First Amendment, dated January 26, 2011 to Credit Agreement dated April 10, 2007



 Exhibit 10.1 
 EXECUTION VERSION 
 FIRST AMENDMENT 

FIRST AMENDMENT, dated as of January 26, 2011 (this “First Amendment”), to the Credit Agreement, dated as of
April 10, 2007 (as amended, amended and restated, modified or supplemented from time to time, the “Credit Agreement”), among Domus Intermediate Holdings Corp. (“Holdings”), Realogy Corporation (the
“Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A. (“JPMorgan Chase Bank”), as administrative agent (the “Administrative Agent”),
and the other agents from time to time party thereto. 
 W I T N E S S E
T H: 
 WHEREAS, the Borrower has requested that the Required Lenders amend the Credit Agreement and the Required
Lenders are willing to agree to such amendments on the terms and subject to the conditions of this Amendment; 
 NOW, THEREFORE,
the parties hereto hereby agree as follows: 
 SECTION 1. Defined Terms. Capitalized terms used but not defined
herein shall have the meanings assigned to such terms in the Credit Agreement. 
 SECTION 2. Amendments to
Section 1.01 of the Credit Agreement. Section 1.01 of the Credit Agreement is hereby amended by: 
 (a) adding the
following terms in appropriate alphabetical order: 
 “Available Unused Credit Linked Deposits” shall mean,
with respect to a Synthetic L/C Lender, an amount equal to the amount by which (i) the Credit Linked Deposits of such Synthetic L/C Lender at such time exceeds (ii) the Synthetic L/C Exposure of such Synthetic L/C Lender at such time.

 “Existing Revolving Facility” shall mean the Revolving Facility Commitments (excluding any Incremental
Revolving Facility Commitments) and the extensions of credit made thereunder by the applicable Revolving Facility Lenders. 

“Existing Synthetic L/C Facility” shall mean the Credit-Linked Deposits and the Synthetic Letters of Credit other than
with respect to the Extended Synthetic L/C Commitments. 
 “Extended First Lien Term Loan” shall have the
meaning assigned to such term in Section 2.20(e). 
 “Extended Revolving Facility Commitment” shall have
the meaning assigned to such term in Section 2.20(e). 
 “Extended Second Lien Term Loan” shall have the
meaning assigned to such term in Section 2.20(e). 
 “Extended Synthetic L/C Commitment” shall have the
meaning assigned to such term in Section 2.20(e). 
 “Extended Term Loan” shall mean an Extended First
Lien Term Loan, an Extended Second Lien Term Loan or an Extended Incremental Junior Term Loan, as applicable. 







 “Extending First Lien Lender” shall have the meaning assigned to such term
in Section 2.20(e). 
 “Extending Incremental Junior Term Lender” shall have the meaning assigned to such term
in Section 2.20(e). 
 “Extended Incremental Junior Term Loan” shall have the meaning assigned to such
term in Section 2.20(e). 
 “Extending Lender” shall mean an Extending First Lien Lender, an Extending
Second Lien Term Lender or an Extending Incremental Junior Term Lender, as applicable. 
 “Extending Prepayment
Accepting Lender” shall have the meaning assigned thereto in Section 2.11(g). 
 “Extending Prepayment
Declining Lender” shall have the meaning assigned thereto in Section 2.11(g). 
 “Extending Second Lien
Term Lender” shall have the meaning assigned to such term in Section 2.20(e). 
 “Extension”
shall have the meaning assigned to such term in Section 2.20(e). 
 “Extension Offers” shall have the
meaning assigned to such term in Section 2.20(e). 
 “First Amendment” shall mean the First Amendment,
dated as of January 26, 2011 to this Agreement. 
 “First Amendment Effective Date” shall mean the date on
which the conditions to effectiveness of the First Amendment set forth in Section 14 of the First Amendment are satisfied or waived. 
 “First and a Half Lien Intercreditor Agreement” shall mean an intercreditor agreement reasonably satisfactory to the Administrative Agent establishing the rights and benefits to the
Collateral of the First Lien Lenders and the holders of First and a Half Lien Refinancing Notes or representatives thereof, which intercreditor agreement shall be substantially in the form attached hereto as Exhibit E. 

“First and a Half Lien Refinancing Notes” shall mean First Lien Refinancing Notes secured on a junior basis to the Term
B Loans, but secured on a senior basis to the Second Lien Term Loans. 
 “First Lien Intercreditor Agreement”
shall mean an intercreditor agreement reasonably satisfactory to the Administrative Agent establishing the rights and benefits on a pari passu basis to the Collateral of the First Lien Lenders and the holders of First Lien Refinancing Notes
intended to be secured on a pari passu basis with the First Lien Term Loans or representatives thereof. 
 “First
Lien Lenders” shall have the meaning assigned to such term in the Second Lien Incremental Assumption Agreement. 

“First Lien Net Proceeds” shall mean 100% (or 90% in the case of First Lien Refinancing Notes secured on a pari
passu basis with or junior to the Second Lien Term Loans or, if the Second Lien Term Loans have been paid in full, the First and a Half Refinancing Notes) of the Net Cash Proceeds from the issuance, incurrence or sale of First Lien Refinancing
Notes. 

  
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 “First Lien Refinancing Notes” shall mean (i) senior secured notes or
loans of the Borrower (which notes or loans may be secured on a pari passu basis with or junior to the Term B Loans) incurred on or after the First Amendment Effective Date for purposes of refinancing Indebtedness (a) the terms of which
do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the date that is 91 days following the maturity date of the Indebtedness being refinanced with the proceeds of such notes or loans (other than
customary offers to repurchase upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default) and (b) the covenants, events of default, guarantees, collateral and other terms of which (other
than interest rate and redemption premiums), taken as a whole, are not more restrictive to the Borrower and the Subsidiaries than those agreed by the Borrower with the Administrative Agent or at least one nationally recognized non-affiliated
investment bank as appropriate for widely distributed senior secured notes or loans of the Borrower (which investment bank may be an underwriter, initial purchaser, placement agent or arranger of such notes or loans) as reasonably evidenced to the
Administrative Agent at least three Business Days (or such shorter period as the Administrative Agent may reasonably agree) prior to the incurrence of such Indebtedness, and (ii) any refinancing, refunding, renewal, replacement, defeasance or
extension of any First Lien Refinancing Notes; provided that in connection with any such refinancing, refunding, renewal, replacement, defeasance or extension (in each case, a “refinancing,” with correlatives of such term having a
similar meaning), (w) the principal amount of any such refinancing Indebtedness is not greater than the principal amount of the Indebtedness being refinanced outstanding immediately prior to such refinancing (plus unpaid accrued interest and
premium (including tender premiums) thereon and underwriting discounts, defeasance costs, fees, commissions and expenses relating to such refinancing Indebtedness), (x) such refinancing Indebtedness otherwise complies with this definition,
(y) such refinancing Indebtedness is secured on a pari passu basis with or junior to the Indebtedness being refinanced and (z) if such Indebtedness is secured on a senior basis to the Second Lien Term Loans, the aggregate principal
amount of such refinancing Indebtedness (including amounts attributable to amounts set forth in the parenthetical to subclause (w) above) does not exceed the principal amount of the Indebtedness being refinanced, provided that this
clause (z) shall not apply if the Second Lien Term Loans are paid in full or if the Required Second Lien Term Lenders have become parties to the First Amendment or have otherwise agreed that this clause (z) shall not apply in a manner
reasonably satisfactory to the Administrative Agent. Notes issued by the Borrower in exchange for any First Lien Refinancing Notes in accordance with the terms of a registration rights agreement entered into in connection with the issuance of such
First Lien Refinancing Notes shall also be considered First Lien Refinancing Notes. 
 “First Lien Term
Lenders” shall mean collectively, Lenders with respect to the Term B Loans and Incremental Term Lenders with respect to Loans secured on a pari passu basis with the Term B Loans. 

“First Lien Term Loans” shall mean the Term B Loans and/or Incremental Term Loans that are secured on a pari
passu basis with the Term B Loans. 
 “First Priority Creditors” shall have the meaning assigned to such
term in the Intercreditor Agreement. 
 “First Priority Obligations” shall have the meaning assigned to such
term in the Intercreditor Agreement. 
 “Incremental Junior Term Lenders” shall mean, collectively, Lenders
with respect to the Incremental Junior Term Loans. 

  
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 “Incremental Junior Term Loan” shall mean any Incremental Term Loan that is
secured by a Lien on the Collateral that is junior to the Lien on the Collateral of the Second Lien Term Loans (or, if the Second Lien Term Loans have been paid in full, the First and a Half Refinancing Notes). 

“Incremental Revolving Facility” shall mean any Incremental Revolving Facility Commitments and the extensions of credit
made thereunder by the applicable Revolving Facility Lenders. 
 “Incremental Synthetic L/C Facility” shall
mean the Credit-Linked Deposits and the Synthetic Letters of Credit with respect to the Extended Synthetic L/C Commitments. 

“Incremental Term Loan Facility” shall mean any series of Incremental Term Loans established pursuant to an Incremental
Assumption Agreement. 
 “Intercreditor Agreement” shall have the meaning assigned to such term in the Second
Lien Incremental Assumption Agreement. 
 “Junior Refinancing Indebtedness” shall mean Indebtedness of the
Borrower that is either unsecured or secured on a pari passu basis with or junior to the Second Lien Term Loans (or, if the Second Lien Term Loans have been paid in full, secured on a pari passu basis with or junior to any First and a Half
Lien Refinancing Notes) and is incurred after the First Amendment Effective Date (a) the terms of which do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the date that is 91 days following the
maturity date of the Indebtedness being refinanced with the proceeds of such Junior Refinancing Indebtedness (other than customary offers to repurchase upon a change of control, asset sale or event of loss and customary acceleration rights after an
event of default) and (b) the covenants, events of default, guarantees, collateral and other terms of such Indebtedness (other than interest rate and redemption premiums), taken as a whole, are not more restrictive to the Borrower and the
Subsidiaries than those agreed by the Borrower with the Administrative Agent or at least one nationally recognized non-affiliated investment bank as appropriate for widely distributed unsecured or junior secured notes or loans of the Borrower (which
investment bank may be an underwriter, initial purchaser, placement agent or arranger of such Indebtedness) as reasonably evidenced to the Administrative Agent at least three Business Days (or such shorter period as the Administrative Agent may
reasonably agree) prior to the incurrence of such Indebtedness. Notes issued by the Borrower in exchange for any Junior Refinancing Indebtedness in accordance with the terms of a registration rights agreement entered into in connection with the
issuance of such Junior Refinancing Indebtedness shall also be considered Junior Refinancing Indebtedness. 
 “Net Cash
Proceeds” shall mean, with respect to any issuance or sale by any Loan Party of Indebtedness, the cash proceeds received from such issuance or sale, net of all taxes and fees (including financial advisory and investment banking fees),
underwriting discounts, commissions, costs and other expenses (including legal fees and expenses), in each case incurred in connection with such issuance or sale. 
 “Prepaid Extending Lender” shall have the meaning assigned thereto in Section 2.11(g). 
 “Second Lien Incremental Assumption Agreement” shall mean the Incremental Assumption Agreement, dated as of September 29, 2009, among Holdings, the borrower, the Second Lien Term
Lenders, the Administrative Agent and Wilmington Trust Company, as Collateral Agent for the Second Priority Secured Parties. 

“Second Lien Intercreditor Agreement” shall mean an intercreditor agreement reasonably satisfactory to the
Administrative Agent establishing the rights and benefits on a pari passu basis to the 

  
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Collateral of the Second Lien Term Lenders and the holders of First Lien Refinancing Notes intended to be secured on a pari passu basis with the Second Priority Obligations or
representatives thereof. 
 “Second Lien Term Facility” shall mean the Incremental Term Loan Facility under
which the Second Lien Term Loans were made. 
 “Second Priority Obligations” shall have the meaning assigned to
such term in the Intercreditor Agreement. 
 (b) amending and restating clause (d) of the definition of “Cumulative
Credit” as follows: 
 (d) the cumulative amount of proceeds (including cash and the fair market value (as determined in
good faith by the Borrower) of property other than cash) (x) from the sale of Equity Interests of Holdings or any Parent Entity after the Closing Date and on or prior to such time (including upon exercise of warrants or options) which proceeds
have been contributed as common equity to the capital of the Borrower and common Equity Interests of the Borrower issued upon a conversion or exchange of Indebtedness of the Borrower or any Subsidiary owed to a person other than the Borrower or a
Subsidiary not previously applied for a purpose other than use in the Cumulative Credit and (y) on and after the date of the effectiveness of a Borrower Qualified IPO, received by Borrower from the sale of Equity Interests of the Borrower
(including in connection with a Borrower Qualified IPO and upon exercise of warrants or options); provided, that this clause (d) shall exclude (i) Permitted Cure Securities and the proceeds thereof, (ii) sales of Equity
Interests financed as contemplated by Section 6.04(e) and (iii) any amounts used to finance the payments or distributions in respect of any Junior Financing pursuant to Section 6.09(b)(i)(C), plus 

(c) amending and restating the definition of “Facility” as follows: 

“Facility” shall mean any of (a) any Term Facility (which, as applicable, shall include any Term B Facility and/or
any Incremental Term Facility), (b) any Revolving Facility (which, as applicable, shall include the Existing Revolving Facility and/or any Incremental Revolving Facility) or (c) the Synthetic L/C Facility (which , as applicable, shall
include the Existing Synthetic L/C Facility or any Incremental Synthetic L/C Facility), as the context may require. 
 (d)
amending and restating the definition of “Incremental Amount” as follows: 
 “Incremental Amount”
shall mean, at any time (a) prior to the First Amendment Effective Date, the excess, if any of (i) $650 million over (ii) the aggregate amount of all Incremental Term Loan Commitments and Incremental Revolving Facility Commitments
established prior to such time pursuant to Section 2.20 and (b) on or after the First Amendment Effective Date, the excess, if any of (i) $350 million over (ii) the aggregate amount of all Incremental Term Loan Commitments
established after the First Amendment Effective Date but prior to such time pursuant to Section 2.20. 
 (e) amending the
definition of “Incremental Assumption Agreement” contained therein by inserting immediately before the “.” therein the phrase “and/or First Lien Lenders with respect to Extended Synthetic L/C Commitments”. 

(f) amending and restating the definition of “Loan Documents” as follows: 

“Loan Documents” shall mean this Agreement, the Letters of Credit, the Security Documents, any Incremental Assumption
Agreement, any Promissory Note and any amendments or supplements to the foregoing; provided that for purposes of the expense reimbursement and indemnity provisions in Section 10.05 only, the agreements governing any First Lien
Refinancing Notes shall be deemed to be Loan Documents. 

  
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 (g) amending and restating the final proviso of the definition of “Permitted
Refinancing Indebtedness” as follows: 
 ; provided, however, that any Lien on Collateral securing Permitted
Refinancing Indebtedness incurred pursuant to Section 6.01(b) shall be subordinated to the Liens granted to the First Lien Lenders under the Loan Documents and an intercreditor agreement reasonably satisfactory to the Administrative Agent shall
be entered into providing that such new Liens will be subordinated to the Liens granted to the First Lien Lenders under the Loan Documents on customary terms. 
 (h) amending and restating the definition of “Revolving Maturity Date” as follows: 
 “Revolving Facility Maturity Date” shall mean April 10, 2013 or, with respect to any Incremental Revolving Facility, the maturity date thereof specified in the Incremental Assumption
Agreement with respect thereto. 
 (i) amending and restating the definition of “Security Documents” as follows:

 “Security Documents” shall mean the Mortgages, the Collateral Agreement, the Foreign Pledge Agreements, the
Intercreditor Agreement, the First Lien Intercreditor Agreement, the First and a Half Lien Intercreditor Agreement, the Second Lien Intercreditor Agreement and any other intercreditor agreement executed and delivered pursuant to Section 6.02
and each of the security agreements and other instruments and documents executed and delivered with respect to the Loans and Commitments pursuant to any of the foregoing or pursuant to Section 5.09 or any Incremental Assumption Agreement.

