occur); provided
that such


 


7





















 


percentage shall be reduced to (x) 25% if the
Leverage Ratio as of the last day of the prior fiscal quarter was less
than 4.0:1 and (y) 0% if the Leverage Ratio as of the last day of the
prior fiscal quarter was less than 3.0:1; provided further
that no such prepayment shall be required pursuant to this Section 2.05(b)(iii)(A) from
the proceeds of an Exempt IPO to the extent that, on or prior to such date, the
Borrower shall have given written notice to the Administrative Agent of its
intention to apply such Net Cash Proceeds to repay the Senior Subordinated
Notes in accordance with Section 2.05(b)(iii)(B) (which
election may only be made if no Event of Default has occurred and is then
continuing);


 


(B)  With respect to any
Net Cash Proceeds realized or received with respect to any Exempt IPO (the “Exempt IPO Proceeds”), at the option of the Borrower, and so
long as no Event of Default shall have occurred and be continuing, the Borrower
may apply all or any portion of the Exempt IPO Proceeds to repay the Senior
Subordinated Notes within ninety-one (91) days following receipt thereof; provided that if at least 50% of the Exempt IPO Proceeds are
not so applied at the end of such period, an amount equal to 50% of the Exempt
IPO Proceeds less the amount of the Exempt IPO
Proceeds so applied shall be immediately applied to prepay the Term B Loans as
set forth in Section 2.05(b)(v).”


 


SECTION 6.  Application of Proceeds of Term B Loan.  Section 6.11 of the Credit
Agreement is amended by adding the following sentence at the end thereof:


 


“Proceeds from the Term B Loans
shall be used solely to refinance and replace the Term Loans.”


 


SECTION 7.  Permitted Acquisition Basket.  Section 7.02(i)(B) of
the Credit Agreement is amended by deleting the “(x)” and the words “and (y)
$200,000,000 for any single purchase or acquisition or series of related
purchases or acquisitions” therein.


 


SECTION 8.  Permitted Holdco Debt Incurrence Test.  Section 7.03(c)(iii) of
the Credit Agreement is amended by deleting the words “and the Leverage Ratio
shall be less than 3.75:1” in clause (ii) of the proviso in such Section.


 


SECTION 9.  Prepayments of Senior Subordinated Notes.  Section 7.14(a) of the
Credit Agreement is amended by replacing the “and” immediately before clause (ii) thereof
with a comma, and adding the following new clause (iii) immediately after
clause (ii):


 


“(iii) the
prepayment of the Senior Subordinated Notes from the proceeds of an Exempt IPO,
as contemplated by Section 2.05(b)(iii).”


 


8





















 


SECTION 10.  Form of Term B Note.  Upon the Term B Facility Effective Date, Exhibit C-1
to the Credit Agreement is replaced in its entirety by the form of new Exhibit C-1
attached hereto as Exhibit A.


 


SECTION 11.  Amendment to Schedule 2.01.  Upon the Term B Facility Effective Date, Schedule 2.01
to the Credit Agreement shall be amended in its entirety as set forth in Schedule 2.01
to this Amendment.


 


SECTION 12.  Conditions to Effectiveness.


 


(a)                                  Subject
to paragraph (b) below, this Amendment shall become effective on the date
(the “First Amendment Effective Date”) when the Administrative Agent shall
have (i) received from each of Holdings, the Borrower and the Required
Lenders a counterpart hereof signed by such party or facsimile or other written
confirmation (in form reasonably satisfactory to the Administrative Agent) that
such party has signed a counterpart hereof, and (ii) received reimbursement
for all costs and expenses (including fees, charges and disbursements of
counsel to the Administrative Agent) incurred in connection with the
preparation, negotiation and execution of this Amendment for which the Borrower
shall have received written notice.


 


(b)                                 The
portions of this Amendment relating to the refinancing and replacement of the
Term Loans with the Term B Loans shall become effective as of the date (the “Term B Facility Effective Date”) when, and only when, each
of the following conditions shall have been satisfied to the satisfaction of
the Administrative Agent:


 


(i)                                     First
Amendment Effective Date.  The First
Amendment Effective Date shall have occurred.


 


(ii)                                  Execution
of Counterparts.  The Administrative
Agent shall have received counterparts of this Amendment, duly executed and
delivered on behalf of each of Holdings, the Borrower, the Administrative Agent
and each Term Lender or, in lieu of one or more Term Lenders, one or more
Additional Term B Lenders providing Additional Term B Commitments in an amount
sufficient to refinance the outstanding principal amount of the Term Loans owed
to such non-consenting Term Lenders, or as to any of the foregoing parties, other
written confirmation (in form reasonably satisfactory to the Administrative
Agent) that such party has signed a counterpart hereof.


 


(iii)                               Evidence
of Debt.  Each Term B Lender shall
have received, if requested by it, one or more Term B Notes payable to the
order of such Term B Lender duly executed by the Borrower in substantially the
form of Exhibit C-1 to the Credit Agreement, as modified by this
Amendment, evidencing the Term B Loans.


 


9





















 


(iv)                              Interest,
Etc.  Simultaneously with the making
of the Term B Loans, the Borrower shall have paid to all the Term Lenders that
do not exchange their Term Loans for Term B Loans all accrued and unpaid
interest on the Term Loans to the Term B Facility Effective Date plus
additional amounts, if any, owing pursuant to Section 3.05 of the
Credit Agreement.


 


(v)                                 Execution
of Consent. The Administrative Agent shall have received counterparts of a consent
substantially in the form of Exhibit B to this Amendment, duly executed by
each Subsidiary Guarantor.


 


(vi)                              Debt
Ratings Certificate.  The
Administrative Agent shall have received a certificate signed by a Responsible
Officer of the Borrower certifying the current Debt Ratings.


 


SECTION 13.  Representations.  Each of Holdings and the Borrower
represents and warrants that (i) the representations and warranties of Holdings,
the Borrower and each other Loan Party contained in Article 5 of the
Credit Agreement or any other Loan Document shall be true and correct in all
material respects on and as of the First Amendment Effective Date, except to
the extent that such representations and warranties specifically refer to an
earlier date, in which case they shall be true and correct in all material
respects as of such earlier date, and (ii) no Default will have occurred
and be continuing on such date.


 


SECTION 14.  Governing Law.  This Amendment shall be governed
by and construed in accordance with the laws of the State of New York.


 


SECTION 15.  Counterparts. 
This Amendment may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.  Delivery by telecopier of an executed
counterpart of a signature page to this Amendment shall be effective as
delivery of an original executed counterpart of this Amendment.


 


10





















 


IN WITNESS
WHEREOF, the parties hereto have caused this Amendment to be duly executed as
of the date first above written.


 


	
   

  	
  REFCO GROUP LTD., LLC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
    /s/ PHILLIP BENNETT

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Phillip Bennett

  
	
   

  	
   

  	
  Title:

  	
  Chief Executive Officer and

  President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  NEW REFCO GROUP LTD., LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ PHILLIP BENNETT

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Phillip Bennett

  
	
   

  	
   

  	
  Title:

  	
  Chief Executive Officer and

  President

  
						



 





















 


	
   

  	
   

  	
   

  	
  BANK OF
  AMERICA, N.A., as

  
	
   

  	
   

  	
   

  	
  Administrative Agent

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ LILIANA
  CLAAR

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Liliana Claar

  
	
   

  	
   

  	
   

  	
   

  	
  Title:  Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

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

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ SUZANNE
  CHOMICZEWSKI

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Suzanne Chomiczewski

  
	
   

  	
   

  	
   

  	
   

  	
  Title:  Vice President

  
							



 





















 


	
   

  	
   

  	
   

  	
  Name of
  Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Addison
  CDO, Limited

  
	
   

  	
   

  	
   

  	
  By:

  	
  Pacific
  Investment Management Company LLC,

  
	
   

  	
   

  	
   

  	
   

  	
  as its
  Investment Advisor

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mohan V.
  Phansalkar

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of
  Lender:

  
	
   

  	
   

  	
   

  	
  Allstate
  Life Insurance Company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Chris
  Goergen

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:   CHRIS GOERGEN

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jerry D.
  Zinkula

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: 
  JERRY D. ZINKULA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
  AIMCO CDO Series 2000-A

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Chris
  Goergen

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: 
  CHRIS GOERGEN

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jerry D.
  Zinkula

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: 
  JERRY D. ZINKULA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
  AIMCO CLO Series 2001-A

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Chris
  Goergen

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:   CHRIS GOERGEN

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jerry D.
  Zinkula

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:   JERRY D. ZINKULA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Authorized
  Signatory

  
										



 





















 


	
   

  	
   

  	
   

  	
   

  	
  IDS Life
  Insurance Company

  
	
   

  	
   

  	
   

  	
  Name of
  Lender:

  	
  By: American
  Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Yvonne
  Stevens

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Yvonne
  Stevens

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Senior
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  American
  Express Certificate Company

  
	
   

  	
   

  	
   

  	
  Name of
  Lender:

  	
  By: American
  Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Yvonne
  Stevens

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Yvonne
  Stevens

  
	
   

  	
   

  	
   

  	
   

  	
  Title:    Senior
  Managing Director

  
							



 





















 


	
   

  	
   

  	
   

  	
  Antares
  Capital Corporation

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  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.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Greg Sheehan

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Greg Sheehan

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Mariner CDO 2002, Ltd. By: Antares

  
	
   

  	
   

  	
   

  	
   

  	
  Asset Management Inc., as Collateral

  
	
   

  	
   

  	
   

  	
   

  	
  Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Navigator CDO 2003, Ltd. By: Antares

  
	
   

  	
   

  	
   

  	
   

  	
  Asset Management Inc., as Collateral

  
	
   

  	
   

  	
   

  	
   

  	
  Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Navigator CDO 2004, Ltd. By: Antares

  
	
   

  	
   

  	
   

  	
   

  	
  Asset Management Inc., as Agent

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David Mahon

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  AVENUE CLO FUND, LIMITED

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Richard D’Addario

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: RICHARD D’ADDARIO

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   SENIOR PORTFOLIO MANAGER

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Sankaty Advisors, LLC as Collateral

  
	
   

  	
   

  	
   

  	
  Manager for AVERY POINT CLO,

  
	
   

  	
   

  	
   

  	
  LTD., as Term Lender

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: JEFFREY HAWKINS

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
  AZU & Funding

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Henry J. Sandlass

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: HENRY J. SANDLASS

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
							



 





















 


	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  BABSON CLO LTD. 2003-I

  
	
   

  	
   

  	
   

  	
  BABSON CLO LTD. 2004-I

  
	
   

  	
   

  	
   

  	
  BABSON CLO LTD. 2004-II

  
	
   

  	
   

  	
   

  	
  SUFFIELD CLO, LIMITED

  
	
   

  	
   

  	
   

  	
  By:

  	
  Babson Capital Management LLC as

  
	
   

  	
   

  	
   

  	
   

  	
  Collateral Manager

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David P. Wells

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David P. Wells, CFA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  MAPLEWOOD (CAYMAN) LIMITED

  
	
   

  	
   

  	
   

  	
  By:  Babson Capital Management
  LLC

  
	
   

  	
   

  	
   

  	
  As Investment Manager

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David P. Wells

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David P. Wells, CFA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  MASSACHUSETTS MUTUAL LIFE

  
	
   

  	
   

  	
   

  	
   

  	
  INSURANCE COMPANY

  
	
   

  	
   

  	
   

  	
  By:

  	
  Babson Capital Management LLC as

  
	
   

  	
   

  	
   

  	
   

  	
  Investment Adviser

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David P. Wells

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David P. Wells, CFA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  LOAN FUNDING VIII LLC

  
	
   

  	
   

  	
   

  	
  By:  Babson Capital Management
  LLC

  
	
   

  	
   

  	
   

  	
  As Portfolio Manager

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David P. Wells

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: David P. Wells, CFA

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  



 





















 


	
   

  	
  Name of Lender: BALLANTYNE FUNDING LLC

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: Ballyrock CDO I Limited,

  
	
   

  	
   

  	
   

  	
  By: Ballyrock Investment Advisors LLC, as

  
	
   

  	
   

  	
   

  	
  Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Lisa Rymut

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Lisa Rymut

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Treasurer

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: Ballyrock CLO II

  
	
   

  	
   

  	
   

  	
  Limited, By: Ballyrock Investment Advisors

  
	
   

  	
   

  	
   

  	
  LLC, as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Lisa Rymut

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Lisa Rymut

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Treasurer

  



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender: Bank fur Arbeit und

  
	
   

  	
   

  	
   

  	
  Wirtschaft Aktiengesellschaft

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Dr. Harald Raffay

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Dr. Harald Raffay

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   SVP

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Eva Weitz

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Eva Weitz

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   VP

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Bear Stearns Loan Trust

  
	
   

  	
   

  	
   

  	
  By: Bear Stearns Asset Management, Inc.,

  
	
   

  	
   

  	
   

  	
  as its attorney-in-fact

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Niell D. [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Niell D. [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  BIG SKY SENIOR LOAN FUND, LTD.

  
	
   

  	
   

  	
   

  	
   

  	
  BY: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
							



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  BIG SKY III SENIOR LOAN TRUST

  
	
   

  	
   

  	
   

  	
   

  	
  BY: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender: BIRCHWOOD FUNDING LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  BlackRock Global Floating Rate Income Trust

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Authorised Signature

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Braymoor & Co.