 (j) amending the definition of “Senior Secured Leverage Ratio” by inserting immediately before the “.”
therein the following: 
 ; provided further that solely for purposes of the definition of “Net
Proceeds”, the definition of “Required Percentage”, Section 2.11(b), Indebtedness incurred pursuant to Section 6.01(h), Restricted Payments made pursuant to Section 6.06(e) and any payment or distribution with respect
to any preferred Equity Interests or any Disqualified Stock with the Cumulative Credit pursuant to Section 6.09(b)(i)(F), the aggregate principal amount of First and a Half Lien Refinancing Notes (and any Permitted Refinancing Indebtedness and
other Indebtedness that is secured on a pari passu basis therewith) of the Borrower and its Subsidiaries outstanding at such date shall be included in the calculation of Total Senior Secured Net Debt 

(k) amending and restating the definition of “Synthetic L/C Maturity Date” as follows: 

“Synthetic L/C Maturity Date” shall mean April 10, 2013 or, with respect to any Incremental Synthetic L/C Facility,
the maturity date thereof specified in the Incremental Assumption Agreement with respect thereto. 
 (l) amending the definition
of “Total Senior Secured Net Debt” by inserting, after the phrase “without duplication, Indebtedness” the parenthetical “(other than, except as otherwise provided in the definition of Senior Secured Leverage Ratio, any First
and a Half Lien Refinancing Notes and any other Indebtedness that is secured on a pari passu basis with or junior to the First and a Half Lien Refinancing Notes)”. 

  
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 SECTION 3. Amendment to Article I of the Credit Agreement. Article I of the
Credit Agreement is hereby amended by adding the following Section 1.04: 
 SECTION 1.04. Second Lien Incremental
Assumption Agreement; Intercreditor Agreement. Terms defined in the Second Lien Incremental Assumption Agreement or in the Intercreditor Agreement but not defined (or redefined) herein shall have the meanings assigned to such terms in the Second
Lien Incremental Assumption Agreement or Intercreditor Agreement, as applicable. For the avoidance of doubt, the Second Lien Security Documents and the Intercreditor Agreement, as well as any other intercreditor agreement contemplated hereby, shall
be Security Documents and the Second Lien Incremental Assumption Agreement shall be a Loan Document. 
 SECTION 4.
Amendments to Section 2.11 of the Credit Agreement. Section 2.11 of the Credit Agreement is hereby amended by: 
 (a) amending and restating clause (b) thereof as follows: 
 (b) Promptly upon
receipt thereof by Holdings or any of its Subsidiaries (or after a Borrower Qualified IPO, the Borrower and its Subsidiaries), all Net Proceeds shall be applied to prepay Term Loans in accordance with paragraphs (c) and (d) of
Section 2.10. Notwithstanding the foregoing, the Borrower may (i) use a portion of such Net Proceeds pursuant to clause (a) of the definition thereof to prepay or repurchase First Lien Refinancing Notes secured on a pari passu
basis with the Term B Loans to the extent any agreement governing such First Lien Refinancing Notes requires the Borrower to prepay or make an offer to purchase such First Lien Refinancing Notes with the proceeds of such Asset Sale, in each case in
an amount not to exceed the product of (x) the amount of such Net Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of such First Lien Refinancing Notes and with respect to which such a
requirement to prepay or make an offer to purchase exists and the denominator of which is the sum of the outstanding principal amount (or, in the case of First Lien Refinancing Notes issued at less than its principal amount at maturity, the accreted
value thereof) of such First Lien Refinancing Notes and the outstanding principal amount of Term Loans (excluding the Second Lien Term Loans), and (ii) retain Net Proceeds pursuant to clause (b) of the definition thereof, provided
that the Senior Secured Leverage Ratio on the last day of the Borrower’s then most recently completed fiscal quarter for which financial statements are available shall be less than or equal to 2.50 to 1.00. 

(b) inserting the following new clause (g) at the end thereof: 

(g) Notwithstanding anything to the contrary set forth in this Agreement (including Section 2.11(a) or (f) or
Section 2.18(c) (which provisions shall not be applicable to this Section 2.11(g))) or any other Loan Document, to the extent the Borrower receives First Lien Net Proceeds (other than any First Lien Net Proceeds in respect of any First
Lien Refinancing Notes that Refinanced prior issued, sold or incurred First Lien Refinancing Notes the First Lien Net Proceeds of which were applied as required by this Section 2.11(g)), the Borrower shall elect to either (x) apply the
aggregate amount of such First Lien Net Proceeds to prepay the First Lien Term Loans at par on a pro rata basis on or prior to the third Business Day following the receipt of such First Lien Net Proceeds, (y) with respect to any Extension Offer
made in connection with the receipt of such First Lien Net Proceeds, apply the aggregate amount of such First Lien Net Proceeds to prepay the First Lien Term Loans of each First Lien Term Lender agreeing to such Extension (each such Extending
Lender, a “Prepaid Extending Lender”) at par on a pro rata basis among such Prepaid Extending Lenders on or prior to the third Business Day following the receipt of such First Lien Net Proceeds; provided that, to the extent
that such Extending Lenders are individually permitted under the applicable Incremental Assumption Agreement to decline their respective shares of such prepayment (which election shall be permitted hereunder to the


  
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extent permitted in the applicable Incremental Assumption Agreement and made in accordance with the terms thereof), and any such Extending Lender makes such an election to decline its share of
such prepayment, such declined amount shall instead be applied to prepay the First Lien Term Loans of each First Lien Term Lender agreeing to such Extension and not electing to decline its share of such prepayment (each such Extending Lender, an
“Extending Prepayment Accepting Lender”) at par on a pro rata basis among such Extending Prepayment Accepting Lenders on or prior to the third Business Day following the receipt of such First Lien Net Proceeds; provided
further that, to the extent that the foregoing proviso is applicable and the aggregate declined amounts exceed the aggregate amount of the remaining First Lien Loans of the Extending Prepayment Accepting Lenders, such excess First Lien Net
Proceeds shall then be used to prepay the First Lien Term Loans of each First Lien Term Lender agreeing to such Extension but electing to decline its share of such prepayment (each such Extending Lender, an “Extending Prepayment Declining
Lender”) at par on a pro rata basis among such Extending Prepayment Declining Lenders (which Lenders, for the avoidance of doubt, shall not be permitted to decline such prepayment) on or prior to the fourth Business Day following the
receipt of such First Lien Net Proceeds; provided further that, to the extent that the aggregate declined amounts exceed the aggregate amount to be paid to Prepaid Extending Lenders after giving effect to the foregoing provisos, such
excess shall then be used in accordance with clause (x) hereof on or prior to the fourth Business Day following the receipt of such First Lien Net Proceeds or (z) to the extent permitted pursuant to the Incremental Assumption Agreement
with respect to any Extension of Loans and/or Commitments made pursuant to an Extension Offer, apply the aggregate amount of such First Lien Net Proceeds to prepay Term Loans or permanently reduce Revolving Facility Commitments that did not
participate in such Extension Offer (“Non-Extending Lenders”) at par on a pro rata basis on or prior to the third Business Day following the receipt of such First Lien Net Proceeds; provided that to the extent that the First
Lien Net Proceeds exceed the aggregate amount to be paid to the Non-Extending Lenders, such excess First Lien Net Proceeds shall be used in accordance with clause (x) hereof on or prior to the fourth Business Day following the receipt of such
First Lien Net Proceeds. If the related First Lien Refinancing Notes are secured on a senior basis to the Second Lien Term Loans, the aggregate principal amount of such First Lien Refinancing Notes (for the avoidance of doubt, without deduction for
amounts attributable to unpaid accrued interest and premium (including tender premiums) with respect to the First Lien Term Loans being refinanced with the proceeds of such First Lien Refinancing Notes and underwriting discounts, defeasance costs,
fees, commissions and expenses relating to such First Lien Refinancing Notes) shall not exceed the outstanding principal amount of the First Lien Term Loans being refinanced, provided that this sentence shall not apply if the Second Lien Term
Loans have been paid in full or the Required Second Lien Term Lenders have become parties to the First Amendment or have otherwise agreed that this sentence shall not apply in a manner reasonably satisfactory to the Administrative Agent. 

SECTION 5. Amendments to Section 2.20 of the Credit Agreement. Section 2.20 of the Credit Agreement is hereby
amended by: 
 (a) deleting the amount “$650 million” in clause (a) thereof and substituting in lieu thereof the
amount “$1.0 billion”; 
 (b) inserting the following new proviso at the end of the first sentence of clause
(a) thereof, immediately before the “.”: 
 ; provided further that from and after the First
Amendment Effective Date, the Borrower shall not request Incremental Revolving Facility Commitments and shall only request Incremental Term Loan Commitments for Incremental Term Loans that are secured by a Lien on the Collateral that is junior to
the Lien on the Collateral securing the Second Lien Term Loans (or, if the Second Lien Term Loans have been paid in full, the First Lien Term Loans). 

  
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 (c) inserting the following new clauses at the end of such Section: 

(e) Notwithstanding anything to the contrary set forth in this Agreement (including Section 2.18(c) (which provisions shall not be
applicable to clauses (e) through (l) of this Section 2.20)) or any other Loan Document, pursuant to one or more offers made from time to time by the Borrower to all Lenders of a particular Facility on a pro rata basis
(“Extension Offers”), the Borrower is hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date of each such
Lender’s First Lien Term Loans, Second Lien Term Loans, Incremental Junior Term Loans or the Synthetic L/C Commitments or Revolving Facility Commitments as applicable to each such Lender and to otherwise modify the terms of such Lender’s
First Lien Term Loans, Second Lien Term Loans, Incremental Junior Term Loans, the Synthetic L/C Commitments (or Credit-Linked Deposit) or Revolving Facility Commitment pursuant to the terms of the relevant Extension Offer (including increasing the
interest rate or fees and/or modifying the amortization schedule in respect thereof). Any such extension (an “Extension”) agreed to between the Borrower and any such First Lien Lender (an “Extending First Lien
Lender”), Second Lien Term Lender (an “Extending Second Lien Term Lender”) or Incremental Junior Term Lender (an “Extending Incremental Junior Term Lender”) will be established under the Credit Agreement by
(i) implementing an Incremental Term Loan for such Lender (if such Lender is extending an existing First Lien Term Loan (such extended First Lien Term Loan, an “Extended First Lien Term Loan”), Second Lien Term Loan (such
extended Second Lien Term Loan, an “Extended Second Lien Term Loan”) or Incremental Junior Term Loan (such extended Incremental Junior Term Loan, an “Extended Incremental Junior Term Loan”)), (ii) implementing
an Incremental Revolving Facility Commitment for such Lender (if such Lender is extending an existing Revolving Facility Commitment (such extended Revolving Facility Commitment, an “Extended Revolving Facility Commitment”)) and
(iii) with respect to any extension of a Synthetic L/C Maturity Date (such extended Credit-Linked Deposit, an “Extended Synthetic L/C Commitment”), deeming the Credit Agreement amended such that references to Synthetic L/C
Commitments (and any related definitions and terms) shall be deemed to include the Extended Synthetic L/C Commitments where necessary to carry out the intent of this Section. The Borrower shall not be required to make Extension Offers on a pro rata
basis across the First Lien Term Loans, Second Lien Term Loans, Incremental Junior Term Loans, Revolving Facility Commitments and Credit-Linked Deposits, and the Borrower shall be permitted to elect whether any such Election Offer shall apply to the
First Lien Term Loans, Second Lien Term Loans, Incremental Junior Term Loans, Revolving Facility Commitments or Credit-Linked Deposits (or any combination thereof). 
 (f) The Borrower and each Extending Lender shall execute and deliver to the Administrative Agent an Incremental Assumption Agreement and such other documentation as the Administrative Agent shall
reasonably specify to evidence the Extended First Lien Term Loans, Extended Second Lien Term Loans, Extended Incremental Junior Term Loans, Extended Revolving Facility Commitments and/or Extended Synthetic L/C Commitments, as applicable, of such
Extending Lender. Each Incremental Assumption Agreement shall specify the terms of the applicable Extended First Lien Term Loans, Extended Second Lien Term Loans, Extended Incremental Junior Term Loans, Extended Revolving Facility Commitments and/or
Extended Synthetic L/C Commitments, as the case may be; provided that (i) except as to interest rates, fees, amortization, final maturity date and participation in prepayments (which shall, subject to clauses (ii) and (iii) of
this proviso, be determined by the Borrower and set forth in the Extension Offer), the Extended First Lien Term Loans shall have (x) the same terms as the Term B Loans or (y) such other terms as shall be reasonably satisfactory to the
Administrative Agent, (ii) the final maturity date of any Extended First Lien Term Loans shall be later than the Term B Facility Maturity Date, (iii) the weighted average life to maturity of any Extended First Lien Term Loans shall be
longer than the remaining weighted average life to maturity of the Term B Loans, (iv) except as to interest rates, fees, amortization, final maturity date and participation in prepayments (which shall, subject to clauses (v) and
(vi) of this proviso, be determined by the Borrower and set forth in the Extension Offer), 

  
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the Extended Second Lien Term Loans shall have (x) the same terms as the Second Lien Term Loans or (y) such other terms as shall be reasonably satisfactory to the Administrative Agent,
(v) the final maturity date of any Extended Second Lien Term Loans shall be later than October 15, 2017, (vi) the weighted average life to maturity of any Extended Second Lien Term Loans shall be longer than the remaining weighted
average life to maturity of the Second Lien Term Loans, (vii) except as to interest rates, fees, amortization, final maturity date and participation in prepayments (which shall, subject to clauses (viii) and (ix) of this proviso, be
determined by the Borrower and set forth in the Extension Offer), the Extended Incremental Junior Term Loans shall have (x) the same terms as the Incremental Junior Term Loans or (y) such other terms as shall be reasonably satisfactory to
the Administrative Agent, (viii) the final maturity date of any Extended Incremental Junior Term Loans shall be later than the maturity date for the Incremental Junior Term Loans, (ix) the weighted average life to maturity of any Extended
Incremental Junior Term Loans shall be longer than the remaining weighted average life to maturity of the Incremental Junior Term Loans, (x) except as to interest rates, fees and final maturity, any Extended Revolving Loan Commitment (other
than as contemplated by Section 2.20(h)) shall be a Revolving Loan Commitment with the same terms as the Revolving Facility Loans, (xi) except as to interest rates, fees and final maturity, any Extended Synthetic L/C Commitment shall be a
Credit-Linked Deposit with the same terms as the Credit-Linked Deposits and (xii) other than as set forth in Section 2.11(g), any Extended Term Loans, Extended Revolving Facility Commitments and Extended Synthetic L/C Commitments may
participate on a pro rata basis or a less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory repayments or prepayments hereunder. Upon the effectiveness of any Incremental Assumption Agreement, this
Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Extended Term Loans, Extended Revolving Facility Commitments and Extended Synthetic L/C Commitments, as applicable, evidenced
thereby as provided for in Section 10.08(e). Any such deemed amendment may be memorialized in writing by the Administrative Agent with the Borrower’s consent (not to be unreasonably withheld) and furnished to the other parties hereto.

 (g) Upon the effectiveness of any such Extension, the applicable Extending First Lien Lender’s First Lien Term Loan (or
applicable portion thereof) will be automatically designated an Extended First Lien Term Loan, such Extending First Lien Lender’s Revolving Facility Commitment (or applicable portion thereof) will, except as contemplated by
Section 2.20(h), be automatically designated an Extended Revolving Facility Commitment, such Extending First Lien Lender’s Credit-Linked Deposit (or applicable portion thereof) will be automatically designated an Extended Synthetic L/C
Commitment, such Extending Second Lien Term Lender’s Second Lien Term Loan (or applicable portion thereof) will be automatically designated an Extended Second Lien Term Loan and such Extending Incremental Junior Term Lender’s Incremental
Junior Term Loan (or applicable portion thereof) will be automatically designated an Extended Incremental Junior Term Loan, in each case as applicable. For purposes of the Credit Agreement and the other Loan Documents, (i) if such Extending
First Lien Lender is extending a First Lien Term Loan (or portion thereof), such Extending First Lien Lender will be deemed to have an Incremental Term Loan having the terms of such Extended First Lien Term Loan, (ii) if such Extending First
Lien Lender is extending a Revolving Facility Commitment (or portion thereof), except as contemplated by Section 2.20(h), such Extending First Lien Lender will be deemed to have an Incremental Revolving Facility Commitment having the terms of
such Extended Revolving Facility Commitment, (iii) if such Extending First Lien Lender is extending a Credit-Linked Deposit (or portion thereof), such Extending First Lien lender will be deemed to have a Credit-Linked Deposit having the terms
of such Extended Synthetic L/C Commitment, (iv) if such Extending Second Lien Term Lender is extending a Second Lien Term Loan (or portion thereof), such Extending Second Lien Term Lender will be deemed to have an Incremental Term Loan having
the terms of such Extended Second Lien Term Loan and (v) if such Extending Incremental Junior Term Lender is extending an Incremental Junior Term Loan (or portion thereof), such Extending Incremental Junior Term Lender will be deemed to have an
Incremental Term Loan having the terms of such Extended Incremental Junior Term Loan. 