  
	
   

  	
   

  	
   

  	
   

  	
  By: Bear Stearns Asset Management, Inc.

  
	
   

  	
   

  	
   

  	
   

  	
  as its attorney-in-fact

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Niell D. [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Niell D. [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Managing Director

  
							



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
  Bushnell CBNA Loan Funding LLC, for

  
	
   

  	
   

  	
   

  	
  itself or as agent for Bushnell CFPI Loan

  
	
   

  	
   

  	
   

  	
  Funding LLC

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Janet Haack

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: JANET HAACK

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   AS ATTORNEY-IN-FACT

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name of Lender: Trust Company of the
  West

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  C-SQUARED CDO LTD.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TCW Advisors, Inc., as its

  
	
   

  	
   

  	
  Portfolio Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
   

  	
   

  	
  Name: JONATHAN R. INSULL

  
	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  Carlyle High Yield Partners, L.P.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  Carlyle High Yield Partners II, Ltd.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
										



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  Carlyle High Yield Partners III, Ltd.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: 

  	
  Carlyle High Yield Partners IV, Ltd.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: 

  	
  Carlyle High Yield Partners VI, Ltd.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  Carlyle Loan Opportunity Fund

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  Carlyle Loan Investment, Ltd.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Linda Pace

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: LINDA PACE

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
															



 





















 


	
   

  	
   

  	
   

  	
      Name of Lender: Trust Company of the West

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  CELERITY CLO LIMITED

  
	
   

  	
   

  	
   

  	
  By:

  	
  TCW Advisors, Inc.,

  
	
   

  	
   

  	
   

  	
   

  	
  As Agent

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: RICHARD F. KURTH

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: JONATHAN R. INSULL

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Centurion CDO VI, Ltd.

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  By: American Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Vincent P. Pham

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Vincent P. Pham

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director-Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Centurion CDO II, Ltd.

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  By: American Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Vincent P. Pham

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Vincent P. Pham

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director-Operations

  
										



 





















 


	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Centurion CDO VII, Ltd.

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  By: American Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Vincent P. Pham

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Vincent P. Pham

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director-Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Centurion CDO 8, Limited.

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  By: American Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Vincent P. Pham

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Vincent P. Pham

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director-Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Sequils-Centurion V, Ltd.

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  By: American Express Asset Management

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Group, Inc. as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Vincent P. Pham

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Vincent P. Pham

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director-Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: CREDIT SUISSE FIRST BOSTON,

  
	
   

  	
   

  	
   

  	
  Acting through its Cayman Islands Branch,

  
	
   

  	
   

  	
   

  	
  as a lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jay Chall

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Jay Chall

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mikhail Faybusovich

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: MIKHAIL FAYBUSOVICH

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   ASSOCIATE

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Name of Lender: CYPRESS POINT TRADING LLC

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Vice President

  
								



 





















 


	
  Name of Lender: CYPRESSTREE CLAIF FUNDING LLC

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Assistant Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Denali Capital LLC, managing member of DC

  
	
   

  	
   

  	
   

  	
  Funding Partners, portfolio manager for DENALI

  
	
   

  	
   

  	
   

  	
  CAPITAL CLO I, LTD., or an affiliate

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Gregory R. Cooper

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: GREGORY R. COOPER

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Denali Capital LLC, managing member of

  
	
   

  	
   

  	
   

  	
  DC Funding Partners, portfolio manager for

  
	
   

  	
   

  	
   

  	
  DENALI CAPITAL CLO II, LTD., or an affiliate

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Gregory R. Cooper

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: GREGORY R. COOPER

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Denali Capital LLC, managing member of

  
	
   

  	
   

  	
   

  	
  DC Funding Partners, portfolio manager for

  
	
   

  	
   

  	
   

  	
  DENALI CAPITAL CLO III, LTD., or an affiliate

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Gregory R. Cooper

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: GREGORY R. COOPER

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Denali Capital LLC, managing member of

  
	
   

  	
   

  	
   

  	
  DC Funding Partners, portfolio manager for

  
	
   

  	
   

  	
   

  	
  DENALI CAPITAL CLO IV, LTD., or an affiliate

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Gregory R. Cooper

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: GREGORY R. COOPER

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
  DEUTSCHE BANK TRUST COMPANY

  
	
   

  	
   

  	
   

  	
  AMERICAS

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Omayra Laucella

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Omayra Laucella

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Susan LeFevre

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Susan LeFevre

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Director

  



 





















 


	
   

  	
   

  	
   

  	
  EATON VANCE CDO III, LTD.

  
	
   

  	
   

  	
  Name of Lender:

  	
  By:

  	
  EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  COSTANTINUS EATON VANCE CDO V, LTD.

  
	
   

  	
   

  	
  Name of Lender:

  	
  By:

  	
  EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  
	
   

  
	
   

  	
   

  	
   

  	
  EATON VANCE CDO VI LTD.

  
	
   

  	
   

  	
  Name of Lender:

  	
  BY:

  	
  EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
								



 





















 


	
   

  	
   

  	
   

  	
   

  	
   

  	
  EATON VANCE FLOATING-RATE

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  INCOME TRUST

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  BY:

  	
  EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  EATON VANCE

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  LIMITED DURATION INCOME FUND

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  BY:

  	
  EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  EATON VANCE SENIOR

  
	
   

  	
   

  	
   

  	
   

  	
  FLOATING-RATE TRUST

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
  BY: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
   

  	
  Title:   Vice President

  
										



 





















 


	
   

  	
   

  	
   

  	
  EATON VANCE SENIOR INCOME TRUST

  
	
   

  	
   

  	
  Name of Lender:

  	
  BY: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  
	
   

  
	
   

  	
   

  	
    By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  
	
   

  	
   

  	
   

  	
  EATON VANCE INSTITUTIONAL SENIOR LOAN FUND

  
	
   

  	
   

  	
  Name of Lender:

  	
  BY: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  
	
   

  
	
   

  	
   

  	
    By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  
	
   

  	
   

  	
   

  	
  EATON VANCE SHORT DURATION

  
	
   

  	
   

  	
   

  	
  DIVERSIFIED INCOME FUND

  
	
   

  	
   

  	
  Name of Lender:

  	
  By: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  
	
   

  
	
   

  	
   

  	
    By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  
	
   

  	
   

  	
   

  	
  EATON VANCE

  
	
   

  	
   

  	
   

  	
  VT FLOATING-RATE INCOME FUND

  
	
   

  	
   

  	
  Name of Lender:

  	
  By: EATON VANCE MANAGEMENT

  
	
   

  	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  
	
   

  
	
   

  
	
   

  	
   

  	
    By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:   Vice President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  
									



 





















 


 


	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  ELF Funding Trust III

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  New York Life Investment

  Management, LLC, as Attorney-In-

  Fact

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Anthony R Malby

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Anthony R Malby

  
	
   

  	
   

  	
   

  	
   

  	
  Title: 
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  NYLIM Flatiron CLO 2003-1 Ltd.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  New York Life Investment

  
	
   

  	
   

  	
   

  	
   

  	
  Management, LLC, as Collateral

  
	
   

  	
   

  	
   

  	
   

  	
  Manager and Attorney-In-Fact

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Anthony R Malby

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Anthony R Malby

  
	
   

  	
   

  	
   

  	
   

  	
  Title: 
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Anthony R Malby

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Anthony R Malby

  
	
   

  	
   

  	
   

  	
   

  	
  Title: 
  Managing Director

  



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:  Fidelity Advisor Series II:

  Fidelity Advisor Floating Rate High Income

  Fund

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mark Osterheld

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Mark Osterheld

  
	
   

  	
   

  	
   

  	
   

  	
  Title: 
  Assistant Treasurer

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:  Fidelity Central

  Investment Portfolios LLC: Fidelity Floating

  Rate Central Investment Portfolio

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mark Osterheld

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Name:  Mark Osterheld

  
	
   

  	
   

  	
   

  	
   

  	
  Title: 
  Assistant Treasurer

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:  Trust Company of the West

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  FIRST 2004-I CLO, LTD.

  
	
   

  	
   

  	
   

  	
  By: TCW Advisors, Inc.,

  
	
   

  	
   

  	
   

  	
  Its Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  RICHARD F. KURTH

  	
   

  
	
   

  	
   

  	
  Title: 
  SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
   

  	
  Name: 
  JONATHAN R. INSULL

  	
   

  
	
   

  	
   

  	
  Title: 
  MANAGING DIRECTOR

  	
   

  
											



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:  Trust Company of the West

  
	
   

  	
   

  	
   

  	
  FIRST 2004-II CLO, LTD.

  
	
   

  	
   

  	
   

  	
  By: TCW Advisors, Inc.,

  
	
   

  	
   

  	
   

  	
  Its Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  RICHARD F. KURTH

  
	
   

  	
   

  	
  Title: 
  SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
   

  	
  Name: 
  JONATHAN R. INSULL

  
	
   

  	
   

  	
  Title: 
  MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:  FOREST SPC LLC

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Assistant Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FORTRESS PORTFOLIO TRUST:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  Four Corners Capital Management

  
	
   

  	
   

  	
   

  	
  LLC, as Investment Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Adam Brown

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  ADAM BROWN

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FOUR CORNERS CLO 2005-I, LTD.:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  Four Corners Capital Management

  
	
   

  	
   

  	
   

  	
  LLC, as Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Adam Brown

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  ADAM BROWN

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FIRST TRUST/FOUR CORNERS

  SENIOR FLOATING RATE INCOME

  
	
   

  	
   

  	
  FUND:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  Four Corners Capital Management

  
	
   

  	
   

  	
   

  	
  LLC, as Sub-Adviser

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Adam Brown

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  ADAM BROWN

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FIRST TRUST/FOUR CORNERS

  SENIOR FLOATING RATE INCOME

  
	
   

  	
   

  	
  FUND II:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  Four Corners Capital Management

  
	
   

  	
   

  	
   

  	
  LLC, as Sub-Adviser

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Adam Brown

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  ADAM BROWN

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
																			



 





















 


	
  Franklin Floating Rate Trust

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Franklin Floating Rate Master Series

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  FRANKLIN FLOATING RATE

  	
   

  	
  By:

  	
  /s/ Tyler Chan

  	
   

  
	
  DAILY ACCESS
  FUND

  	
   

  	
   

  	
  Name: 
  TYLER CHAN

  	
   

  
	
   

  	
   

  	
   

  	
  Title: 
  VICE PRESIDENT

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  FRANKLIN
  TEMPLETON 

  	
   

  	
  Name of Lender:

  
	
  LIM DURATION INCOME TRUST

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Franklin CLO II, Limited

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Franklin CLO III, Limited

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  FRANKLIN CLO IV, LIMITED

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  FriedbergMilstein Private Capital Fund I

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Eric Green

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Eric Green

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Senior Partner

  
								



 





















 


	
   

  	
   

  	
   

  	
  Gallatin Funding I Ltd.

  
	
   

  	
   

  	
   

  	
  By: Bear Stearns Asset Management Inc.

  
	
   

  	
   

  	
   

  	
  as its Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Niell D. [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  Niell D. [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
  Title: 
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GoldenTree Opportunities I, Limited

  
	
   

  	
   

  	
  By: GoldenTree Asset Management, LP

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Thomas M. O’Shea

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  Thomas M. O’Shea

  
	
   

  	
   

  	
   

  	
  Title: 
  Portfolio Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GoldenTree Opportunities II, Limited

  
	
   

  	
   

  	
  By: GoldenTree Asset Management, LP

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Thomas M. O’Shea

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  Thomas M. O’Shea

  
	
   

  	
   

  	
   

  	
  Title: 
  Portfolio Manager

  
						



 





















 


	
   

  	
   

  	
  Goldman Sachs Credit Partners:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  Pedro Ramirez

  	
   

  
	
   

  	
   

  	
   

  	
  Title: 
  Authorized Signatory

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  	
  GRAYSON
  & CO

  
	
   

  	
   

  	
   

  	
  BY: BOSTON
  MANAGEMENT AND RESEARCH

  
	
   

  	
   

  	
   

  	
  AS
  INVESTMENT ADVISOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name: 
  Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title: 
  President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Grayston CLO II 2005-1 LTD.

  
	
   

  	
   

  	
   

  	
  By: 
  Bear Stearns Asset Management, Inc.,

  
	
   

  	
   

  	
   

  	
  As its Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Niell D. [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Niell D. [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
  Title: 
  Managing Director

  
										



 





















 


	
  Documents.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GSC PARTNERS CDO FUND V, LIMITED

  
	
   

  	
   

  	
  By: GSCP (NJ), L.P., as Collateral Manager

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Alexander B. Wright

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Alexander B. Wright

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Authorized Signatory

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GSC PARTNERS GEMINI FUND LIMITED

  
	
   

  	
   

  	
  By: GSCP (NJ), L.P., as a Collateral
  Monitor

  
	
   

  	
   

  	
  By: GSCP (NJ), INC., its General Partner

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Alexander B. Wright

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Alexander B. Wright

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Authorized Signatory

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  GULF STREAM-COMPASS CLO 2002-1 LTD

  
	
   

  	
   

  	
   

  	
  By: Gulf Stream Asset Management LLC

  
	
   

  	
   

  	
   

  	
  As Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Barry K. Love

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Barry K. Love

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Credit Officer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
  By: Gulf Stream Asset Management LLC

  
	
   

  	
   

  	
   

  	
  As Collateral Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Barry K. Love

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Barry K. Love

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Credit Officer

  
											



 





















 


	
   

  	
  Hamilton Floating Rate Fund, LLC

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ Dean Stephan

  	
   

  
	
   

  	
   

  	
  Name:

  	
  DEAN STEPHAN

  	
   

  
	
   

  	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Harbour View CLO IV, Ltd.