  
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 (h) Notwithstanding anything to the contrary set forth in this Section 2.20, pursuant
to an Extension Offer the Borrower is hereby permitted to consummate from time to time transactions with individual Revolving Facility Lenders that accept the terms contained in such Extension Offers to extend the Revolving Facility Maturity Date as
applicable to each such Lender and to otherwise modify the terms of such Lender’s Revolving Facility Commitment pursuant to the terms of the relevant Extension Offer such that all or a portion of the Revolving Facility Commitment that such
Revolving Facility Lender chooses to extend shall be fully drawn upon the effectiveness of such Extension, and such portion shall be automatically converted to and designated an Extended First Lien Term Loan with the terms set forth in the
applicable Incremental Assumption Agreement, and such Revolving Facility Lender shall be automatically designated as an Extending First Lien Lender with respect to such Extended First Lien Term Loans. For purposes of the Credit Agreement and the
other Loan Documents, such Revolving Facility Lender will be deemed as to such portion to have an Incremental Term Loan that is an Extended First Lien Term Loan with the terms as set forth in the applicable Incremental Assumption Agreement, and such
Incremental Term Loan shall be treated as a Term Loan for purposes of all prepayments (other than any prepayments made on or promptly following the First Amendment Effective Date). For the avoidance of doubt, the terms of such Extended First Lien
Term Loans shall have the same terms as any Tranche of other Extended First Lien Term Loans then existing (after giving effect to the prepayment thereof on or promptly following the First Amendment Effective Date or the applicable date of extension
thereof). For the avoidance of doubt, any portion of the Revolving Facility Commitment of any Revolving Facility Lender that is designated as an Extended First Lien Term Loan pursuant to this Section 2.20(h) shall cease to be part of a
Revolving Facility Commitment and shall not be part of an Extended Revolving Facility Commitment, and the Administrative Agent shall reallocate any participations in the Revolving Letters of Credit and require prepayments and reborrowings of any
outstanding Revolving Facility Loans so that after giving effect thereto, such participations and Revolving Facility Loans shall be ratable as contemplated hereby. 
 (i) Notwithstanding anything to the contrary set forth in this Agreement or any other Loan Document (including this Section 2.20), (i) the aggregate amount of Extended Term Loans, Extended
Revolving Facility Commitments and Extended Synthetic L/C Commitments will not be included in the calculation of the Incremental Amount, (ii) no Extended Term Loan, Extended Revolving Facility Commitment or Extended Synthetic L/C Commitment is
required to be in any minimum amount or any minimum increment, (iii) except as set forth in the applicable Extension Offer, any Extending Lender may extend all or any portion of its First Lien Term Loans, Second Lien Term Loans, Incremental
Junior Term Loans, Revolving Facility Commitment and/or Synthetic L/C Commitment, as applicable, pursuant to one or more Extension Offers (subject to applicable proration in the case of overparticipation) (including one or more extensions of any
Extended Term Loan, Extended Revolving Facility Commitment and Extended Synthetic L/C Commitment), (iv) there shall be no condition precedent to any Extension of any First Lien Term Loan, Second Lien Term Loan, Incremental Junior Term Loan,
Revolving Facility Loan or Credit-Linked Deposit at any time or from time to time other than (A) delivery of notice to the Administrative Agent of such Extension and the terms of the Extended Term Loans, Extended Revolving Facility Commitments
and/or Extended Synthetic L/C Commitments implemented thereby and (B) a representation by the Borrower in the applicable Incremental Assumption Agreement that the representations and warranties set forth in the Loan Documents are true and
correct in all material respects as of the effective date of such Extension, with the same effect as though made on and as of such date, except to the extent any such representation or warranty expressly relates to an earlier date (in which case
such representation or warranty was true and correct in all material respects as of such earlier date), (v) no consent of any Lender or Agent shall be required to effectuate any Extension, other than (A) the consent of each Lender agreeing
to such Extension with respect to one or more of its Loans and/or Commitments (or a portion thereof) and (B) with respect to any Extension of the Revolving Facility Commitments and/or the Synthetic L/C Commitments, the consent of the Issuing
Bank, which consent shall not be unreasonably withheld, (vi) all Extended First Lien Term Loans, Extended Revolving 

  
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Facility Commitments, Extended Synthetic L/C Commitments and all obligations in respect thereof shall be Obligations under the Credit Agreement and the other Loan Documents that are secured on a
pari passu basis with the other First Priority Obligations, (vii) all Extended Second Lien Term Loans and all obligations in respect thereof shall be Obligations under the Credit Agreement and the other Loan Documents that are secured on
a pari passu basis with the other Second Priority Obligations, (viii) all Extended Incremental Junior Term Loans and all obligations in respect thereof shall be Obligations under the Credit Agreement and the other Loan Documents that are
secured (x) with a Lien on the Collateral that is junior to the Lien on the Collateral securing the Second Priority Obligations and (y) on a pari passu basis with the applicable Incremental Junior Term Loans and (ix) no Lender
shall be required to consent to any extension of any Loan and/or Commitment (or any portion thereof), which consent shall be in each Lender’s sole discretion. 
 (j) Each Extension shall be consummated pursuant to procedures set forth in the associated Extension Offer; provided that the Borrower shall cooperate with the Administrative Agent prior to making
any Extension Offer to establish reasonable procedures with respect to mechanical provisions relating to such Extension, including, without limitation, timing, rounding and other adjustments. 

(k) In connection with any Extension of any Revolving Facility Commitments (other than as contemplated by Section 2.20(h)),
(i) the Borrower shall agree to pay or prepay in full all Swingline Loans outstanding on or prior to the date three Business Days prior to the Revolving Facility Maturity Date as applicable to any non-extending Revolving Facility Lender and not
borrow any Swingline Loans thereafter until the Business Day following such Revolving Facility Maturity Date, (ii) on such Revolving Facility Maturity Date, the participating interests of the non-extending Revolving Facility Lenders in the
continuing Revolving Letters of Credit shall be reallocated to the extending Revolving Facility Lenders ratably in proportion to their Extended Revolving Facility Commitments (without regard to whether or not the conditions in Section 4.01 can
then be satisfied but subject to such Extended Revolving Facility Commitments then being in effect) to the extent of the Available Unused Commitments with respect to such Extended Revolving Facility Commitments after giving effect to all other
Credit Events and prepayments on such date and (iii) on such Revolving Facility Maturity Date, to the extent the participating interests of the non-extending Revolving Facility Lenders in the Revolving Letters of Credit are not then reallocated
pursuant to the foregoing clause (ii), the Borrower shall provide cash collateral or a back-to-back letter of credit in respect of the non-reallocated portion as contemplated by Section 2.05(c). If, for any reason, such cash collateral or
back-to-back letter of credit is not provided or, as a result of the condition contained in the first parenthetical clause of clause (ii) of the preceding sentence, the reallocation contemplated by said clause (ii) does not occur, the
non-extending Revolving Facility Lenders shall continue to be responsible for their participating interests in the Revolving Letters of Credit. Commencing with such Revolving Facility Maturity Date, the Revolving Letter of Credit Sublimit shall be
as agreed with the Revolving Facility Lenders having Extended Revolving Facility Commitments. If at any time the Revolving Facility Maturity Date applicable to any Extended Revolving Facility Commitments is on or after the Synthetic L/C Maturity
Date, the fourth sentence of Section 2.05(a) shall not apply from and after the last Revolving Facility Maturity Date applicable to any non-extending Revolving Facility Lenders prior to the Synthetic L/C Maturity Date. The actual or contingent
participating interests of the Revolving Facility Lenders in Swingline Loans and Revolving Letters of Credit shall at all times be allocated ratably to all Revolving Facility Lenders, whether extending or non-extending, having Revolving Facility
Commitments then in effect. 
 (l) In connection with any Extension of any Synthetic L/C Commitments, (i) on each Synthetic
L/C Maturity Date on which there are extending Synthetic L/C Lenders, the participating interests of the non-extending Synthetic L/C Lenders in the continuing Synthetic Letters of Credit shall be reallocated to the extending Synthetic L/C Lenders
ratably in proportion to their Extended Synthetic L/C 

  
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Commitments (without regard to whether or not the conditions in Section 4.01 can then be satisfied but subject to such Extended Synthetic L/C Commitments then being in effect) to the extent
of the Available Unused Credit Linked Deposits with respect to such Extended Synthetic L/C Commitments after giving effect to all other Credit Events and prepayments on such date and (ii) on each Synthetic L/C Maturity Date on which there are
extending Synthetic L/C Lenders, to the extent the participating interests of the non-extending Synthetic L/C Lenders in the Synthetic Letters of Credit are not then reallocated pursuant to the foregoing clause (i), the participating interests
of the non-extending Synthetic L/C Lenders in the continuing Synthetic Letters of Credit shall be reallocated to the extending Revolving Facility Lenders ratably in proportion to their Extended Revolving Facility Commitments (without regard to
whether or not the conditions in Section 4.01 can then be satisfied but subject to such Extended Revolving Facility Commitments then being in effect) to the extent of the Available Unused Commitments with respect to such Extended Revolving
Facility Commitments after giving effect to all other Credit Events and prepayments on such date and (iii) on each Synthetic L/C Maturity Date on which there are extending Synthetic L/C Lenders, to the extent the participating interests of the
non-extending Synthetic L/C Lenders in the Synthetic Letters of Credit are not then reallocated pursuant to the foregoing clauses (i) and (ii), the Borrower shall provide cash collateral or a back-to-back letter of credit in respect of the
non-reallocated portion as contemplated by Section 2.05(c). If, for any reason, such cash collateral or back-to-back letter of credit is not provided or, as a result of the condition contained in the parenthetical clauses of clauses (i)
and (ii) of the preceding sentence, the reallocation contemplated by said clauses (i) and (ii) does not occur, the non-extending Synthetic L/C Lenders shall continue to be responsible for their participating interests in the Synthetic
Letters of Credit. The actual or contingent participating interests of the Synthetic L/C Lenders in Synthetic Letters of Credit shall at all times be allocated ratably to all Synthetic L/C Lenders, whether extending or non-extending, having Credit
Linked Deposits at such time. 
 SECTION 6. Amendments to Section 6.01 of the Credit Agreement.
Section 6.01 of the Credit Agreement is hereby amended by (a) deleting the “and” at the end of clause (cc) thereof, (b) deleting the “.” at the end of clause (dd) thereof and substituting in lieu thereof
“;” and (c) inserting the following new clauses at the end thereof: 
 (ee) Indebtedness pursuant to any First
Lien Refinancing Notes; provided that the Borrower shall Refinance First Lien Term Loans with an amount not less than the First Lien Net Proceeds of any First Lien Refinancing Notes to the extent required by Section 2.11(g); and

 (ff) (i) Junior Refinancing Indebtedness; provided that (x) 100% of the Net Cash Proceeds of such Junior
Refinancing Indebtedness must be used only by the Borrower to Refinance all or any portion of the Notes (or all or any portion of any Permitted Refinancing Indebtedness in respect thereof) or the Second Lien Term Loans (or all or any portion of any
Permitted Refinancing Indebtedness in respect thereof) and (y) in the case of any Junior Refinancing Indebtedness that is intended to be secured by a Lien with the same priority as the Liens that secure the Second Lien Term Loans, at any time
that Second Lien Term Loans are outstanding, such Indebtedness shall only be used to Refinance all (but not a portion of) the Second Lien Term Loans and (ii) any refinancing, refunding, renewal, replacement, defeasance or extension of any
Junior Refinancing Indebtedness; provided that in connection with any such refinancing, refunding, renewal, replacement, defeasance or extension (in each case, a “refinancing,” with correlatives of such term having a similar
meaning), (x) the principal amount of any such refinancing Indebtedness is not greater than the principal amount of the Indebtedness being refinanced outstanding immediately prior to such refinancing (plus unpaid accrued interest and premium
(including tender premiums) thereon and underwriting discounts, defeasance costs, fees, commissions and expenses relating to such refinancing Indebtedness), (y) such refinancing Indebtedness otherwise complies with the definition of Junior
Refinancing Indebtedness and (z) such refinancing Indebtedness is secured on a pari passu basis with or junior to the Indebtedness being refinanced (or, in the event the Indebtedness being refinanced is unsecured, such refinancing
Indebtedness shall be unsecured). 

  
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 SECTION 7. Amendments to Section 6.02 of the Credit Agreement.
Section 6.02 of the Credit Agreement is hereby amended by: 
 (a) amending clause (u) thereof by (i) inserting
the phrase “to the First Lien Lenders” immediately following the words “to the Liens granted” in clause (iv) thereof, (ii) inserting the phrase “to the First Lien Lenders” immediately following the words
“such new liens will be subordinated to the Liens granted” in clause (v) thereof and (iii) inserting immediately before the “;” therein the phrase “, and any refinancing thereof in accordance with the incurrence of
any Permitted Refinancing Indebtedness”; 
 (b) deleting the word “and” at the end of clause (ii) thereof;

 (c) deleting the “.” at the end of clause (jj) thereof and substituting in lieu thereof “;”; and

 (d) inserting the following clauses at the end thereof: 

(kk) Liens securing obligations under any First Lien Refinancing Notes that are (or are intended to be) secured on a pari passu
basis with the First Lien Term Loans; provided that, in each case, the Administrative Agent and a representative for the holders thereof shall have (1) entered into a First Lien Intercreditor Agreement or a supplement thereto, as
applicable, and (2) the obligations in respect of such Indebtedness shall be designated “First Priority Obligations” under the Intercreditor Agreement and a representative of the holders of such Indebtedness shall have delivered to
the Administrative Agent a supplement to the Intercreditor Agreement in accordance with Section 9.3(b) thereof; 
 (ll)
Liens securing obligations under First and a Half Lien Refinancing Notes; provided that, in each case (1) the obligations in respect of such Indebtedness shall be designated as “First Priority Obligations” under the
Intercreditor Agreement and a representative of the holders of such Indebtedness shall have delivered to the Administrative Agent a supplement to the Intercreditor Agreement in accordance with Section 9.3 thereof and (2) the
representatives for the holders thereof shall have entered into a First and a Half Lien Intercreditor Agreement or a supplement thereto, as applicable; and 