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ David Foxhoven

  	
   

  
	
   

  	
   

  	
  Name:

  	
  David Foxhoven

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Harbour View CLO V, Ltd.

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ David Foxhoven

  	
   

  
	
   

  	
   

  	
  Name:

  	
  David Foxhoven

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Harbour Town Funding LLC

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
												



 


	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Harch CLO II Limited

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ Michael E. Lewitt

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Michael E. Lewitt

  	
   

  
	
   

  	
   

  	
  Title:

  	
  AUTHORIZED SIGNATORY

  	
   

  
										



 





















 


 


	
   

  	
  HARRIS TRUST AND SAVINGS BANK

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Steven J. Turley

  	
   

  
	
   

  	
  Name:

  	
  Steven J. Turley

  
	
   

  	
  Title:

  	
  Managing Director

  
					



 


 


	
   

  	
  Hewett’s Island CDO, Ltd.

  
	
   

  	
  By:

  	
  CypressTree Investment Management Company, Inc.

  
	
   

  	
   

  	
  as Portfolio Manager.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Megar

  	
   

  
	
   

  	
  Name:

  	
  Jeffrey Megar

  
	
   

  	
  Title:

  	
  Managing Director

  
					



 


 


	
   

  	
  Hewett’s Island CLO II, Ltd.

  
	
   

  	
  By:

  	
  CypressTree Investment Management Company, Inc.,

  
	
   

  	
   

  	
  as Portfolio Manager.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Megar

  	
   

  
	
   

  	
  Name:

  	
  Jeffrey Megar

  
	
   

  	
  Title:

  	
  Managing Director

  
					



 


 


	
   

  	
  Name of Lender: HSBC BANK USA, N.A.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Paul Lopez

  	
   

  
	
   

  	
  Name:

  	
  Paul Lopez

  
	
   

  	
  Title:

  	
  SVP

  
					



 


 


	
   

  	
  Name of Lender: ING Capital LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Kunduck Moon

  	
   

  
	
   

  	
  Name:

  	
  Kunduck Moon

  
	
   

  	
  Title:

  	
  Managing Director

  
					



 





















 


	
   

  	
  ING SENIOR INCOME FUND

  
	
   

  	
  By:

  	
  ING Investment Management, Co.

  	
   

  
	
   

  	
   

  	
  as its investment manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Ralph E. Bucher

  	
   

  
	
   

  	
  Name:

  	
  Ralph E. Bucher

  
	
   

  	
  Title:

  	
  Vice President

  
					



 


 


	
   

  	
  ING PRIME RATE TRUST

  
	
   

  	
  By:

  	
  ING Investment Management, Co.

  	
   

  
	
   

  	
   

  	
  as its investment manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Ralph E. Bucher

  	
   

  
	
   

  	
  Name:

  	
  Ralph E. Bucher

  
	
   

  	
  Title:

  	
  Vice President

  
					



 


 


	
   

  	
  INVESTORS BANK & TRUST COMPANY AS SUB-CUSTODIAN AGENT OF

  CYPRESSTREE INTERNATIONAL LOAN HOLDING COMPANY LIMITED.

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Megar

  	
   

  
	
   

  	
  Name:

  	
  Jeffrey Megar

  
	
   

  	
  Title:

  	
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Preston I. Carnes

  	
   

  
	
   

  	
  Name:

  	
  Preston I. Carnes, Jr.

  
	
   

  	
  Title:

  	
  Managing Director

  
						



 


 


	
   

  	
  Name of Lender: Trust Company of the West

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Jefferson - Pilot Life Insurance Company

  By: TCW Advisors, Inc., as its Investment Advisor

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  
	
   

  	
  Name:

  	
  RICHARD F. KURTH

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
  Name:

  	
  JONATHAN R. INSULL

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  
						



 





















 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Jissekikun Funding, Ltd.

  	
   

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
  Managing Director

  
								



 


 


	
   

  	
  Name of Lender: 

  	
  KG CLO I LIMITED

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ [ILLEGIBLE]

  	
   

  
	
   

  	
  Name:

  	
   

  
	
   

  	
  Title:

  	
   

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  KZH CRESCENT-3 LLC

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Dorian Herrera

  	
   

  
	
   

  	
  Name:

  	
  DORIAN HERRERA

  
	
   

  	
  Title:

  	
  AUTHORIZED AGENT

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  KZH CYPRESSTREE-1 LLC

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Dorian Herrera

  	
   

  
	
   

  	
  Name:

  	
  DORIAN HERRERA

  
	
   

  	
  Title:

  	
  AUTHORIZED AGENT

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  KZH STERLING LLC

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Dorian Herrera

  	
   

  
	
   

  	
  Name:

  	
  DORIAN HERRERA

  
	
   

  	
  Title:

  	
  AUTHORIZED AGENT

  
						



 





















 


	
  Name of Lender: LAGUNA FUNDING LLC

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
  Name:

  	
  Meredith J. Koslick

  
	
   

  	
  Title:

  	
  Assistant Vice President

  
					



 


 


	
   

  	
  Landmark CDO Limited

  	
   

  
	
   

  	
  By:

  	
  Aladdin Capital Management LLC]

  	
   

  
	
   

  	
   

  	
  as Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Joseph Moroney

  	
   

  
	
   

  	
  Name:

  	
  Joseph Moroney, CFA

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
					



 


 


	
   

  	
  Landmark II CDO Limited

  	
   

  
	
   

  	
  By:

  	
  Aladdin Capital Management LLC]

  	
   

  
	
   

  	
   

  	
  as Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Joseph Moroney

  	
   

  
	
   

  	
  Name:

  	
  Joseph Moroney, CFA

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
					



 


 


	
   

  	
  Landmark III CDO Limited

  	
   

  
	
   

  	
  By:

  	
  Aladdin Capital Management LLC]

  	
   

  
	
   

  	
   

  	
  as Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Joseph Moroney

  	
   

  
	
   

  	
  Name:

  	
  Joseph Moroney, CFA

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
					



 


 


	
   

  	
  Landmark IV CDO Limited

  	
   

  
	
   

  	
  By:

  	
  Aladdin Capital Management LLC]

  	
   

  
	
   

  	
   

  	
  as Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Joseph Moroney

  	
   

  
	
   

  	
  Name:

  	
  Joseph Moroney, CFA

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
					



 





















 


	
   

  	
  Landmark V CDO Limited

  	
   

  
	
   

  	
  By:

  	
  Aladdin Capital Management LLC

  	
   

  
	
   

  	
   

  	
  as Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Joseph Moroney

  	
   

  
	
   

  	
  Name:

  	
  Joseph Moroney, CFA

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
					



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  Liberty View Loan Fund LLC

  	
   

  	
   

  
	
   

  	
  AS NOMINEE FOR VARIOUS Liberty View Funds

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ George T. Hartigan

  	
   

  
	
   

  	
  Name:

  	
  George T. Hartigan

  
	
   

  	
  Title:

  	
  AUTHORIZED SIGNATORY

  
							



 


 


	
   

  	
  LightPoint CLO 2004-I, Ltd.

  	
   

  
	
   

  	
  Premium Loan Trust I, Ltd.

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Thomas A. Kramer

  	
   

  
	
   

  	
  Name:

  	
  Thomas A. Kramer

  
	
   

  	
  Title:

  	
  Senior Managing Director &

  Chief Executive Officer

  
						



 


 


	
   

  	
  REFCO FINANCE HOLDINGS LLC

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  AMENDMENT #1, DATED 3/15/05

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender: LINCOLN NATIONAL LIFE

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Thomas Chow

  	
   

  
	
   

  	
  Thomas Chow, Vice President

  
						



 





















 


	
   

  	
  Name of Lender: 

  	
  Trust Company of the West

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  LOAN FUNDING I LLC,

  	
   

  	 

	
   

  	
  a wholly owned subsidiary of

  Citibank, N.A.

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By: TCW Advisors, Inc.,

  	
   

  	 

	
   

  	
  as portfolio manager of

  Loan Funding I LLC

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  
	
   

  	
  Name:

  	
  RICHARD F. KURTH

  	
   

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  
	
   

  	
  Name:

  	
  JONATHAN R. INSULL

  	
   

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  	
   

  
								



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Loan Funding III LLC

  	
   

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
  Managing Director

  
									



 


 


	
  Name of Lender: LONG LANE MASTER TRUST
  IV

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Ann E. Morris

  	
   

  
	
   

  	
  Name:

  	
  ANN E. MORRIS

  
	
   

  	
  Title:

  	
  AUTHORIZED AGENT

  
						



 





















 


	
   

  	
  Name of Lender: MCG Capital Corportion

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Thomas P. McLoughlin

  	
   

  
	
   

  	
  Name:

  	
  Thomas P. McLoughlin

  
	
   

  	
  Title:

  	
  Vice President

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Monument Park CDO Ltd.

  	
   

  
	
   

  	
  By: Blackstone Debt Advisors L.P.

  	
   

  
	
   

  	
  As Collateral Manager

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Dean Criares

  	
   

  
	
   

  	
  Name:

  	
  Dean Criares

  
	
   

  	
  Title:

  	
  Managing Director

  
							



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Loan Funding VI LLC, for itself or as agent

  	
   

  
	
   

  	
  for Corporate Loan Funding VI LLC

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Dean Criares

  	
   

  
	
   

  	
  Name:

  	
  Dean Criares

  
	
   

  	
  Title:

  	
  Managing Director

  
							



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  Morgan Stanley Prime Income Trust,

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Elizabeth Bodisch

  	
   

  
	
   

  	
  Name:

  	
  Elizabeth Bodisch

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
						



 





















 


	
   

  	
  Name of Lender: 

  	
  Mountain Capital CLO III Ltd

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Chris Siddons

  	
   

  
	
   

  	
  Name:

  	
  Chris Siddons

  
	
   

  	
  Title:

  	
  Director

  
							



 


 


	
   

  	
  Name of Lender: 

  	
  Mountain Capital CLO 11 Ltd

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Chris Siddons

  	
   

  
	
   

  	
  Name:

  	
  Chris Siddons

  
	
   

  	
  Title:

  	
  Director

  
							



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  New York Life Insurance Company

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Anthony R. Malby

  	
   

  
	
   

  	
  Name:

  	
  Anthony R. Malby

  
	
   

  	
  Title:

  	
  VICE PRESIDENT

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  New York Life Insurance and Annuity

  Corporation

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  New York Life Investment

  Management, LLC, its Investment

  Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Anthony R. Malby

  	
   

  
	
   

  	
  Name:

  	
  Anthony R. Malby

  
	
   

  	
  Title:

  	
  Managing Director

  
						



 





















 


	
   

  	
  Name of Lender:

  	
  THE MORINCHUKIN BANK, NEW YORK BRANCH,

  
	
   

  	
   

  	
  through State Street Bank and Trust Company N.A. as

  
	
   

  	
   

  	
  Fiduciary Custodian

  
	
   

  	
   

  	
  By: Eaton Vance Management, Attorney-in-fact

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
   

  	
  Title:

  	
  Vice President

  
						



 


 


	
   

  	
  Name of Lender:

  	
  NORTHWOODS CAPITAL III, LIMITED

  
	
   

  	
   

  	
  BY: ANGELO, GORDON & CO., L.P.,

  
	
   

  	
   

  	
  AS COLLATERAL MANAGER

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John W. Fraser

  	
   

  
	
   

  	
  Name:

  	
  JOHN W. FRASER

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  
						



 


 


	
   

  	
  Name of Lender:

  	
  NORTHWOODS CAPITAL IV, LIMITED

  
	
   

  	
   

  	
  BY: ANGELO, GORDON & CO., L.P.,

  
	
   

  	
   

  	
  AS COLLATERAL MANAGER

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John W. Fraser

  	
   

  
	
   

  	
  Name:

  	
  JOHN W. FRASER

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  
						



 


 


	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
  NYLIM Flatiron CLO 2004-1 Ltd.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  New York Life Investment

  
	
   

  	
   

  	
  Management, LLC, as Collateral

  
	
   

  	
   

  	
  Manager and Attorney-In-Fact

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Anthony R. Malby

  
	
   

  	
  Name:

  	
  Anthony R. Malby

  
	
   

  	
  Title:

  	
  Managing Director

  
				



 





















 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Mainatay Floating Rate Fund, a series of

  Eclipse Funds Inc.