  
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 (mm) Liens securing obligations under (i) First Lien Refinancing Notes that are (or are
intended to be) secured on a pari passu basis with or junior to the Second Lien Term Loans (or, if the Second Lien Term Loans have been paid in full, secured on a pari passu basis with or junior to any First and a Half Lien Refinancing Notes)
and (ii) Indebtedness permitted by Section 6.01(ff), provided that, in each case, (1) the obligations in respect of such Indebtedness shall be designated “Second Priority Obligations” or “Permitted Junior
Priority Obligations”, as applicable, under the Intercreditor Agreement and a representative of the holders of such Indebtedness shall have delivered to the Administrative Agent a supplement to the Intercreditor Agreement in accordance with
Section 9.3 thereof, (2) in the case of any First Lien Refinancing Notes that are (or are intended to be) secured on a pari passu basis with the Second Lien Term Loans, the Administrative Agent and a representative for the holders
thereof shall have entered into a Second Lien Intercreditor Agreement or a supplement thereto, as applicable and (3) in the case of any First Lien Refinancing Notes that are (or are intended to be) secured on a pari passu basis with the
Second Lien Term Loans, such Indebtedness is Permitted Refinancing Indebtedness. 
 SECTION 8. Amendments to
Section 6.09 of the Credit Agreement. Section 6.09 of the Credit Agreement is hereby amended by: 
 (a) amending and
restating Section 6.09(b)(i) as follows: 
 (i) Make, or agree or offer to pay or make, directly or indirectly, any payment
or other distribution (whether in cash, securities or other property) of or in respect of principal of or interest on Indebtedness outstanding under (w) the Notes or any Permitted Refinancing Indebtedness in respect thereof, (x) the Second
Lien Term Loans or any Permitted Refinancing Indebtedness in respect thereof (but only prior to the date on which the outstanding Obligations owed to the First Lien Lenders (other than contingent or unliquidated obligations or liabilities) have been
paid in full and the First Lien Lenders have no further commitment to lend under this Agreement and the Revolving L/C Exposure and Synthetic L/C Exposure have each been reduced to zero (or cash-collateralized or supported by back-to-back letters of
credit in form and substance and from an issuing bank satisfactory to the Administrative Agent) and each Issuing Bank has no further obligations to issue Letters of Credit under this Agreement), (y) any First Lien Refinancing Notes (including
any First and a Half Lien Refinancing Notes) that is secured on a junior basis to the Term B Loans, any Junior Refinancing Indebtedness or, in each case, any Permitted Refinancing Indebtedness in respect thereof (but only prior to the date on which
the outstanding Obligations owed to the First Lien Lenders (other than contingent or unliquidated obligations or liabilities) have been paid in full and the First Lien Lenders have no further commitment to lend under this Agreement and the Revolving
L/C Exposure and Synthetic L/C Exposure have each been reduced to zero (or cash-collateralized or supported by back-to-back letters of credit in form and substance and from an issuing bank satisfactory to the Administrative Agent) or (z) any
preferred Equity Interests or any Disqualified Stock (each of clauses (w), (x), (y) and (z), a “Junior Financing”), or any payment or other distribution (whether in cash, securities or other property), including any sinking
fund or similar deposit, on account of the purchase, redemption, retirement, acquisition, cancellation or termination in respect of any Junior Financing except for (A) Refinancings permitted by Section 6.01(l), (r), (v), (ee) or (ff)(ii)
hereof or Section 2(e) of the Second Lien Incremental Assumption Agreement, (B) payments of regularly scheduled interest, and, to the extent this Agreement is then in effect, principal on the scheduled maturity date of any Junior
Financing, (C) payments or distributions in respect of all or any portion of the Junior Financing with (x) the proceeds contributed to the Borrower by Holdings from the issuance, sale or exchange by Holdings (or any direct or indirect
parent of Holdings) of Equity Interests or (y) on and after the date of the effectiveness of a Borrower Qualified IPO, the proceeds of the issuance, sale or exchange by the Borrower of Equity Interests (including from a Borrower Qualified IPO),
in each case, made within eighteen months of the date of such issuance, sale or exchange, (D) the conversion or exchange of any Junior Financing to Equity Interests of Holdings or any of its direct or indirect parents or, after the
effectiveness of a Borrower Qualified IPO, the Borrower; (E) any AHYDO Payment; (F) so long as no 

  
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Default or Event of Default has occurred and is continuing or would result therefrom and after giving effect to such payment or distribution the Borrower would be in Pro Forma Compliance,
payments or distributions in respect of Junior Financings prior to their scheduled maturity made, in an aggregate amount, not to exceed the sum of (x) $150.0 million and (y) so long as after giving effect thereto, the Senior Secured
Leverage Ratio on a Pro Forma Basis shall not be greater than 4.25 to 1.00 (or greater than 4.75 to 1.00 for payments or distributions in respect of principal of or interest on Indebtedness outstanding under the Senior Unsecured Notes), the portion,
if any, of the Cumulative Credit on the date of such election that the Borrower elects to apply to this Section 6.09(b)(i)(F); (G) payments or other distributions of all or any portion of any Junior Financing made with the Net Cash
Proceeds of, or in exchange for, Indebtedness permitted by Section 6.01(ff); (H) payments or other distributions of all or any portion of any Junior Financing made with the Net Cash Proceeds from the issuance, incurrence or sale of First
Lien Refinancing Notes not otherwise required to be applied to prepay the Loans in accordance with Section 2.11(g) and (I) payments or other distributions of all or any portion of any Junior Financing made with the Net Cash Proceeds of
Incremental Term Loans not otherwise required to be applied to prepay the First Lien Term Loans or permanently reduce the Revolving Facility Commitments in accordance with Section 2.20(a); or 

(b) amending Section 6.09(c)(ii)(B) thereof by (i) inserting the phrase “, any First Lien Refinancing Notes or any Junior
Refinancing Indebtedness” immediately following the words “the Notes” in such Section and (ii) inserting the phrase “(or, with respect to any Junior Refinancing Indebtedness, any Indebtedness Refinancing such Junior
Refinancing Indebtedness incurred pursuant to Section 6.01(ff)(ii))” immediately following the words “in respect of any such Indebtedness” in such Section. 
 (c) amending Section 6.09(c)(F) thereof by inserting the following proviso immediately before the “;” at the end thereof: 

; provided that with respect to (i) Indebtedness secured on a pari passu basis with the Term B Loans, such
restrictions shall be not more restrictive, taken as a whole, than the restrictions contained in this Agreement with respect to the Term B Loans, (ii) Indebtedness secured on a pari passu basis with the Second Lien Term Loans, such
restrictions shall be not more restrictive, taken as a whole, than the restrictions contained in this Agreement with respect to the Second Lien Term Loans, (iii) Indebtedness secured on a pari passu basis with the First and a Half Lien
Refinancing Notes, such restrictions shall be not more restrictive, taken as a whole, than the restrictions contained in any agreement governing any First and a Half Lien Refinancing Notes incurred prior thereto and (iv) Indebtedness secured by
a Lien on the Collateral that is junior to the Lien on the Collateral securing the Second Lien Term Loans (or, if the Second Lien Term Loans have been paid in full, any First and a Half Lien Refinancing Notes), such restrictions shall be acceptable
to the Administrative Agent 
 SECTION 9. Amendment to Section 6.11 of the Credit Agreement. Section 6.11
of the Credit Agreement is hereby amended by inserting after the phrase “other than the Obligations under this Agreement and the other Loan Documents” the phrase “and the obligations in respect of the First Lien Refinancing Notes and
Junior Financings (and, in each case, any Permitted Refinancing Indebtedness in respect thereof) that are not subordinated in right of payment to Indebtedness of the Borrower”. 

SECTION 10. Amendment to Article VII of the Credit Agreement. Article VII of the Credit Agreement is hereby amended by
inserting at the end of clause (a) thereof, immediately prior to the “,” the phrase “and Liens securing any First Lien Refinancing Notes or any Junior Refinancing Indebtedness (and, in each case, any Permitted Refinancing
Indebtedness in respect thereof)”. 

  
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 SECTION 11. Amendment to Article IX of the Credit Agreement. Article IX of the
Credit Agreement is hereby amended by adding the following Section 9.11: 
 SECTION 9.11. Intercreditor Agreements and
Collateral Matters. The First Lien Lenders hereby agree to the terms of any First Lien Intercreditor Agreement, the Intercreditor Agreement, any First and a Half Lien Intercreditor Agreement, any Second Lien Intercreditor Agreement and any other
intercreditor agreement contemplated hereby that is reasonably satisfactory to the Administrative Agent and acknowledge that the Administrative Agent, acting on behalf of the Lenders, may be granted rights, duties, power and authority (including as
a collateral agent) thereunder. 
 SECTION 12. Exhibits. The Credit Agreement is hereby amended by adding
“Exhibit E”, the form of First Lien and a Half Lien Intercreditor Agreement. 
 SECTION 13.
Representations. The Borrower hereby represents and warrants to the Administrative Agent and the Lenders that, as of the date hereof and as of the First Amendment Effective Date: 

(a) The representations and warranties set forth in the Loan Documents are true and correct in all material respects as of the First
Amendment Effective Date, with the same effect as though made on and as of the First Amendment Effective Date, except to the extent any such representation or warranty expressly relates to an earlier date (in which case such representation or
warranty was true and correct in all material respects as of such earlier date). 
 (b) No Default or Event of Default has
occurred and is continuing after giving effect to the First Amendment. 
 SECTION 14. Conditions to Effectiveness of
Amendment. This First Amendment shall become effective on the First Amendment Effective Date subject to the satisfaction of each of the following conditions or the waiver thereof by the Administrative Agent: 

(a) The Administrative Agent shall have received counterparts of this First Amendment, duly executed and delivered by Holdings, the
Borrower, the Required First Lien Lenders and the Administrative Agent. 
 (b) The Administrative Agent shall have received such
customary evidence of authority and officers certificates as the Administrative Agent may reasonably request relating to (i) the organization, existence and good standing of the Borrower in its jurisdiction of organization and (ii) the
incumbency of the officers of the Borrower executing the Loan Documents to which it is a party. 
 (c) The Administrative Agent
shall have received from the Borrower a certificate signed by a Responsible Officer and the secretary of the Borrower, together with, and certifying as to the accuracy and completeness of, copies of (i) the certificate or articles of
incorporation of the Borrower and (ii) the by-laws of the Borrower. 

  
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 (d) The Administrative Agent shall have received a true and complete copy of the resolutions
duly adopted by the Board of Directors of the Borrower authorizing the execution, delivery and performance of this Amendment and any other Loan Documents to be executed on or about the First Amendment Effective Date. 

(e) The Administrative Agent shall have received the Acknowledgement and Confirmation, substantially in the form of Annex I hereto, duly
executed and delivered by each of the Loan Parties. 
 (f) The Borrower shall have contemporaneously received gross cash
proceeds of no less than $700,000,000 from the issuance of First and a Half Lien Refinancing Notes. 
 (g) The Administrative
Agent shall have received, on behalf of itself and the Lenders, a favorable written opinion of Skadden, Arps, Slate, Meagher & Flom LLP, counsel to the Loan Parties, in form and substance reasonably satisfactory to the Administrative Agent.

 (h) The Administrative Agent shall have received all fees payable thereto on or prior to the First Amendment Effective Date
and, to the extent invoiced, all other amounts due and payable pursuant to the Loan Documents on or prior to the First Amendment Effective Date, including, to the extent invoiced, reimbursement or payment of all reasonable out-of-pocket expenses
(including reasonable fees, charges and disbursements of Simpson Thacher & Bartlett LLP) required to be reimbursed or paid by the Loan Parties under any Loan Document. 

(i) No Default or Event of Default shall have occurred and be continuing under the Credit Agreement after giving effect to the First
Amendment. 
 (j) The Administrative Agent shall have received, for distribution to each Extending First Lien Lender which has
delivered an executed counterpart of this First Amendment to the Administrative Agent on or prior to 5:00 p.m., New York time, on Tuesday, January 25, 2011, an amendment fee equal to .10% of such Lender’s outstanding Extended Term Loans,
Extended Revolving Facility Commitments and Credit-Linked Deposits with respect to such Lender’s Extended Synthetic L/C Commitments on the First Amendment Effective Date (in each case after giving effect to any Incremental Assumption Agreement
being executed and delivered and any prepayments in connection therewith to be made, in each case, as of, or promptly following, the First Amendment Effective Date). 
 SECTION 15. Effects on Loan Documents. (a) Except as specifically amended or modified herein, all Loan Documents shall continue to be in full force and effect and are hereby in all respects
ratified and confirmed. 
 (b) Except as specifically provided for herein, the execution, delivery and effectiveness of this
First Amendment shall not operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of the Loan Documents or in any way limit, impair or
otherwise affect the rights and remedies of the Administrative Agent or the Lenders under the Loan Documents. 
 (c) The
Borrower and the other parties hereto hereby acknowledge and agree that this Amendment shall constitute a “Loan Document” as such term is used in the Credit Agreement, and each reference in the Credit Agreement to the “Loan
Documents” shall be deemed to include this Amendment. 

  
 18 









 SECTION 16. Expenses. The Borrower hereby agrees to pay or reimburse the
Administrative Agent for all its reasonable documented out-of-pocket costs and expenses incurred in connection with this First Amendment, and any other documents prepared in connection herewith and the transactions contemplated hereby (including,
without limitation, reasonable fees, charges and disbursements of Simpson Thacher & Bartlett LLP, counsel to the Administrative Agent), in each case to the extent required by Section 10.05 of the Credit Agreement. 

SECTION 17. Execution in Counterparts. This First Amendment may be executed in any number of counterparts and by the
different parties hereto on separate counterparts, including by means of facsimile or electronic transmission, each of which when so executed and delivered shall be an original, but all of which shall together constitute one and the same instrument.


  
 19 









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

			
	 DOMUS INTERMEDIATE HOLDINGS CORP.

		
	By:	 	 /s/ Anthony E. Hull

		 	Name: Anthony E. Hull
		 	Title:   Chief Financial Officer


  







 
			
	REALOGY CORPORATION
		
	By:	 	 /s/ Anthony E. Hull

		 	Name: Anthony E. Hull
		 	Title:   Chief Financial Officer


  







 
			
	 JPMORGAN CHASE BANK, N.A.,
as Administrative Agent


		
	By:	 	 /s/ Neil R. Boylan

		 	Name: Neil R. Boylan
		 	Title: Managing Director


  







 
			
	1888 FUND, LTD., as Lender
	
	By: Guggenheim Investment Management, LLC
	as Collateral Manager
		
	By:	 	 /s/ Kaitlin Trinh

	Name:	 	Kaitlin Trinh
	Title:	 	Managing Director


  

					
	Stone Tower CLO VIII Ltd.
	By Stone Tower Debt Advisors LLC
	As Its Collateral Manager,
	as Lender
		
	By:	 	 /s/ Michael W. DelPercio

		 	Name:	 	Michael W. DelPercio
		 	Title:	 	Authorized Signatory


  

					
	Contrarian Funds, LLC, as Lender
	By: Contrarian Capital Management, L.L.C as Manager
		
	By:	 	 /s/ Janice M. Stanton

		 	Name:	 	Janice M. Stanton
		 	Title:	 	Member


  

					
	BBT Fund, L.P., as Lender
		
	By:	 	 /s/ William O. Reimann

		 	Name:	 	William O. Reimann
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	CAP Fund, L.P., as Lender
		
	By:	 	 /s/ William O. Reimann

		 	Name:	 	William O. Reimann
		 	Title:	 	Vice President


  

					
	SRI Fund, L.P., as Lender
		
	By:	 	 /s/ William O. Reimann

		 	Name:	 	William O. Reimann
		 	Title:	 	Vice President


  

					
	JNL/PPM America Floating Rate Income Fund,
	a series of the JNL Series Trust
	By: PPM America, Inc., as sub-adviser
		
	By:	 	 /s/ Chris Kappas

		 	Name:	 	Chris Kappas
		 	Title:	 	Managing Director


  

					
	SERVES 2006-1, LTD, as Lender
		
	By:	 	 /s/ Chris Kappas

		 	Name:	 	Chris Kappas
		 	Title:	 	Managing Director


 [Signature Page to
Amendment] 







 
					
	Manulife Floating Rate Income Fund, as Lender
		
	By:	 	 /s/ Diane R. Landers

		 	Name:	 	Diane R. Landers
		 	Title:	 	VP CAO


  

					
	Veer Cash Flow CLO, Limited
	By its investment advisor,
	MJX Asset Management
	as Lender
		
	By:	 	 /s/ Frederick H. Taylor

		 	Name:	 	Frederick H. Taylor
		 	Title:	 	Managing Director


  

					
	Vista Leveraged Income Fund
	By its investment advisor,
	MJX Asset Management LLC
	as Lender
		
	By:	 	 /s/ Frederick H. Taylor

		 	Name:	 	Frederick H. Taylor
		 	Title:	 	Managing Director


  

					
	J.P. Morgan Whitefriars Inc., as Lender
		
	By:	 	 /s/ Virginia R. Conway

		 	Name:	 	Virginia R. Conway
		 	Title:	 	Attorney-in-Fact


 [Signature Page to
Amendment] 







 
					
	PACIFIC LIFE INSURANCE COMPANY, as Lender
		
	By:	 	 /s/ James P. Leasure

		 	Name:	 	James P. Leasure
		 	Title:	 	Assistant Vice President
		
	By:	 	 /s/ Joseph J. Tortorelli

		 	Name:	 	Joseph J. Tortorelli
		 	Title:	 	Assistant Secretary


  

					
	PPM Monarch Bay Funding LLC, as Lender
		
	By:	 	 /s/ Stacy Lai

		 	Name:	 	Stacy Lai
		 	Title:	 	Assistant Vice President


  

					
	Hartford Mutual Funds Inc., on behalf of The Hartford Floating Rate Fund
	By Hartford Investment Management Company, its Sub-advisor
		
	By:	 	 /s/ Francesco Ossino

		 	Name:	 	Francesco Ossino
		 	Title:	 	Senior Vice President


  

					
	MCDONNELL LOAN OPPORTUNITY LTD., as Lender
	By: McDonnell Investment Management, LLC,
	as Investment Manager
		
	By:	 	 /s/ Kathleen A. Zarn

		 	Name:	 	Kathleen A. Zarn
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	LightPoint CLO 2004-1, Ltd., as Lender
	
	By Neuberger Berman Fixed Income LLC as collateral manager
		
	By:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory


  

					
	Neuberger Berman – Floating Rate Income Fund., as Lender
		
	By:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory


  

					
	Neuberger Berman Strategic Income-Fund., as Lender
		
	By:	 	 /s/ Colin Donlan

		 	Name:	 	Colin Donlan
		 	Title:	 	Authorized Signatory


  

					
	EOS Senior Loans Master Fund, as Lender
		
	By:	 	 /s/ Steven M. Friedman

		 	Name:	 	Steven M. Friedman
		 	Title:	 	Director


 [Signature Page to Amendment]








 
					
	Nob Hill CLO, Limited, as Lender
		
	By:	 	 /s/ Bradley Kane

		 	Name:	 	Bradley Kane
		 	Title:	 	Portfolio Manager


  

					
	Nob Hill CLO II, Limited, as Lender
		
	By:	 	 /s/ Bradley Kane

		 	Name:	 	Bradley Kane
		 	Title:	 	Portfolio Manager


  

					
	 Ariel Reinsurance Company Ltd.
 Managed Account Series: High Income Portfolio
 BlackRock Floating Rate Income Trust

BlackRock Strategic Bond Trust
 BlackRock Defined
Opportunity Credit Trust
 BlackRock High Yield Trust
 BlackRock Limited Duration Income Trust
 BlackRock Funds II BlackRock Floating Rate Income
Portfolio
 BlackRock High Income Fund of BlackRock Bond Fund, Inc.
 BlackRock Funds II – High Yield Bond Portfolio
 BlackRock Senior Income Series V
Limited
 BlackRock High Income Portfolio of BlackRock Series Fund, Inc.
 BlackRock High Income V.I. Fund of BlackRock Variable Series Funds, Inc.
 California State
Teachers’ Retirement System
 BlackRock Corporate High Yield Fund, Inc.
 BlackRock Corporate High Yield Fund III, Inc.
 Global High Yield Bond Fund, a series of DSBI -
Global Investment Trust
 BlackRock Debt Strategies Fund, Inc.
 BlackRock Diversified Income Strategies Fund, Inc.
 Employees’ Retirement Fund of the City of
Dallas
 BlackRock Fixed Income Global Opportunities Master Unit Trust
 BlackRock Floating Rate Income Strategies Fund, Inc.
 BlackRock Floating Rate Income Strategies
Fund II, Inc.
 BlackRock Global Investment Series: Income Strategies Portfolio
 BlackRock High Income Shares
 BlackRock Corporate High Yield Fund VI, Inc.

BlackRock Corporate High Yield Fund V, Inc.

Ironshore Bank Loan Portfolio
 LGT Multi Manager
Bond High Yield (USD)
 Lockheed-Martin Corporation Master Retirement Trust
 Magnetite V CLO, Limited
 Master Senior Floating Rate LLC

MET Investors Series Trust - BlackRock High Yield Portfolio
 Missouri State Employees’ Retirement System
 BlackRock Fixed Income Portable Alpha Master
Series Trust
 Navy Exchange Service Command Retirement Trust
 The Obsidian Master Fund
 Pensioenfonds Horeca & Catering

The PNC Financial Services Group, Inc.
 PPL
Series Corporation Retirement Master Trust
 BlackRock Senior High Income Fund, Inc.
 BlackRock Funds II, BlackRock Strategic Income Opportunities Portfolio
 BlackRock Senior Income
Series IV
 BlackRock Senior Floating Rate Portfolio

		
	By	 	 /s/ C. Adnan Marshall

		 	Name:	 	C. Adnan Marshall
		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
			
	MacKay Short Duration Alpha Fund, as Lender
		
	By:	 	MacKay Shields LLC
	
	 as Investment Adviser and not individually

		
	By:	 	 /s/ Dan Roberts

		 	 Dan Roberts
 Sr. Managing
Director



  

					
	New York Life Insurance Company (Guaranteed Products), as Lender
	
	By: MacKay Shields LLC
	as Investment Adviser and not individually
		
	By:	 	 /s/ Dan Roberts

		 		 	Dan Roberts
		 		 	Sr. Managing Director


  

			
	New York Life Insurance Company, GP - Portable Alpha, as Lender
	
	By: MacKay Shields LLC
	as Investment Adviser and not individually
		
	By:	 	 /s/ Dan Roberts

		 	Dan Roberts
		 	Sr. Managing Director


  

			
	Mainstay High Yield Opportunities Fund, a series of Eclipse Funds Inc. (F/K/A MainStay 130/30 High Yield Fund), as Lender
	
	By: MacKay Shields LLC
	as Investment Adviser and not individually
		
	By:	 	 /s/ Dan Roberts

		 	Dan Roberts
		 	Sr. Managing Director


 [Signature
Page to Amendment] 







 
			
	MainStay Diversified Income Fund, a series of the MainStay Funds, as Lender
	
	By: MacKay Shields LLC
	as Investment Adviser and not individually
		
	By:	 	 /s/ Dan Roberts

		 	Dan Roberts
		 	Sr. Managing Director


  

			
	First Trust High Income Long/Short Fund, as Lender
	
	By: MacKay Shields LLC,
	as Sub-advisor and not individually
		
	By:	 	 /s/ Dan Roberts

		 	Dan Roberts
		 	Sr. Managing Director


  

					
	Lispenard Lane Credit (Master), L.P., as Lender
	
	By: DiMalo Ahmed Capital LLC,
	As Investment Manager
		
	By:	 	 /s/ Rizwan Akhter

		 	Name:	 	Rizwan Akhter
		 	Title:	 	Managing Director
		 		 	Authorized Signatory


  

					
	Ballantyne Funding LLC, as Lender
		
	By:	 	 /s/ Stacy Lai

		 	Name:	 	Stacy Lai
		 	Title:	 	Assistant Vice President


 [Signature
Page to Amendment] 







 
					
	Nuveen Floating Rate Income Fund, as Lender
	By: Symphony Asset Management LLC
		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	Nuveen Multi-Strategy Income and Growth Fund, as Lender
	By: Symphony Asset Management LLC
		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	 Nuveen Multi-Strategy Income and Growth Fund 2, as Lender
 By: Symphony Asset Management LLC

		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	 Nuveen Floating Rate Income Opportunity Fund, as Lender
 By: Symphony Asset Management LLC

		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research



[Signature Page to Amendment] 







 
					
	 Nuveen Senior Income Fund, as Lender
 By: Symphony Asset Management LLC

		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	 Symphony Credit Opportunities Fund LTD, as Lender
 By: Symphony Asset Management LLC

		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	 Symphony CIO V, LTD, as Lender
 By: Symphony Asset Management LLC

		
	By:	 	 /s/ James Kim

		 	Name:	 	James Kim
		 	Title:	 	Co-Head of Credit Research


  

					
	Oppenheimer Senior Floating Rate Fund, as Lender
		
	By:	 	 /s/ Jason Reuter

		 	Name:	 	Jason Reuter
		 	Title:	 	AVP


  

					
	Ellis Lake Master Fund, LP, as Lender
		
	By:	 	 /s/ Anthony Pasqua

		 	Name:	 	Anthony Pasqua
		 	Title:	 	Chief Financial Officer


 [Signature
Page to Amendment] 







 
					
	Longacre Acquisition, LLC, as Lender
		
	By:	 	 /s/ Steven Weissman

		 	Name:	 	Steven Weissman


  

					
	Omega Capital Investors, LP, as Lender
		
	By:	 	 /s/ Vladimir Jelisavcic

		 	Name:	 	Vladimir Jelisavcic


  

					
	Omega Overseas Partners, LTD, as Lender
		
	By:	 	 /s/ Vladimir Jelisavcic

		 	Name:	 	Vladimir Jelisavcic


  

					
	Omega Capital Partners, LP, as Lender
		
	By:	 	 /s/ Vladimir Jelisavcic

		 	Name:	 	Vladimir Jelisavcic


 [Signature Page to
Amendment] 







 
					
	ANCHORAGE CAPITAL MASTER OFFSHORE, LTD., as Lender
	
	By: Anchorage Capital Group, L.L.C., Its Investment Manager
		
	By:	 	 /s/ Daniel Allen

		 	Name:	 	Daniel Allen
		 	Title:	 	Senior Portfolio Manager


  

					
	JPMorgan Strategic Income Opportunities Fund, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	JPMorgan Chase Bank, N.A. as Trustee of the JPMorgan Chase Retirement Plan, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	SEI Institutional Investments Trust - High Yield Bond Fund, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	SEI Institutional Managed Trust - High Yield Bond Fund, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	Public Employees Retirement System of Ohio, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	Northrop Grumman Pension Master Trust, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	U.S. High Yield Bond Fund, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	California Public Employees’ Retirement System, as Lender
		
	By:	 	 /s/ Michael Good

		 	Name:	 	Michael Good
		 	Title:	 	Vice President


  

					
	WELLS FARGO ADVANTAGE UTILITIES AND HIGH INCOME FUND, as Lender
		
	By:	 	 /s/ Zachary Tyler

		 	Name:	 	Zachary Tyler
		 	Title:	 	Authorized Signatory


  

					
	WELLS FARGO ADVANTAGE MULTI-SECTOR INCOME FUND, as Lender
		
	By:	 	 /s/ Zachary Tyler

		 	Name:	 	Zachary Tyler
		 	Title:	 	Authorized Signatory


  

					
	WELLS FARGO ADVANTAGE INCOME OPPORTUNITIES FUND, as Lender
		
	By:	 	 /s/ Zachary Tyler

		 	Name:	 	Zachary Tyler
		 	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
					
	WhiteHorse V, Ltd.
	 By WhiteHorse Capital Partners, L.P.
As Collateral Manager

	 By WhiteRock Asset Advisors, LLC, its G.P.
As Lender

		
	By:	 	 /s/ Ethan Underwood

		 	Name:	 	Ethan Underwood
		 	Title:	 	Manager


  

							
	MFS VARIABLE INSURANCE TRUST on behalf of MFS Strategic Income Series *, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by
the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely
upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder
shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 

 

					
	MFS Intermediate High Income Fund **, as Lender
		
	By:	 	 /s/ David Cole

		 	Name:	 	David Cole
		 	Title:	 	As authorized representative and not individually



**A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of
Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and
property of the Trust in accordance with its proportionate interest hereunder. 
  

							
	MFS Intermarket Income Trust I **, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually



**A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of
Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and
property of the Trust in accordance with its proportionate interest hereunder. 
 [Signature Page to Amendment] 







 
							
	MFS SERIES TRUST III on behalf of one of its series, MFS High Yield Opportunities Fund*, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually



*A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of
Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and
property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the
Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this
instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any
series for the obligations of another series. 
  

					
	 MFS SERIES TRUST XIII on behalf of one of its
 Series, MFS Diversified Income Fund *, as Lender

		
	By:	 	 /s/ David Cole

		 	Name:	 	David Cole
		 	Title:	 	As authorized representative and not individually



*A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of
Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and
property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the
Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this
instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any
series for the obligations of another series. 
  

							
	MFS CHARTER INCOME TRUST **, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 **A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or
arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate
interest hereunder. 
 [Signature Page to Amendment] 







 
							
	MFS VARIABLE INSURANCE TRUST II on behalf of one of its Series, MFS High Yield Portfolio *, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually



*A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of
Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and
property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the
Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this
instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any
series for the obligations of another series. 
  

							
	MFS SERIES TRUST III on behalf of one of its series, MFS High Income Fund *, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or
arising out of this instrument are not binding upon any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate
interest hereunder. If this instrument is executed by the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of
or arising out of this instrument are binding solely upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also
agree that the obligations of each series hereunder shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 

 

							
	MFS SERIES TRUST VIII on behalf of one of its Series, MFS Strategic Income Fund *, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by
the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely
upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder
shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 
 [Signature Page to Amendment] 







 
							
	HIGH YIELD VARIABLE ACCOUNT, a separate account of Sun Life Assurance Company of Canada (U.S.), as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


  

							
	 MFS MULTIMARKET INCOME TRUST *, as Lender

			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by
the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely
upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder
shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 

 

							
	MFS VARIABLE INSURANCE TRUST II on behalf of one of its Series, MFS Strategic Income Portfolio *, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by
the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely
upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder
shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 
 [Signature Page to Amendment] 







 
							
	MFS SPECIAL VALUE TRUST **, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 **A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. 

 

							
	MFS VARIABLE INSURANCE TRUST on behalf of MFS High Income Series*, as Lender
			
		 	By:	 	 /s/ David Cole

		 		 	Name:	 	David Cole
		 		 	Title:	 	As authorized representative and not individually


 *A
copy of the Declaration of Trust of the undersigned (the “Trust”) is on file with the Secretary of State of The Commonwealth of Massachusetts. You acknowledge that the obligations of or arising out of this instrument are not binding upon
any of the Trust’s trustees, officers, employees, agents or shareholders individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this instrument is executed by
the Trust on behalf of one or more series of the Trust, you further acknowledge that the assets and liabilities of each series of the Trust are separate and distinct and that the obligations of or arising out of this instrument are binding solely
upon the assets or property of the series on whose behalf the Trust has executed this instrument. If the Trust has executed this instrument on behalf of more than one series of the Trust, you also agree that the obligations of each series hereunder
shall be several and not joint, in accordance with its proportionate interest hereunder, and you agree not to proceed against any series for the obligations of another series. 

 

					
	Genesis CLO 2007-1 Ltd., as Lender
	
	By Ore Hill Partners, LLC its Collateral Manager
		
	By:	 	 /s/ Claude A. Baum

		 	Name:	 	Claude A. Baum, Esq.
		 	Title:	 	 General Counsel
 Ore Hill
Partners LLC



  

					
	GENERAL ELECTRIC PENSION TRUST, as Lender
	
	By: GE Capital Debt Advisors LLC, as Investment Advisor
		
	By:	 	 /s/ John Campos

		 	Name:	 	John Campos
		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
					
	Fayett Group LLC
		
	By:	 	Its Managing Member, Troob Capital Advisors, LLC, as Lender
		
	By:	 	 /s/ Peter Troob

		 	Name:	 	Peter Troob
		 	Title:	 	Managing Member


  

					
	Fayett Group, LLC
		
	By:	 	Its Managing Member, Troob Capital Advisors, LLC, as Lender
		
	By:	 	 /s/ Peter Troob

		 	Name:	 	Peter Troob
		 	Title:	 	Managing Member


  

					
	 FRANKLIN MUTUAL ADVISERS LLC,
 AS AGENT, as a Lender

		
	By:	 	 /s/ Bradley Takahashi

		 	Name:	 	Bradley Takahashi
		 	Title:	 	Vice President


  

					
	1.	 	MUTUAL SHARES FUND,
	2.	 	FT434 MUTUAL SERIES FUND INC MUTUAL QUEST FUND,
	3.	 	FT431 MUTUAL SERIES FUND INC MUTUAL BEACON FUND,
	4.	 	FRANKLIN 432 MUTUAL SERIES FUND INC-MUTUAL GLOBAL DISCOVERY FUND,
	5.	 	FRANKLIN 4846 TEMPLETON VAR INSURANCE PRODUCTS TR-MUTUAL SHARES SECURITIES FUND,
	6.	 	FRANKLIN TEMP 4845 VAR INSURANCE PRDCTSTRST MUTUAL GLBL DISCOVERY SECURITIES FD,
	7.	 	MUTUAL BEACON FUND CANADA,
	8.	 	MUTUAL DISCOVERY FUND (CANADA)
	9.	 	FRANKLIN 4447 MUTUAL RECOVERY FUND,
	10.	 	FRANKLIN 11578-ING FRANKLIN MUTUAL SHARES PORTFOLIO,
	11.	 	EQ ADVISORS TRUST - EQ/MUTUAL LARGE CAPEQUITY PORTFOLIO,
	12.	 	FRANKLIN 11252-JNL FRANKLIN TEMPLETON MUTUAL SHARES FUND,
	13.	 	FRANKLIN 11583 JOHN HANCOCK TRUST MUTUALSHARES,
	14.	 	MET/FRANKLIN MUTUAL SHARES PORTFOLIO C/O FRANKLIN MUTUAL ADVISERS LLC, and
	15.	 	FRANKLIN MUT13777-AZL/MUTUAL SHARES STRATEGY CP/FRANKLIN MUTUAL ADVISERS LLC



 

					
	each as a Lender
	By:	 	Franklin Mutual Advisers, LLC, each Lender’s investment advisor
		
	By:	 	 /s/ Bradley Takahashi

		 	Name:	 	Bradley Takahashi
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	 American High-Income Trust

	
	By: Capital Research and Management Company, for and on behalf of American High-Income Trust, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	 The Bond Fund of America, Inc.

	
	By: Capital Research and Management Company, for and on behalf of The Bond Fund of America, Inc., as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	 The Income Fund of America

	
	By: Capital Research and Management Company, for and on behalf of The Income Fund of America, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	American Funds Insurance Series, Asset Allocation Fund
	
	By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Asset Allocation Fund, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




[Signature Page to Amendment] 







 
					
	 American Funds Insurance Series, Bond Fund

	
	By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Bond Fund, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	American Funds Insurance Series, Global Bond Fund
	
	By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Global Bond Fund, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	American Funds Insurance Series, High-Income Bond Fund
	
	By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, High-Income Bond Fund, as Lender
		
	By:	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




 

					
	 Capital World Bond Fund

	
	By: Capital Research and Management Company, for and on behalf of Capital World Bond Fund, as Lender
		
	 By:
	 	 /s/ Michael J. Downer

		 	 Name:
	 	 Michael J. Downer

		 	 Title:
	 	 Senior Vice President and Secretary




[Signature Page to Amendment] 







 
					
	Capital Guardian U.S. High-Yield Fixed-Income Master Fund
	
	By: Capital Guardian Trust Company, for and on behalf of Capital Guardian U.S. High-Yield Fixed-Income Master Fund, as Lender
		
	 By:
	 	 /s/ Mark Brubaker

		 	 Name:
	 	 Mark Brubaker

		 	 Title:
	 	 Senior Vice President




 

					
	CCP Credit Acquisition Holdings, LLC, as Lender
		
	 By:
	 	 /s/ Richard Grissinger

		 	 Name:
	 	 Richard Grissinger

		 	 Title:
	 	 Authorized Signatory




 

					
	Midtown Acquisitions L.P, as Lender
	By: Midtown Acquisitions GP LLC
		
	 By:
	 	 /s/ Avram Friedman

		 	 Name:
	 	 Avram Friedman

		 	 Title:
	 	 Manager




 

					
	 Trilogy Portfolio Company, LLC, as Lender

	 By: Trilogy Capital, LLC, as Managing Member

	
	


		
	 By:
	 	 /s/ John C. Kelty

		 	 Name:
	 	 John C. Kelty

		 	 Title:
	 	 Authorized Signatory



 [Signature Page to Amendment] 







 
					
	 PFM Diversified Offshore Fund, Ltd., as Lender

		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	 PFM Diversified Eureka Fund, L.P., as Lender

		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	 PFM Diversified Fund, L.P., as Lender

		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	 PFM Meritage Offshore Fund, Ltd., as Lender

		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer



 [Signature Page to Amendment] 







 
					
	PFM Meritage Fund, L.P., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	PFM Diversified Offshore Fund, Ltd., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	PFM Diversified Eureka Fund, L.P., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	PFM Diversified Fund, L.P., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer



 [Signature Page to Amendment] 







 
					
	PFM Meritage Offshore Fund, Ltd., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer




 

					
	PFM Meritage Fund, L.P., as Lender
		
	 By:
	 	 /s/ Eric T. Moore

		 	 Name:
	 	 Eric T. Moore

		 	 Title:
	 	 Chief Financial Officer



 This consent is made severally and not jointly by the following Lenders, acting in each case through the undersigned investment advisor: 
 T. Rowe Price Institutional Floating Rate Fund 
 T. Rowe Price High Yield Fund, Inc. 

T. Rowe Price Institutional High Yield Fund 
  

					
	By:	 	 /s/ Brian Burns

		 	Name:	 	Brian Burns
		 	Title:	 	Vice President


  

					
	TURFMOOR, as Lender
		
	By:	 	 /s/ Scott Kerr

		 	Name:	 	Scott Kerr
		 	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
					
	DEXTERA, as Lender
		
	By:	 	 /s/ Scott Kerr

		 	Name:	 	Scott Kerr
		 	Title:	 	Authorized Signatory


  

			
	Morgan Stanley Senior Funding, Inc, as Lender
		
	By:	 	 /s/ Adam Savarese

		
	Name:	 	Adam Savarese
		
	Title:	 	Authorized Signatory


  

					
	 Taconic Capital Partners 1.5 L.P., as Lender
 By: Taconic Capital Advisors L.P., as Investment Advisor,

		
	By:	 	 /s/ Jon Jachman

		 	Name:	 	Jon Jachman
		 	Title:	 	Principal


  

					
	 Taconic Opportunity Fund L.P., as Lender
 By: Taconic Capital Advisors L.P., as Investment Advisor,

		
	By:	 	 /s/ Jon Jachman

		 	Name:	 	Jon Jachman
		 	Title:	 	Principal


 [Signature Page to
Amendment] 







 
			
	Ares NF CLO XV Ltd, as Lender
	
	Ares NF CLO XV Ltd
	By: Ares NF CLO XV Management, L.P., its collateral manager
	
	By: Ares NF CLO XV Management LLC, its general partner
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President
	
	ARES ENHANCED CREDIT OPPORTUNITIES FUND LTD., as Lender
	
	ARES ENHANCED CREDIT OPPORTUNITIES FUND LTD.
		
	BY:	 	ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT, L.P., ITS MANAGER
		
	BY:	 	 ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT GP, LLC,
 AS GENERAL PARTNER

		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President
	
	FUTURE FUND BOARD OF GUARDIANS, as Lender
	
	FUTURE FUND BOARD OF GUARDIANS
		
	BY:	 	 ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISORY IV, L.P., ITS
 INVESTMENT MANAGER (ON BEHALF OF THE ELIS IV SUB ACCOUNT)

		
	BY:	 	 ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISORY IV GP, LLC, ITS
 GENERAL PARTNER

		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President
	
	ARES INSTITUTIONAL LOAN FUND B.V., as Lender
	
	ARES INSTITUTIONAL LOAN FUND B.V.
		
	BY:	 	ARES MANAGEMENT LIMITED, AS MANAGER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	SEI INSTITUTIONAL INVESTMENTS TRUST ENHANCED LIBOR OPPORTUNITIES FUND, as Lender
	
	SEI INSTITUTIONAL INVESTMENTS TRUST ENHANCED LIBOR OPPORTUNITIES FUND
		
	BY:	 	ARES MANAGEMENT LLC, AS PORTFOLIO MANAGER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President
	
	SEI INSTITUTIONAL MANAGED TRUST ENHANCED INCOME FUND, as Lender
	
	SEI INSTITUTIONAL MANAGED TRUST ENHANCED INCOME FUND
		
	BY:	 	ARES MANAGEMENT LLC, AS PORTFOLIO MANAGER
		
	By:	 	 /s/ Americo Cascella

	Name:	 	Americo Cascella
	Title:	 	Vice President


  

					
	Protean CBNA Loan Funding LLC, as Lender
		
	By:	 	 /s/ Emily Chong

		 	Name:	 	Emily Chong
		 	Title:	 	Director


  

					
	 First Trust Senior Floating Rate
 Income Fund II, as Lender
 By: First Trust Advisors L.P. its investment

manager or its investment advisor

		
	By:	 	 /s/ William A. Housey, Jr.

		 	Name:	 	William A. Housey, Jr.
		 	Title:	 	Senior Vice President


  

					
	 MERCER PARK SPECIAL SITUATIONS MASTER FUND, L.P., as Lender

 
 By: Mercer Park, LP.,
 as Investment Manager

		
	By:	 	 /s/ Peter A. Bio

		 	Name:	 	Peter A. Bio
		 	Title:	 	Head of Credit


 [Signature Page to
Amendment] 







 
					
	 Sandelman Finance 2006-2, Ltd.
  

By Mercer Park, LP.
 as Collateral Manager
Lender

		
	By:	 	 /s/ Peter A. Bio

		 	Name:	 	Peter A. Bio
		 	Title:	 	Head of Credit


  

					
	 Sandelman Finance 2006-1, Ltd.
  

By Mercer Park, LP.
 as Collateral Manager
Lender

		
	By:	 	 /s/ Peter A. Bio

		 	Name:	 	Peter A. Bio
		 	Title:	 	Head of Credit


  

					
	Paulson Credit Opportunities Master Ltd. as Lender
		
	By:	 	 /s/ Stuart Merzer

		 	Name:	 	Stuart Merzer
		 	Title:	 	Authorized Signatory


  

					
	UBS AG STAMFORD BRANCH, as Lender
		
	By:	 	 /s/ Christopher Gomes

		 	Name:	 	Christopher Gomes
		 	Title:	 	Associate Director Banking Products Services, US
		
	By:	 	 /s/ Joselin Fernandes

		 	Name:	 	Joselin Fernandes
		 	Title:	 	Associate Director Banking Products Services, US


 [Signature Page to Amendment] 







 
					
	 Onex Debt Opportunity Fund, Ltd., as Lender
 By: Onex Credit Partners LLC, its investment manager

		
	 By:
	 	 /s/ Steven Gutman

		 	 Name:
	 	Steven Gutman
		 	 Title:
	 	General Counsel


  

					
	Pembroke CBNA Loan Funding, as Lender
		
	 By:
	 	 /s/ David Balmert

		 	 Name:
	 	David Balmert
		 	 Title:
	 	Attorney in kind


  

					
	 OCP Investment Trust, as Lender
 By: Onex Credit Partners LLC, its manager

		
	 By:
	 	 /s/ Steven Gutman

		 	 Name:
	 	Steven Gutman
		 	 Title:
	 	General Counsel


  

					
	Stoney Lane Funding I Ltd., as Lender
	By:	 	HillMark Capital Management, L.P.,
		 	as Collateral Manager, as Lender
	
	
		
	 By:
	 	 /s/ Hillel Weinberger

		 	 Name:
	 	Hillel Weinberger
		 	 Title:
	 	Chairman


 [Signature Page to Amendment]








 
					
	CHASE LINCOLN FIRST COMMERCIAL CORPORATION, as Lender
		
	 By:
	 	 /s/ illegible




 

					
	JPMORGAN CHASE BANK, N.A., as Lender
		
	 By:
	 	 /s/ Neil R. Boylan

		 	 Name:
	 	Neil R. Boylan
		 	 Title:
	 	Managing Director


 [Signature Page to
Amendment] 







 
					
	 SunAmerica Senior Floating Rate Fund, Inc.
 as Lender

		
	By:	 	 Wellington Management Company, LLP
 as investment adviser

		
	 By:
	 	 /s/ Robert J. Toner

		 	 Name:
	 	Robert J. Toner
		 	 Title:
	 	Vice President and Counsel


  

					
	 Deutsche AG New York Branch, as Lender
 By: DB Services New Jersey, Inc.

		
	 By:
	 	 /s/ Angeline Quintana

		 	 Name:
	 	Angeline Quintana
		 	 Title:
	 	Assistant Vice President
		
	 By:
	 	 /s/ Deirdre D. Cesario

		 	 Name:
	 	Deirdre D. Cesario
		 	 Title:
	 	


  

					
	JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC, as Lender
		
	 By:
	 	 /s/ Paul J. Loomis

		 	 Name:
	 	Paul J. Loomis
		 	 Title:
	 	SVP


  

					
	VICTORIA COURT CFPI LOAN FUNDING LLC, as Lender
		
	 By:
	 	 /s/ Adam Kaiser

		 	 Name:
	 	Adam Kaiser
		 	 Title:
	 	Attorney-in-fact


 [Signature Page to
Amendment] 







 
					
	Ballyrock CLO 2006-1 Limited, By: Ballyrock Investment Advisors LLC, as Collateral Manager, as Lender
		
	By:	 	 /s/ Lisa Rymut

		 	Name:	 	Lisa Rymut
		 	Title:	 	Assistant Treasurer


  

					
	BARCLAYS BANK PLC, as Lender
		
	By:	 	 /s/ Craig J. Malloy

		 	Name:	 	Craig J. Malloy
		 	Title:	 	Director


  

					
	JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC, as Lender
		
	By:	 	 /s/ Paul J. Loomis

		 	Name:	 	Paul J. Loomis
		 	Title:	 	SVP


  

					
	BLT 32 LLC, as Lender
		
	By:	 	 /s/ Deja Zazzarino

		 	Name:	 	Deja Zazzarino
		 	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
					
	CREDIT SUISSE LOAN FUNDING LLC, as Lender
		
	By:	 	 /s/ Sathish Shanthan

		 	Name:	 	Sathish Shanthan
		 	Title:	 	Authorized Signatory
		
	By:	 	 /s/ Robert Franz

		 	Name:	 	Robert Franz
		 	Title:	 	Managing Director


  

					
	BLT 8 LLC, as Lender
		
	By:	 	 /s/ Deja Zazzarino

		 	Name:	 	Deja Zazzarino
		 	Title:	 	Authorized Signatory


  

					
	BLT 24 LLC, as Lender
		
	By:	 	 /s/ Deja Zazzarino

		 	Name: Deja Zazzarino
		 	Title: Authorized Signatory


  

			
	 Marathon Financing I, BV, as Lender by Marathon
 Asset Management LP Its Collateral Manager

		
	By:	 	 /s/ Louis Hanover

		 	Name: Louis Hanover
		 	Title: Chief Investment Officer



[Signature Page to Amendment] 







 
			
	Allen Global Partners Offshore, as Lender
		
	By:	 	 /s/ Kevin Medina

		 	Name: Kevin Medina
		 	Title: Chief Compliance Officer


  

			
	Allen Global Partners L.P., as Lender
		
	By:	 	 /s/ Kevin Medina

		 	Name: Kevin Medina
		 	Title: Chief Compliance Officer


  

			
	YORKVILLE CBNA LOAN FUNDING LLC, as Lender
		
	By:	 	 /s/ Adam Kaiser

		 	Name: Adam Kaiser
		 	Title: Attorney-in-fact


  

									
		 	 ABS Loans Limited 2007 a subsidiary of Goldman
 Sachs Institutional Funds II PLC, as Lender

					
		 	 By:
	 	 /s/ Simon Firbank
	  		 	 /s/ Cormac Bohan

		 		 	 Name: Simon Firbank
	  		 	 Cormac Bohan

		 		 	 Title: Authorised Signatory
	  		 	 Authorized Signatory


 [Signature Page to Amendment] 







 
			
	Goldman Sachs Lending Partners LLC, as Lender
		
	 By:
	 	 /s/ Lawrence DeCamillo

		 	 Name: Lawrence DeCamillo

		 	 Title: Authorized Signatory




 

			
	Special Situations Investing Group, Inc., as Lender
		
	 By:
	 	 /s/ Robert G. Frahm III

		 	 Name: Robert G. Frahm III

		 	 Title: Authorized Signatory




 

			
	Goldman Sachs Credit Partners L.P., as Lender
		
	By:	 	 /s/ Buck Ratchford

		 	Name: Buck Ratchford
		 	Title: Authorized Signatory


  

			
	ColumbusNova CLO, LTD. 2007-I
	 By: ColumbusNova Credit Investment
 Management LLC as Collateral Manager, as Lender

		
	By:	 	 /s/ Ken Selle

		 	Name: Ken Selle
		 	Title: Managing Director


 [Signature
Page to Amendment] 







 
					
	Goldman Sachs Investment Partners Master Fund, LP
	By: GS Investment Strategies, LLC, as Investment Manager, as Lender
		
	By:	 	 /s/ Casey Lankeman

		 	Name:	 	Casey Lankeman
		 	Title:	 	Vice President


  

					
	Map 102 Segregated Portfolio of LMA SPC
	By: GS Investment Strategies, LLC, as Investment Manager, as Lender
		
	By:	 	 /s/ Casey Lankeman

		 	Name:	 	Casey Lankeman
		 	Title:	 	Vice President


  

					
	GSIP Erisa Master Company (Ireland) Limited
	By: GS Investment Strategies, LLC, as Investment Manager, as Lender
		
	By:	 	 /s/ Casey Lankeman

		 	Name:	 	Casey Lankeman
		 	Title:	 	Vice President


  

					
	Goldman Sachs Investment Partners Aggregating Fund Holdings, LP
	By: GS Investment Strategies, LLC, as Investment Manager, as Lender
		
	By:	 	 /s/ Casey Lankeman

		 	Name:	 	Casey Lankeman
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	 WATERSHED CAPITAL PARTNERS, L.P.
 as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible

	
	 WATERSHED CAPITAL PARTNERS II, L.P.
 as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible

	
	 WATERSHED CAPITAL INSTITUTIONAL
 PARTNERS, L.P.
 as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible

	
	 WATERSHED CAPITAL INSTITUTIONAL PARTNERS II, L.P.
 as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible




[Signature Page to Amendment] 







 
					
	 WATERSHED CAPITAL PARTNERS (OFFSHORE) MASTER FUND, L.P.

as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible

	
	 WATERSHED CAPITAL PARTNERS (OFFSHORE) MASTER FUND II, L.P.

as a Lender

	By: WS Partners, L.L.C., Its General Partner
		
	 By:
	 	 /s/ illegible

	
	Dryden VII – Leveraged Loan CDO 2004
	By: Prudential Investment Management, Inc., as Collateral Manager, as Lender
		
	By:	 	 /s/ Joseph Lemanowicz

		 	Name: Joseph Lemanowicz
		 	Title: Vice President



[Signature Page to Amendment] 







 
					
	Dryden V – Leveraged Loan CDO 2003
	By: Prudential Investment Management, Inc., as Collateral Manager, as Lender
		
	By:	 	 /s/ Joseph Lemanowicz

		 	Name: Joseph Lemanowicz
		 	Title: Vice President


  

			
	The Prudential Series Fund - High Yield Bond Portfolio
	
	By: Prudential Investment Management, Inc. as investment advisor, as Lender
		
	By:	 	 /s/ Joseph Lemanowicz

		 	Name: Joseph Lemanowicz
		 	Title: Vice President


  

					
	Dryden XI – Leveraged Loan CDO 2006
	 By: Prudential Investment Management, Inc.,
 as Collateral Manager, as Lender

			
		 	By:	 	 /s/ Joseph Lemanowicz

		 		 	Name: Joseph Lemanowicz
		 		 	Title: Vice President


  

			
	 Prudential High Yield Fund Inc

	
	By: Prudential Investment Management, Inc. as investment advisor, as Lender
		
	 By:
	 	 /s/ Joseph Lemanowicz

		 	 Name: Joseph Lemanowicz

		 	 Title: Vice President



 [Signature Page to Amendment] 







 
					
	Prudential Bank Loan Fund of the Prudential Trust Company Collective Trust
	
	By: Prudential Investment Management, Inc., As Investment Advisor, as Lender
			
		 	By:	 	 /s/ Joseph Lemanowicz

		 		 	Name: Joseph Lemanowicz
		 		 	Title: Vice President


  

					
	Dryden XXI Leveraged Loan CDO LLC
	
	By: Prudential Investment Management, Inc., as Collateral Manager, as Lender
			
		 	By:	 	 /s/ Joseph Lemanowicz

		 		 	Name: Joseph Lemanowicz
		 		 	Title: Vice President


  

			
	GSO Special Situations Fund LP
	By: GSO Capital Partners LP, its investment advisor
		
	By:	 	/s/ Christopher H. Sullivan
	Name:	 	Christopher H. Sullivan
	Title:	 	Authorized Signatory


  

			
	GSO Special Situations Overseas Master Fund, Ltd.
	By: GSO Capital Partners LP, its investment advisor
		
	By:	 	/s/ Christopher H. Sullivan
	Name:	 	Christopher H. Sullivan
	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
			
	 Carlyle High Yield Partners VI Ltd., as Lender

		
	By:	 	 /s/ Glori Graziano

	Name:	 	Glori Graziano
	Title:	 	Managing Director


  

			
	 Carlyle High Yield Partners IX, Ltd., as Lender

		
	By:	 	 /s/ Glori Graziano

	Name:	 	Glori Graziano
	Title:	 	Managing Director


  

			
	 Carlyle Loan Investment Ltd., as Lender

		
	By:	 	 /s/ Glori Graziano

	Name:	 	Glori Graziano
	Title:	 	Managing Director


  

					
	 Shubelik LLC, as Lender
 By: The Royal Bank of Scotland plc as
 attorney-in-fact

	
	 By: RBS Securities, Inc., its agent,

		 		 	
	By:	 	 /s/ Matthew S. Rosencrafts

		 	Name:	 	Matthew S. Rosencrafts
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
					
	 Credit Suisse AG, Cayman Islands Branch, as Lender

		
	By:	 	 /s/ Christopher Reo Day

		 	Name:	 	Christopher Reo Day
		 	Title:	 	Vice President
		
	 By:
	 	 /s/ Rahul Parmar

		 	Name:	 	Rahul Parmar
		 	Title:	 	Associate


  

					
	 Lord Abbett Investment Trust – Lord Abbett Floating Rate Fund, as Lender

		
	By:	 	 /s/ Elizabeth MacLean

		 	Name:	 	Elizabeth MacLean
		 	Title:	 	Portfolio Manager


  

					
	 Golden Knight II CLO, Ltd., as Lender

		
	By:	 	 /s/ Elizabeth MacLean

		 	Name:	 	Elizabeth MacLean
		 	Title:	 	Portfolio Manager


  

					
	 Lord Abbett Investment Trust – Lord Abbett High Yield Fund, as Lender

		
	By:	 	 /s/ Elizabeth MacLean

		 	Name:	 	Elizabeth MacLean
		 	Title:	 	Portfolio Manager


 [Signature Page to
Amendment] 







 
			
	 BABSON CLO LTD. 2003-I

	BABSON CLO LTD. 2004-I
	BABSON CLO LTD. 2005-I
	BABSON CLO LTD. 2005-II
	BABSON CLO LTD. 2005-III
	BABSON CLO LTD. 2006-I
	BABSON CLO LTD. 2006-II
	BABSON CLO LTD. 2007-I
	BABSON MID-MARKET CLO LTD. 2007-II
	BABSON LOAN OPPORTUNITY CLO, LTD.
	BABSON CREDIT STRATEGIES CLO, LTD.
	LOAN STRATEGIES FUNDING LLC
	SAPPHIRE VALLEY CDO I, LTD.
	OSPREY CDO 2006-1 LTD., as Lenders
	By: Babson Capital Management LLC as Collateral Manager
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director
	
	BILL & MELINDA GATES FOUNDATION TRUST, as Lender
	By: Babson Capital Management LLC as Investment Adviser
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director
	
	GMAM GROUP PENSION TRUST III, as a Lender
	By: Babson Capital Management LLC as Investment Manager
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director


 [Signature Page to
Amendment] 







 
			
	 JEFFERIES FINANCE CP FUNDING LLC, as Lender

		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director
	
	JFIN CLO 2007 LTD., as a Lender
	By: Jefferies Finance LLC as Collateral Manager
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director
	
	VINACASA CLO, LTD., as a Lender
	By: Babson Capital Management LLC as Collateral Servicer
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director
	
	XELO VII LIMITED, as a Lender
	By: Babson Capital Management LLC as Sub-Advisor
		
	By:	 	 /s/ Andrew Lennon

	Name:	 	Andrew Lennon
	Title:	 	Managing Director


 [Signature
Page to Amendment] 







 
					
	Merrill Lynch Capital Services, Inc., as Lender
		
	By:	 	 /s/ Erik S. Grossman

		 	Name:	 	Erik S. Grossman
		 	Title:	 	Vice President


  

					
	Merrill Lynch Credit Products, LLC, as Lender
		
	By:	 	 /s/ Erik S. Grossman

		 	Name:	 	Erik S. Grossman
		 	Title:	 	Vice President


  

					
	Bank of America, N.A., as Lender
		
	By:	 	 /s/ Erik S. Grossman

		 	Name:	 	Erik S. Grossman
		 	Title:	 	Vice President


  

			
	TCW ABSOLUTE RETURN CREDIT FUND, L.P.
	By:	 	Crescent Capital Group LP, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	BELL ATLANTIC MASTER TRUST
	By:	 	Crescent Capital Group LP, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	FIRST 2004-I CLO, LTD.
	By:	 	TCW-WLA JV Venture LLC, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	FIRST 2004-II CLO, LTD.
	By:	 	TCW-WLA JV Venture LLC, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	TCW SENIOR SECURED FLOATING RATE LOAN FUND, L.P.
	By: Crescent Capital Group LP, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	PALMETTO INVESTORS MASTER FUND, LLC.
	By: Crescent Capital Group LP, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	VELOCITY CLO LTD.
	By:	 	TCW-WLA JV Venture LLC, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	VITESSE CLO LTD.
	By:	 	TCW-WLA JV Venture LLC, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


  

			
	WEST BEND MUTUAL INSURANCE COMPANY
	By: Crescent Capital Group LP, its sub-adviser
		
	By:	 	 /s/ Scott E. Feldman

	Name:	 	Scott E. Feldman
	Title:	 	Senior Vice President
		
	By:	 	 /s/ Meric Topbas

	Name:	 	Meric Topbas
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
							
	ALZETTE EUROPEAN CLO S.A.
	By:	 	 INVESCO Senior Secured Management, Inc.
 As Collateral Manager

			
		 	        By:	 	 /s/ Thomas H. B. Ewald

		 		 	Name:	 	Thomas H. B. Ewald
		 		 	Title:	 	Authorized Signatory


  

							
	AVALON CAPITAL LTD. 3
	By:	 	 INVESCO Senior Secured Management, Inc.
 As Asset Manager

			
		 	        By:	 	 /s/ Thomas H. B. Ewald

		 		 	Name:	 	Thomas H. B. Ewald
		 		 	Title:	 	Authorized Signatory


  

							
	BELHURST CLO LTD.
	By:	 	 INVESCO Senior Secured Management, Inc.
 As Collateral Manager

			
		 	        By:	 	 /s/ Thomas H. B. Ewald

		 		 	Name:	 	Thomas H. B. Ewald
		 		 	Title:	 	Authorized Signatory


  

							
	CELTS CLO 2007 -1 LTD
	 By:
	 	INVESCO Senior Secured Management, Inc.
		 	As Portfolio Manager
			
		 	         By:
	 	 /s/ Thomas H. B. Ewald

		 		 	 Name:
	 	 Thomas H. B. Ewald

		 		 	 Title:
	 	 Authorized Signatory




 

							
	CHAMPLAIN CLO, LTD.
	 By:
	 	INVESCO Senior Secured Management, Inc.
		 	As Collateral Manager
			
		 	         By:
	 	 /s/ Thomas H. B. Ewald

		 		 	 Name:
	 	 Thomas H. B. Ewald

		 		 	 Title:
	 	 Authorized Signatory



 [Signature Page to Amendment] 







 
							
	DIVERSIFIED CREDIT PORTFOLIO LTD.
	 By:
	 	INVESCO Senior Secured Management, Inc.
		 	as Investment Adviser
			
		 	         By:
	 	 /s/ Thomas H. B. Ewald

		 		 	 Name:
	 	 Thomas H. B. Ewald

		 		 	 Title:
	 	 Authorized Signatory




 

							
	Invesco Floating Rate Fund
	 By:
	 	INVESCO Senior Secured Management, Inc.
		 	As Sub-Adviser
			
		 	         By:
	 	 /s/ Thomas H. B. Ewald

		 		 	 Name:
	 	 Thomas H. B. Ewald

		 		 	 Title:
	 	 Authorized Signatory




 

							
	HUDSON CANYON FUNDING II SUBSIDIARY HOLDING
	COMPANY II LLC
	 By:
	 	INVESCO Senior Secured Management, Inc.
		 	As Collateral Manager & Attorney In Fact
			
		 	         By:
	 	 /s/ Thomas H. B. Ewald

		 		 	 Name:
	 	 Thomas H. B. Ewald

		 		 	 Title:
	 	 Authorized Signatory




 

									
	KATONAH V, LTD.
	By:	 	INVESCO Senior Secured Management, Inc.
		 	As Investment Manager
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


  

									
	Invesco Liquid Leveraged Loan Fund, L.P
	By:	 	Invesco Senior Secured Management, Inc.
		 	Its Full Discretion Investment Manager
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
									
	PETRUSSE EUROPEAN CLO S.A.
	By:	 	INVESCO Senior Secured Management, Inc.
		 	As Collateral Manager
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


  

									
	SARATOGA CLO I, LIMITED
	By:	 	INVESCO Senior Secured Management, Inc.
		 	As the Asset Manager
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


  

									
	WASATCH CLO LTD
	By:	 	INVESCO Senior Secured Management, Inc.
		 	As Portfolio Manager
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


  

									
	Invesco Van Kampen Dynamic Credit Opportunities Fund
	By:	 	Invesco Senior Secured Management, Inc. as Sub-Adviser
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


  

									
	Invesco Prime Income Trust
	By:	 	Invesco Senior Secured Management, Inc. as Sub-Adviser
				
		 		 	By:	 	 /s/ Thomas H. B. Ewald

		 		 		 	Name:	 	Thomas H. B. Ewald
		 		 		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
					
	Invesco Van Kampen Senior Income Trust
	 By:
	 	Invesco Senior Secured Management, Inc. as Sub-Adviser
		
	By:	 	 /s/ Thomas H. B. Ewald

		 	Name:	 	Thomas H. B. Ewald
		 	Title:	 	Authorized Signatory


  

					
	Qualcomm Global Trading, Inc.
	 By:
	 	Invesco Senior Secured Management, Inc. As Investment Manager
		
	By:	 	 /s/ Thomas H. B. Ewald

		 	Name:	 	Thomas H. B. Ewald
		 	Title:	 	Authorized Signatory


  

					
	Invesco Van Kampen Senior Loan Fund
	 By:
	 	Invesco Senior Secured Management, Inc. as Sub-Adviser
		
	By:	 	 /s/ Thomas H. B. Ewald

		 	Name:	 	Thomas H. B. Ewald
		 	Title:	 	Authorized Signatory


  

					
	Invesco Funds III - Invesco US Senior Loan Fund, as Lender
	 By:
	 	 Invesco Asset Management S.A
 As Investment Manager 

		
	By:	 	 /s/ Thomas H. B. Ewald

		 	Name:	 	Thomas H. B. Ewald
		 	Title:	 	Authorized Signatory


  

					
	NCM SOLTD 2010-1 LLC, as Lender
		
	By:	 	 /s/ Isabella Velasquez

		 	Name:	 	Isabella Velasquez
		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
					
	NCM SPLP 2010-1 LLC, as Lender
		
	By:	 	 /s/ Isabella Velasquez

		 	Name:	 	Isabella Velasquez
		 	Title:	 	Authorized Signatory


  

					
	AIB Debt Management Limited, as Lender
		
	By:	 	 /s/ Gregory J. Wiske

		 	Name:	 	Gregory J. Wiske
		 	Title:	 	Senior Vice President
		 		 	Investment Advisor to AIB Debt Management, Limited
		
	By:	 	 /s/ Keith Hamilton

		 	Name:	 	Keith Hamilton
		 	Title:	 	Assistant Vice President
		 		 	Investment Advisor to AIB Debt Management, Limited


  

					
	Allied Irish Banks, p.l.c., as Lender
		
	By:	 	 /s/ Gregory J. Wiske

		 	Name:	 	Gregory J. Wiske
		 	Title:	 	Senior Vice President
		
	By:	 	 /s/ Keith Hamilton

		 	Name:	 	Keith Hamilton
		 	Title:	 	Assistant Vice President


  

					
	General Electric Capital Corporation, as Lender
		
	By:	 	 /s/ Rebecca Ford

		 	Name:	 	Rebecca Ford
		 	Title:	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
					
	Casa Holdings II, L.L.C.
		
	By:	 	GS Capital Partners VI Fund, L.P., as Manager
		
	By:	 	GSCP VI Advisors, L.L.C., as General Partner
		
	By:	 	 /s/ Kenneth A. Pontarelli

		 	Name:	 	Kenneth A. Pontarelli
		 	Title:	 	Vice President


  

					
	Fernwood Associates LLC, as Lender
		
	By:	 	 /s/ David B. Forer

		 	Intermarket Corporation
		 	Name:	 	David B. Forer
		 	Title:	 	Managing Director


  

					
	Fernwood Foundation Fund LLC, as Lender
		
	By:	 	 /s/ David B. Forer

		 	Intermarket Corporation
		 	Name:	 	David B. Forer
		 	Title:	 	Managing Director


  

			
	Fernwood Restructurings Limited, as Lender
		
	By:	 	 /s/ David B. Forer

	Name:	 	David B. Forer
	Title:	 	Director


 [Signature Page to Amendment]








 
			
	PUTNAM VARIABLE TRUST – PVT HIGH YIELD FUND
	
	 /s/ Beth Mazor

	By:	 	Beth Mazor
	 Title:
	 	V.P.


  

			
	PUTNAM HIGH YIELD TRUST
	
	 /s/ Beth Mazor

	 By: 
	 	Beth Mazor
	Title:	 	V.P.


 [Signature Page to Amendment]








 
			
	PUTNAM FLOATING RATE INCOME FUND
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


  

			
	PUTNAM HIGH YIELD ADVANTAGE FUND
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


 [Signature Page to Amendment]








 
			
	BOSTON HARBOR CLO 2004-1, Ltd,
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


  

			
	PUTNAM HIGH YIELD TRUST
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


  

			
	PUTNAM DIVERSIFIED INCOME TRUST (CAYMAN) MASTER FUND By The Putnam Advisory Company, LLC
	
	 /s/ Angela Patel

	Name:	 	Angela Patel
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	PUTNAM PREMIER INCOME TRUST
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


  

			
	PUTNAM MASTER INTERMEDIATE INCOME TRUST
	
	 /s/ Beth Mazor

	 By:
	 	Beth Mazor
	Title:	 	V.P.


 [Signature Page to Amendment]








 
	
	PUTNAM DIVERSIFIED INCOME TRUST
	
	 /s/ Beth Mazor

	By: Beth Mazor
	Title: V.P.


  

	
	PUTNAM VARIABLE TRUST - PVT DIVERSIFIED INCOME FUND
	
	 /s/ Beth Mazor

	By: Beth Mazor
	Title: V.P.


  

			
	THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF INTERPOLIS PENSIOENEN GLOBAL HIGH YIELD POOL
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


 [Signature Page to Amendment]








 
			
	PUTNAM FUNDS TRUST,
on behalf of its series, PUTNAM ABSOLUTE RETURN 500 FUND by Putnam Investment Management, LLC
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


  

			
	THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF IG PUTNAM HIGH YIELD INCOME FUND
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


  

			
	THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF STICHTING PENSIOENFONDS VOOR FYSIOTHERAPEUTEN
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


 [Signature Page to Amendment]








 
			
	PUTNAM FUNDS TRUST,
on behalf of its series, PUTNAM ABSOLUTE RETURN 700 FUND
by Putnam Investment Management, LLC
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


  

			
	PUTNAM TOTAL RETURN TRUST
By Putnam Investment Management, LLC
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


  

			
	PUTNAM RETIREMENT ADVANTAGE GAA GROWTH PORTFOLIO
By Putnam Investment Management, LLC
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


 [Signature Page to Amendment]








 
			
	PUTNAM RETIREMENT ADVANTAGE GAA BALANCE PORTFOLIO
By Putnam Investment Management, LLC
	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	VP


  

			
	 ACCT# 2QM- Asset Growth
 PUTNAM INVESTMENT MANAGEMENT LLC,
 on behalf of its series, ASSET ALLOCATION GROWTH by Putnam
Investment Management, LLC

	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	 ACCT# 256- Asset Balance
 PUTNAM ASSET ALLOCATION FUND: BALANCED PORTFOLIO
 By Putnam Investment Management,
LLC

	
	 /s/ Suzanne Deshaies

	Name:	 	Suzanne Deshaies
	Title:	 	Vice President


  

					
	 ACCT#- Asset Conservative
 PUTNAM INVESTMENT MANAGEMENT LLC,
 on behalf of its series, ASSET ALLOCATION
CONSERVATIVE
 by Putnam Investment Management, LLC

		
	By:	 	 /s/ Suzanne Deshaies

		 	Name:	 	Suzanne Deshaies
		 	Title:	 	Vice President


 [Signature Page to
Amendment] 







 
			
	MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO OF MAXIM SERIES FUND by Putnam Investment Management, LLC
	
	 /s/ Kevin Parnell

	Name:	 	Kevin Parnell
	Title:	 	Supervisor


  

					
	 ColumbusNova CLO, LTD. 2007-1
 By: ColumbusNova Credit Investment
 Management LLC as Collateral Manager, as
Lender

		
	By:	 	 /s/ Ken Selle

		 	Name:	 	Ken Selle
		 	Title:	 	Managing Director


  

					
	 Thracia LLC, as Lender

		
	By:	 	 /s/ Dhananjay Pai

		 	Name:	 	Dhananjay Pai
		 	Title:	 	Chief Operating Officer


  

					
	RIDGEWORTH FUNDS – SEIX FLOATING
	RATE HIGH INCOME FUND
	By: Seix Investment Advisors LLC, as Sub-Adviser and as a Lender
	
	ROCHDALE FIXED INCOME OPPORTUNITIES PORTFOLIO
	By: Seix Investment Advisors LLC, as Sub-Adviser and as a Lender
		
	By:	 	 /s/ George Goudelias

		 	Name:	 	George Goudelias
		 	Title:	 	Managing Director


 [Signature Page to
Amendment] 







 
					
	 Pacifica CDO V, as a Lender

		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


  

					
	 Pacifica CDO VI, as a Lender

		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


  

					
	Prospero CLO I BV, as a Lender
		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


  

					
	 PROSPERO CLO II BV, as a Lender

		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


  

					
	Veritas CLO I Ltd, as a Lender
		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


 [Signature Page to
Amendment] 







 
					
	Veritas CLO II Ltd, as a Lender
		
	By:	 	 /s/ Ronald M. Grobeck

		 	Name:	 	Ronald M. Grobeck
		 	Title:	 	Managing Director


  

					
	 GULF STREAM-COMPASS CLO 2007-1 LTD
 By: Gulf Stream Asset Management LLC
 As Collateral Manager

	
	 GULF STREAM-SEXTANT CLO 2007-I LTD, as Lender
 By: Gulf Stream Asset Management LLC
 As Collateral Manager

		
	By:	 	 /s/ Barry Love

		 	Name:	 	Barry Love
		 	Title:	 	Chief Credit Officer


  

					
	 Aberdeen Loan Funding Ltd, as Lender
 By: Highland Capital Management, L.P.,
 As Collateral Manager

By: Strand Advisors, Inc., Its General Partner

		
	By:	 	 /s/ Jason Post

		 	Name:	 	Jason Post
		 	Title:	 	Operations Director


  

					
	 Armstrong Loan Funding, LTD., as Lender
 By: Highland Capital Management, L.P.,
 As Collateral Manager

By: Strand Advisors, Inc., Its General Partner

		
	By:	 	 /s/ Jason Post

		 	Name:	 	Jason Post
		 	Title:	 	Operations Director


 [Signature Page
to Amendment] 







 
					
	 Highland Credit Opportunities CDO Ltd, as Lender
 By: Highland Capital Management, L.P.,
 As Collateral Manager

By: Strand Advisors, Inc.,
 Its General
Partner

		
	By:	 	 /s/ Jason Post

		 	Name:	 	Jason Post
		 	Title:	 	Operations Director


  

					
	 Highland Offshore Partners, L.P., as Lender
 By: Highland Capital Management, L.P., As Collateral Manager
 By: Strand Advisors, Inc., Its
General Partner

		
	By:	 	 /s/ Jason Post

		 	Name:	 	Jason Post
		 	Title:	 	Operations Director


  

					
	 Fidelity Advisor Series I: Fidelity Advisor High
 Income Advantage Fund, as Lender

		
	By:	 	 /s/ Jeffrey Christian

		 	Name:	 	Jeffrey Christian
		 	Title:	 	Deputy Treasurer


  

					
	 Fidelity American High Yield Fund, For: Fidelity
 Investments Canada, Limited, as Trustee of Fidelity
 American High Yield Fund, as
Lender

		
	By:	 	 /s/ Jeffrey Christian

		 	Name:	 	Jeffrey Christian
		 	Title:	 	Deputy Treasurer


 [Signature Page to
Amendment] 







 
					
	 Fidelity Puritan Trust: Fidelity Puritan Fund, as Lender

		
	By:	 	 /s/ Jeffrey Christian

		 	Name:	 	Jeffrey Christian
		 	Title:	 	Deputy Treasurer


  

					
	 Fidelity Canadian Asset Allocation Fund, For: Fidelity

Investments Canada, Limited, as Trustee of Fidelity
 Canadian Asset Allocation Fund, as Lender

		
	By:	 	 /s/ Jeffrey Christian

		 	Name:	 	Jeffrey Christian
		 	Title:	 	Deputy Treasurer


  

					
	 Fidelity Canadian Balanced Fund, For: Fidelity
 Investments Canada, Limited, as Trustee of Fidelity
 Canadian Balanced Fund, as
Lender

		
	By:	 	 /s/ Jeffrey Christian

		 	Name:	 	Jeffrey Christian
		 	Title:	 	Deputy Treasurer


  

					
	 IG Investment Management Ltd., as trustee for IG FI

Canadian Allocation Fund, By: Pyramis Global

Advisors LLC as Authorized Signatory, as Lender

		
	By:	 	 /s/ Lynn M. Farrand

		 	Name:	 	Lynn M. Farrand
		 	Title:	 	Director


 [Signature Page to Amendment]








 
					
	KKR Financial CLO 2007-A, Ltd., as Lender
		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	 KKR Financial CLO 2005-2, Ltd., as Lender

		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	KKR Financial CLO 2005-1, Ltd., as Lender
		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
					
	KKR Financial CLO 2006-1, Ltd., as Lender
		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	Oregon Public Employees Retirement Fund, as Lender
		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	 KKR FI Partners I, L.P., as Lender

		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	 KKR Debt Investors II (2006) (Ireland) L.P., as Lender

		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


 [Signature Page
to Amendment] 







 
					
	 KKR Corporate Credit Partners L.P., as Lender

		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	 Maryland State Retirement and Pension System, as Lender

		
	By:	 	 /s/ Alexandra Ochev

		 	Name:	 	Alexandra Ochev
		 	Title:	 	Authorized Signatory


  

					
	 Western Asset Management Company as Agent and Investment Manager on behalf of John Hancock Fund II Floating Rate Income
Trust, as an Extending First Lien Lender

		
	By:	 	 /s/ Kim Nguyen

		 	Name:	 	Kim Nguyen
		 	Title:	 	Authorized Signatory


  

					
	 Mariner LDC, as Lender

	By:	 	 Mariner Investment Group, as Investment Advisor

		
	By:	 	 /s/ Richard Holahan

		 	Name:	 	Richard Holahan
		 	Title:	 	Authorized Signatory


  

					
	 Caspian Select Credit Master Fund, Ltd., as Lender

	 By:
	 	Mariner Investment Group, as Investment Advisor
		
	By:	 	 /s/ Richard Holahan

		 	 Name:
	 	Richard Holahan
		 	 Title:
	 	Authorized Signatory


 [Signature Page to
Amendment] 







 
					
	 Caspian Capital Partners, L.P., as Lender

	 By:
	 	Mariner Investment Group, as Investment Advisor
		
	By:	 	 /s/ Richard Holahan

		 	Name:	 	Richard Holahan
		 	Title:	 	Authorized Signatory


  

					
	 Caspian Solitude Master Fund, L.P., as Lender

	By:	 	Mariner Investment Group LLC, as Investment Advisor
		
	By:	 	 /s/ Richard Holahan

		 	Name:	 	Richard Holahan
		 	Title:	 	Authorized Signatory


  

					
	 CITIGROUP FINANCIAL PRODUCTS Inc, as Lender

		
	By:	 	 /s/ Scott R. Evan

		 	Name:	 	Scott R. Evan
		 	Title:	 	Authorized Signatory


  

					
	Western Asset Management Company as Agent and Investment Manager on behalf of Western Asset Floating Rate High Income Fund LLC, as Lender
		
	By:	 	 /s/ Kim Nguyen

		 	Name:	 	Kim Nguyen
		 	Title:	 	Authorized Signatory


  

					
	 Castle Hill II-Ingots, Ltd

	By:	 	Sankaty Advisors LLC, as Collateral Manager
		
	By:	 	 /s/ Andrew S. Viens

		 	Name:	 	Andrew S. Viens
		 	Title:	 	Sr. Vice President of Operations


  

					
	 Katonah IV, Ltd. by Sankaty Advisors, LLC as Sub-Advisors

		
	By:	 	 /s/ Andrew S. Viens

		 	Name:	 	Andrew S. Viens
		 	Title:	 	Sr. Vice President of Operations



[Signature Page to Amendment] 







 ANNEX I 
 FORM OF ACKNOWLEDGMENT AND CONFIRMATION 
 1. Reference is made to the First
Amendment, dated as of January 26, 2011 (the “Fifth Amendment”), to the Credit Agreement, dated as of April 10, 2007 (the “Credit Agreement”), among Domus Intermediate Holdings Corp.
(“Holdings”), Realogy Corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A. (“JPMorgan Chase Bank”), as administrative
agent (the “Administrative Agent”), and the other agents from time to time party thereto. 
 2. The Credit
Agreement is being amended pursuant to the First Amendment. Each of the parties hereto hereby agrees, with respect to each Loan Document to which it is a party: 
 (a) all of its obligations, liabilities and indebtedness under such Loan Document shall remain in full force and effect on a continuous basis after giving effect to the First Amendment; and 

(b) all of the Liens and security interests created and arising under such Loan Document remain in full force and effect on a continuous
basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to the First Amendment, as collateral
security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Documents. 
 3. THIS ACKNOWLEDGMENT AND CONFIRMATION SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. 

4. This Acknowledgment and Confirmation may be executed by one or more of the parties hereto on any number of separate counterparts
(including by facsimile or email), and all of said counterparts taken together shall be deemed to constitute one and the same instrument. 
 [rest of page intentionally left blank] 








			
	[LOAN PARTIES]
		
	By:	 	  

		 	Name:
		 	Title:


 [Acknowledgement and
Confirmation]