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  New York Life Investment

  	
   

  
	
   

  	
   

  	
  Management LLC

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Anthony R. Malby

  	
   

  
	
   

  	
  Name:

  	
  Anthony R. Malby

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  OLYMPIC CLO I

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
  Title:

  	
  Chief Operating Officer,

  Centre Pacific LLC (Manager)

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  SIERRA CLO I

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
  Title:

  	
  Chief Operating Officer,

  Centre Pacific LLC (Manager)

  
						



 





















 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  WHITNEY CLO I

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
  Title:

  	
  Chief Operating Officer,

  Centre Pacific LLC (Manager)

  
						



 


 


	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
  Oppenheimer Senior Floating Rate Fund

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David Foxhoven

  	
   

  
	
   

  	
  Name:

  	
  David Foxhoven

  
	
   

  	
  Title:

  	
  Vice President

  
						



 


 


	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  PIMCO Floating Income Fund

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor, acting through Investors

  Fiduciary Trust Company in the Nominee Name of IFTCO

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
  Managing Director

  
									



 


 


	
   

  	
  Name of
  Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  PIMCO Floating Rate Income Fund

  	
   

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor, acting through Investors

  Fiduciary Trust Company in the Nominee Name of IFTCO

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
  Managing Director

  
									



 





















 


	
   

  	
  Name of
  Lender:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  PIMCO Floating Rate Strategy Fund

  	
   

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor, acting through Investors

  Fiduciary Trust Company in the Nominee Name of IFTCO

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
  Managing Director

  
									



 


 


	
   

  	
  Name of
  Lender:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Protective Life Insurance Company

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Diane S. Griswold

  	
   

  
	
   

  	
  Name: 

  	
  Diane S. Griswold

  
	
   

  	
  Title:

  	
  AVP

  
							



 


 


	
   

  	
  Sankaty High
  Yield Asset Partners II, L.P.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
  JEFFREY HAWKINS

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
							



 


 


	
   

  	
  Sankaty Advisors, LLC as Collateral

  Manager for Loan Funding XI LLC,

  as Term Lender

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
  JEFFREY HAWKINS

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
					



 


 


	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
   

  
	
   

  	
  Title:

  	
   

  
					



 





















 


	
   

  	
  Sankaty Advisors, LLC as Collateral

  Manager for Race Point CLO, Limited,

  as Term Lender

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
  JEFFREY HAWKINS

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
					



 


 


	
   

  	
  Sankaty Advisors, LLC as Collateral

  Manager for Castle Hill I - INGOTS,

  Ltd., as Term Lender

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
  JEFFREY HAWKINS

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
  Title:

  	
   

  
					



 


 


	
   

  	
  Sankaty Advisors, LLC as Collateral

  Manager for Race Point II CLO,

  Limited, as Term Lender

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
  Name: 

  	
  JEFFREY HAWKINS

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Sankaty High Yield Partners III, L.P.

  
	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
   

  	
  Name:

  	
  JEFFREY HAWKINS

  	
   

  
	
   

  	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  	
   

  



 


 


	
   

  	
  By:

  	
  /s/ Jeffrey Hawkins

  	
   

  
	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
   

  	
  Title:

  	
   

  



 





















 


	
   

  	
  Name of Lender:

  
	
   

  	
  Satellite Senior Income Fund II, LLC

  	
   

  
	
   

  	
  BY SATELLITE ASSEST MANAGEMENT, L.P.

  ITS INVESTMENT MANAGER

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Matthew N. DesChamps

  	
   

  
	
   

  	
  Name: 

  	
  Matthew N. DesChamps

  
	
   

  	
  Title:

  	
  Chief Financial Officer

  
						



 


 


	
   

  	
  Name of Lender:

  
	
   

  	
  [ILLEGIBLE]

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Tony O’Brien

  	
   

  
	
   

  	
   

  	
  Name: TONY O’BRIEN

  	
   

  
	
   

  	
   

  	
  Title:   Senior Manager

  	
   

  
					



 


 


	
   

  	
  SECURITY INCOME FUND-INCOME

  
	
   

  	
  OPPORTUNITY SERIES:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Four Corners Capital Management

  LLC, as Sub-Adviser

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Adam Brown

  	
   

  
	
   

  	
   

  	
  Name:

  	
  ADAM BROWN

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  
						



 





















 


	
  Name of Lender: SEMINOLE FUNDING LLC

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Meredith J. Koslick

  
	
   

  	
   

  	
  Title:

  	
  Assistant Vice President

  
					



 


 


	
   

  	
  Name of Lender:

  	
  SENIOR DEBT PORTFOLIO

  	
   

  
	
   

  	
   

  	
  By: Boston Management and Research

  as Investment Advisor

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  
							



 


 


	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  SEQUILS-MAGNUM, LTD.

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
  Managing Director

  
							



 


 


	
   

  	
  Name of Lender:

  	
       Sierra CLO

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
   

  	
  Title:

  	
  Chief Operating Officer

  Centre Pacific, Manager 

  
							



 


 


	
   

  	
  Name of Lender:

  	
       Olympic CLO I

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
   

  	
  Title:

  	
  Chief Operating Officer

  Centre Pacific, Manager 

  
							



 


 


	
   

  	
  Name of Lender:

  	
       Whitney CLO I

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
   

  	
  Title:

  	
  Chief Operating Officer

  Centre Pacific, Manager 

  
							



 





















 


	
   

  	
  SIMSBURY CLO, LIMITED

  SOMERS CDO, LIMITED

  
	
   

  	
  By:

  	
  Babson Capital Management LLC

  under delegated authority from

  Massachusetts Mutual Life Insurance

  Company as Collateral Manager

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David P. Wells

  	
   

  
	
   

  	
   

  	
  Name:

  	
  David P. Wells, CFA

  
	
   

  	
   

  	
  Title:

  	
  Managing Director

  
					



 


 


	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Southport CLO, Limited

  
	
   

  	
  By:

  	
  Pacific Investment Management Company LLC,

  as its Investment Advisor

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Managing Director

  
							



 


 


	
  Name of Lender: STANWICH LOAN FUNDING LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Meredith J. Koslick

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Meredith J. Koslick

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Assistant Vice President

  
						



 


 


	
   

  	
  Name of Lender:

  	
  TOLLI & CO.

  	
   

  
	
   

  	
   

  	
  BY:

  	
  EATON VANCE MANAGEMENT

  	
   

  
	
   

  	
   

  	
   

  	
  AS INVESTMENT ADVISOR

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
									



 





















 


 


	
   

  	
  Name of Lender:

  	
  Trust Company of the West

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  TCW SELECT LOAN FUND, LIMITED

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By: TCW Advisors, Inc. as its

  Collateral Manager

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  	
   

  
	
   

  	
  Name:

  	
  RICHARD F. KURTH

  	
   

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  	
   

  
	
   

  	
  Name:

  	
  JONATHAN R. INSULL

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Trumbull THC2 Loan Funding LLC, for

  itself or as agent for Trumbull THC2 CFPI

  Loan Funding LLC.

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
   

  	
  /s/ Janet Haack

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  JANET HAACK

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  AS ATTORNEY-IN-FACT

  	
   

  
																		



 





















 


	
   

  	
   

  	
  UBS AG, Stamford Branch

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Wilfred V. Saint

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Wilfred V. Saint

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Director

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Banking Products Services, US

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Toba Lumbantobing

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Toba Lumbantobing

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Associate Director

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Banking Products Services, US

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name of Lender:

  	
   

  	
  Trust Company of the West

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  VELOCITY CLO, LTD.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By: TCW Advisors, Inc. Collateral Manager

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Richard F. Kurth

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name:

  	
  RICHARD F. KURTH

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Title:

  	
  SENIOR VICE PRESIDENT

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jonathan R. Insull

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name:

  	
  JONATHAN R. INSULL

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Title:

  	
  MANAGING DIRECTOR

  	
   

  	
   

  	
   

  	
   

  



 





















 


	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Venture CDO 2002, Limited

  By its investment advisor, MJX Asset

  Management LLC

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
   

  	
  /s/ Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Investment Officer

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Venture II CDO 2002, Limited

  By its investment advisor, MJX Asset

  Management LLC

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
   

  	
  /s/ Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Investment Officer

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Name of Lender:

  	
   

  	 

	
   

  	
  Venture III CDO Limited

  By its investment advisor, MJX Asset

  Management LLC

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
   

  	
   

  	 

	
   

  	
  By:

  	
   

  	
  /s/ Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Hans L. Christensen

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Investment Officer

  	
   

  
									



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  	
   

  
	
   

  	
   

  	
   

  	
  Venture IV CDO Limited By its investment advisor, MJX Asset
  Management LLC

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Hans L. Christensen

  
	
   

  	
   

  	
   

  	
   

  	
  Name:

  	
  Hans L. Christensen

  
	
   

  	
   

  	
   

  	
   

  	
  Title:

  	
  Chief Investment Officer

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender: Veritas CLO I, Ltd.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ John Randolph [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
   

  	
  Name:

  	
  John Randolph [ILLEGIBLE]

  
	
   

  	
   

  	
   

  	
   

  	
  Title:

  	
  Executive Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Waveland – INGOTS, LTD.

  
	
   

  	
   

  	
   

  	
  By:

  	
  Pacific Investment Management Company LLC, as its Investment Advisor

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Managing Director

  
							



 





















 


	
   

  	
   

  	
   

  	
  Name of Lender:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  WB Loan Funding 2 LLC

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Diana M. Himes

  
	
   

  	
   

  	
   

  	
   

  	
  Name:

  	
  Diana M. Himes

  
	
   

  	
   

  	
   

  	
   

  	
  Title:

  	
  Associate

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  WESTERN ASSET FLOATING RATE HIGH INCOME FUND

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ TJ SETTEL

  
	
   

  	
   

  	
   

  	
   

  	
  Name:

  	
  TJ SETTEL

  
	
   

  	
   

  	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  WIND RIVER CLO I LTD.

  
	
   

  	
   

  	
   

  	
  By McDonnell Investment Management, LLC, as Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Kathleen A. Zarn

  
	
   

  	
   

  	
   

  	
   

  	
  Name:

  	
  Kathleen A. Zarn

  
	
   

  	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name of Lender:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Wrigley CDO, Ltd.

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  Pacific Investment Management Company LLC, as its Investment Advisor

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Mohan V. Phansalkar

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Managing Director

  
								



 





















 


EXHIBIT
A


 


EXHIBIT C-1


 


FORM OF TERM B NOTE


 


 


 


FOR VALUE RECEIVED, the undersigned (the “Borrower”), hereby promises to pay to                           
or its registered assigns (the “Term B Lender”),
in accordance with the provisions of the Agreement (as hereinafter defined),
the aggregate unpaid principal amount of each Term B Loan made by the Term B
Lender to the Borrower under that certain Credit Agreement, dated as of August 5,
2004 (as amended, restated, extended, supplemented or otherwise modified in
writing from time to time, the “Agreement”; the
terms defined therein being used herein as therein defined), among Refco Group
Ltd., LLC, a Delaware limited liability company and successor by merger to
Refco Finance Holdings LLC, New Refco Group Ltd., LLC, a Delaware limited
liability company, the Lenders from time to time party thereto, Bank of
America, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender, and
the other Agents named therein.


 


The Borrower promises to pay interest on the aggregate
unpaid principal amount of each Term B Loan made by the Term B Lender to the
Borrower under the Agreement from the date of such Term B Loan until such
principal amount is paid in full, at such interest rates and at such times as
provided in the Agreement.  All payments
of principal and interest shall be made to the Administrative Agent for the
account of the Term B Lender in Dollars in immediately available funds.  If any amount is not paid in full when due
hereunder, such unpaid amount shall bear interest, to be paid upon demand, from
the due date thereof until the date of actual payment (and before as well as
after judgment) computed at the per annum rate set forth in the Agreement.


 


This Term B Note is one of the Term B Notes referred
to in the Agreement, is entitled to the benefits thereof and may be prepaid in
whole or in part subject to the terms and conditions provided therein.  This Term B Note is also entitled to the
benefits of the Parent Guaranty and the Subsidiary Guaranty and is secured by
the Collateral. Upon the occurrence and continuation of one or more of the
Events of Default specified in the Agreement, all amounts then remaining unpaid
on this Term B Note shall become, or may be declared to be, immediately due and
payable all as provided in the Agreement. 
Term B Loans made by the Term B Lender shall be evidenced by one or more
loan accounts or records maintained by the Term B Lender in the ordinary course
of business.  The Term B Lender may also
attach schedules to this Term B Note and endorse thereon the date, amount and
maturity of its Term B Loans and payments with respect thereto.


 





















 


The Borrower, for itself and its successors and
assigns, hereby waives diligence, presentment, protest and demand and notice of
protest, demand, dishonor and non-payment of this Term B Note.


 


                THIS
TERM B NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF
THE STATE OF NEW YORK.


 


 


	
   

  	
  REFCO GROUP LTD., LLC

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
  Name:

  
	
   

  	
   

  	
  Title:

  



 





















 


TERM B LOANS AND PAYMENTS
WITH RESPECT THERETO


 


	
  Date

  	
   

  	
  Type of

  Term B

  Loan Made

  	
   

  	
  Amount of

  Term B

  Loan Made

  	
   

  	
  End of

  Interest

  Period

  	
   

  	
  Amount of

  Principal or

  Interest Paid

  This Date

  	
   

  	
  Outstanding

  Principal

  Balance This

  Date

  	
   

  	
  Notation

  Made By

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 





















 


EXHIBIT B


 


Each of the undersigned hereby consents to the foregoing Amendment and
hereby confirms and agrees that (a) notwithstanding the effectiveness of
such Amendment, each Loan Document to which it is party is, and shall continue
to be, in full force and effect and is hereby ratified and confirmed in all
respects, except that, on and after the effectiveness of such Amendment, each
reference in the Loan Documents to the “Credit Agreement”, “thereunder”, “thereof”
or words of like import shall mean and be a reference to the Credit Agreement
as amended by such Amendment and (b) the Collateral Documents to which
each of the undersigned is a party and all of the Collateral described therein
do, and shall continue to, secure the payment of all of the Secured Obligations
(in each case, as defined therein) except to the extent limited by the terms of
the Collateral Documents.


 


 


	
   

  	
  [GUARANTORS]

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
  Name:

  
	
   

  	
   

  	
  Title: