exv10w1






Exhibit 10.1




EXECUTION VERSION




AMENDMENT NO. 1




          AMENDMENT NO. 1 dated as of January 31, 2011 among The Shaw Group Inc. (the
“Borrower”), the subsidiaries of the Borrower listed on the signature pages hereto as
“Guarantors”, the Lenders listed on the signature pages hereto and BNP Paribas, as administrative
agent (in such capacity, the “Agent”).




          The Borrower, the Guarantors party thereto, the Lenders party thereto and the Agent are
parties to an Amended and Restated Credit Agreement dated as of September 24, 2009 (as amended,
modified and supplemented and in effect from time to time, the “Credit Agreement”),
providing, subject to the terms and conditions thereof, for extensions of credit (by means of loans
and letters of credit) to be made by the Lenders to the Borrower.




          The parties hereto wish to amend the Credit Agreement as hereinafter set forth and accordingly
hereby agree as follows:




          Section 1. Definitions. Except as otherwise defined in this Amendment No. 1, terms
defined in the Credit Agreement are used herein as defined therein.




          Section 2. Amendments. Subject to the satisfaction of the conditions precedent
specified in Section 4 below, but effective as of the date hereof, the Credit Agreement shall be
amended as follows:




          2.01. References Generally. References in the Credit Agreement (including references
to the Credit Agreement as amended hereby) to “this Agreement” (and indirect references such as
“hereunder”, “hereby”, “herein” and “hereof”) shall be deemed to be references to the Credit
Agreement as amended hereby.




          2.02. Publicly Traded Capital Stock. Section 6.10(b) of the Credit Agreement shall be
amended by replacing “$250,000,000” with “$500,000,000”.




          Section 3. Representations and Warranties. The Borrower represents and warrants to
the Lenders that (i) the representations and warranties set forth in Article V of the Credit
Agreement and the representations and warranties by the Borrower and its Domestic Subsidiaries in
each of the other Loan Documents to which they are a party are true and correct on the date hereof
as if made on and as of the date hereof (except to the extent any such representation or warranty
is stated to relate solely to an earlier date, in which case such representation or warranty shall
have been true and correct on and as of such earlier date) and as if each reference in said Article
V to “this Agreement” included reference to this Amendment No. 1 and (ii) on the date hereof, no
Default or Unmatured Default has occurred or is continuing.





 









 








          Section 4. Conditions Precedent. The amendment set forth in Section 2 hereof shall
become effective, as of the date hereof, upon the execution and delivery of counterparts of this
Amendment No. 1 by the Borrower, the Guarantors, the Agent and the Required Lenders (and the
Borrower and each Guarantor, by its execution and delivery of this Amendment No. 1, each hereby
confirms and ratifies all of its respective obligations under the Guaranty, the Security Agreement
and the Subordination Agreement with respect to the amendments effected hereby).




          Section 5. Miscellaneous. Except as herein provided, the Credit Agreement shall
remain unchanged and in full force and effect. This Amendment No. 1 may be executed in any number
of counterparts, all of which taken together shall constitute one and the same amendatory
instrument and any of the parties hereto may execute this Amendment No. 1 by signing any such
counterpart. This Amendment No. 1 shall be governed by, and construed in accordance with, the law
of the State of New York.




[Remainder of page intentionally blank]





 









 








          IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be duly executed
and delivered as of the day and year first above written.




	 	 	 	 	 
	 	THE SHAW GROUP INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Chief
Financial Officer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	GUARANTORS:

LANDBANK PROPERTIES, L.L.C.

By its sole member



The LandBank Group, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Assistant Treasurer 	 
	 



	 	 	 	 	 
	 	ARLINGTON AVENUE E VENTURE, LLC

BENICIA NORTH GATEWAY II, L.L.C.

CAMDEN ROAD VENTURE, LLC

CHIMENTO WETLANDS, L.L.C.

GREAT SOUTHWEST PARKWAY VENTURE, LLC

HL NEWHALL II, L.L.C.

JERNEE MILL ROAD, L.L.C.

KATO ROAD II, L.L.C.

KIP I, L.L.C.

LANDBANK BAKER, L.L.C.

MILLSTONE RIVER WETLAND SERVICES, L.L.C.

NORWOOD VENTURE I, L.L.C.

OTAY MESA VENTURES II, L.L.C.

PLATTSBURG VENTURE, L.L.C.

RARITAN VENTURE I, L.L.C.

WHIPPANY VENTURE I, L.L.C.

By their sole member




LandBank Properties, L.L.C.

by its sole member




The LandBank Group, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Assistant Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	AMERICAN PLASTIC PIPE AND SUPPLY, L.L.C.

LFG SPECIALTIES, L.L.C.

SO-GLEN GAS CO., LLC

By their sole member




EMCON/OWT, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 
	 
	 	SHAW FT. LEONARD WOOD HOUSING, L.L.C.

SHAW BEALE HOUSING, L.L.C.

SHAW HANSCOM HOUSING, L.L.C.

SHAW LITTLE ROCK HOUSING, L.L.C.

SHAW NORTHEAST HOUSING, L.L.C.

SHAW NORTHWEST HOUSING, L.L.C.

By their sole member




Shaw Infrastructure, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	FT. LEONARD WOOD MANAGEMENT COMPANY, L.L.C.

By its sole member




Shaw Ft. Leonard Wood Housing II, L.L.C.

By its sole member




Shaw Ft. Leonard Wood Housing, L.L.C.

By its sole member




Shaw Infrastructure, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Treasurer 	 
	 
	 	SHAW GBB, LLC

SHAW LIQUID SOLUTIONS, LLC

By their sole member




Shaw Environmental & Infrastructure, Inc.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President,
Chief Financial Officer and
Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SHAW GBB INTERNATIONAL, LLC

By its sole member




Shaw GBB, L.L.C.

By its sole member




Shaw Environmental & Infrastructure, Inc.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President,
Chief Financial Officer and
Treasurer 	 
	 
	 	SELS ADMINISTRATIVE SERVICES, L.L.C.

By its sole member




Shaw Environmental Liability Solutions, L.L.C.

By its sole member




Shaw E & I Investment Holdings, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Treasurer 	 
	 
	 	SHAW ENVIRONMENTAL LIABILITY SOLUTIONS, L.L.C.

By its sole member




Shaw E & I Investment Holdings, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	HYDRO POWER SOLUTIONS LLC

By its sole member




Shaw California, L.L.C.

By its sole member




Shaw Environmental, Inc.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President,
Chief Financial Officer and
Treasurer 	 
	 
	 	SHAW CALIFORNIA, L.L.C.

By its sole member




Shaw Environmental, Inc.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President,
Chief Financial Officer and
Treasurer 	 
	 
	 	BADGER TECHNOLOGY HOLDINGS, L.L.C.

By its sole member




Badger Technologies, L.L.C.

By its sole member




Stone & Webster Process Technology, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	President and Treasurer 	 
	 




 











 





	 	 	 	 	 
	 	BADGER TECHNOLOGIES, L.L.C.

By its sole member



Stone & Webster Process Technology, Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	President and Treasurer 	 
	 
	 	NUCLEAR TECHNOLOGY SOLUTIONS, L.L.C.

By its sole member



SC Woods, L.L.C.

By its sole member



Stone & Webster, Inc.

 	 
	 	By:  	/s/ Mark McKain
 	 
	 	 	Name:  	Mark McKain 	 
	 	 	Title:  	Vice President and Secretary 	 
	 
	 	SC WOODS, L.L.C.

INTERNATIONAL CONSULTANTS, L.L.C.

STONE & WEBSTER SERVICES, L.L.C.

By their sole member



Stone & Webster, Inc.

 	 
	 	By:  	/s/ Mark McKain
 	 
	 	 	Name:  	Mark McKain 	 
	 	 	Title:  	Vice President and Secretary 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	STONE & WEBSTER CONSTRUCTION SERVICES, L.L.C.

By its sole member



Stone & Webster Construction, Inc.

 	 
	 	By:  	/s/ Richard Gast
 	 
	 	 	Name:  	Richard Gast 	 
	 	 	Title:  	President, Treasurer and Assistant Secretary 	 
	 
	 	SHAW RIO GRANDE HOLDINGS, L.L.C.

By its sole member



Shaw Rio Grande Valley Fabrication & Manufacturing, L.L.C.

By its sole member



Shaw Power Services, LLC

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and
Treasurer 	 
	 
	 	SHAW RIO GRANDE VALLEY FABRICATION & MANUFACTURING, L.L.C.

By its sole member



Shaw Power Services, LLC

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 



 









 






	 	 	 	 	 
	 	EDS EQUIPMENT COMPANY, LLC

By its sole member



Shaw Transmission & Distribution Services, Inc.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 
	 
	 	GREATER BATON ROUGE ETHANOL, L.L.C.

By its sole member



Shaw Biofuels, L.L.C.

By its sole member



Shaw Capital, Inc.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	Vice President and Treasurer 	 
	 
	 	SHAW BIOFUELS, L.L.C.

By its sole member



Shaw Capital, Inc.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	Vice President and Treasurer 	 



 









 






	 	 	 	 	 
	 	SHAW MEXICO, L.L.C.

By its sole member



Shaw Americas, L.L.C.

By its sole member



The Shaw Group Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Chief
Financial Officer 	 
	 
	 	SHAW AMERICAS, L.L.C.

SHAW JV HOLDINGS, L.L.C.

SHAW POWER SERVICES GROUP, L.L.C.

SHAW REMEDIATION SERVICES, L.L.C.

SHAW SERVICES, L.L.C.

By their sole member



The Shaw Group Inc.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Chief Financial Officer 	 
	 
	 	GFM REAL ESTATE LLC

 	 
	 	By:  	/s/ David L. Bullington
 	 
	 	 	Name:  	David L. Bullington 	 
	 	 	Title:  	Manager and Tax 	 
	 
	 	INTEGRATED SITE SOLUTIONS, L.L.C.

 	 
	 	By:  	/s/ George P. Bevan
 	 
	 	 	Name:  	George P. Bevan 	 
	 	 	Title:  	President and Treasurer 	 
	 



 









 






	 	 	 	 	 
	 	SHAW GLOBAL, L.L.C.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	President and Treasurer 	 
	 




 












 





	 	 	 	 	 
	 	B.F. SHAW, INC.

C.B.P. ENGINEERING CORP.

EMCON/OWT, INC.

ENVIROGEN, INC.

GHG SOLUTIONS, INC.

MWR, INC.

PIKE PROPERTIES I, INC.

PIKE PROPERTIES II, INC.

PROSPECT INDUSTRIES (HOLDINGS), INC.

SHAW ALASKA, INC.

SHAW ALLOY PIPING PRODUCTS, LLC

SHAW APP TUBLINE, INC.

SHAW BENECO, INC.

SHAW CMS, INC.

SHAW COASTAL, INC.

SHAW CONNEX, INC.

SHAW CONSULTANTS INTERNATIONAL, INC.

SHAW E & I INVESTMENT HOLDINGS, INC.

SHAW ENVIRONMENTAL & INFRASTRUCTURE

          INTERNATIONAL, INC.

SHAW ENVIRONMENTAL & INFRASTRUCTURE

          MASSACHUSETTS, INC.

SHAW EUROPE, INC.

SHAW FABRICATION & MANUFACTURING

          INTERNATIONAL, INC.

SHAW FIELD SERVICES, INC.

SHAW GBB MAINTENANCE, INC.

SHAW GRP OF CALIFORNIA

SHAW HOME LOUISIANA, INC.

SHAW INDUSTRIAL SUPPLY CO., INC.

SHAW INFRASTRUCTURE, INC.

SHAW MID STATES PIPE FABRICATING, INC.

SHAW MORGAN CITY TERMINAL, INC.

SHAW NAPTECH, INC.

SHAW POWER SERVICES, LLC

SHAW PROCESS AND INDUSTRIAL GROUP, INC.

SHAW PROCESS FABRICATORS, INC.

SHAW PROJECT SERVICES GROUP, INC.

SHAW SSS FABRICATORS, INC.

SHAW SUNLAND FABRICATORS, LLC

SHAW TULSA FABRICATORS, INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SHAW CAPITAL, INC.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	Vice President and Treasurer 	 
	 



	 	 	 	 	 
	 	SHAW ENERGY & CHEMICALS, INC.

SHAW ENERGY & CHEMICALS

          INTERNATIONAL, INC.

SHAW ENVIRONMENTAL INTERNATIONAL, INC.

SHAW FABRICATORS, INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Executive Vice President and Assistant
Treasurer 	 
	 



	 	 	 	 	 
	 	SHAW ENVIRONMENTAL & INFRASTRUCTURE, INC.

SHAW ENVIRONMENTAL, INC.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President, Chief Financial
Officer and Treasurer 	 
	 



	 	 	 	 	 
	 	SHAW FABRICATION & MANUFACTURING, INC.

 	 
	 	By:  	/s/ David L. Chapman, Sr.
 	 
	 	 	Name:  	David L. Chapman, Sr. 	 
	 	 	Title:  	President 	 
	 
	 	SHAW FACILITIES, INC.

 	 
	 	By:  	/s/ David Kinnison
 	 
	 	 	Name:  	David Kinnison 	 
	 	 	Title:  	President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SHAW GLOBAL ENERGY SERVICES, INC.

SHAW MAINTENANCE, INC.

 	 
	 	By:  	/s/ Margaret E. Carriere
 	 
	 	 	Name:  	Margaret E. Carriere 	 
	 	 	Title:  	Vice President and Secretary 	 
	 
	 	SHAW GLOBAL OFFSHORE SERVICES, INC.

 	 
	 	By:  	/s/ Margaret E. Carriere
 	 
	 	 	Name:  	Margaret E. Carriere 	 
	 	 	Title:  	Vice President and Assistant Secretary 	 
	 
	 	SHAW NC COMPANY, INC.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	Senior Vice President and Treasurer 	 
	 
	 	SHAW NORTH CAROLINA, INC.

STONE & WEBSTER, INC.

STONE & WEBSTER INTERNATIONAL, INC.

 	 
	 	By:  	/s/ Mark McKain
 	 
	 	 	Name:  	Mark McKain 	 
	 	 	Title:  	Vice President and Secretary 	 
	 
	 	SHAW NUCLEAR SERVICES, INC.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	Senior Vice President, Treasurer and Chief
Financial Officer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SHAW POWER, INC

SHAW POWER DELIVERY SYSTEMS, INC.

SHAW POWER INTERNATION, INC.

SHAW TRANSMISSION & DISTRIBUTION

          SERVICES, INC.

SHAW TRANSMISSION & DISTRIBUTION

          SERVICES INTERNATIONAL, INC.

STONE & WEBSTER ASIA, INC.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 
	 
	 	SHAW STONE & WEBSTER PUERTO RICO, INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	Vice President and Treasurer 	 
	 
	 	STONE & WEBSTER CONSTRUCTION, INC.

 	 
	 	By:  	/s/ Richard Gast
 	 
	 	 	Name:  	Richard Gast 	 
	 	 	Title:  	President, Treasurer and Assistant Secretary 	 
	 
	 	STONE & WEBSTER HOLDING ONE, INC.

STONE & WEBSTER HOLDING TWO, INC.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	Vice President and Secretary 	 
	 
	 	STONE & WEBSTER MASSACHUSETTS, INC.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	Senior Vice President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	STONE & WEBSTER MICHIGAN, INC.

 	 
	 	By:  	/s/ Gene R. Tilton, P.E.
 	 
	 	 	Name:  	Gene R. Tilton, P.E. 	 
	 	 	Title:  	Vice President and Secretary 	 
	 
	 	STONE & WEBSTER PROCESS TECHNOLOGY, INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	President and Treasurer 	 
	 
	 	THE LANDBANK GROUP INC.

 	 
	 	By:  	/s/ Michael H. Dillman
 	 
	 	 	Name:  	Michael H. Dillman 	 
	 	 	Title:  	Executive Vice President and Treasurer 	 
	 
	 	FIELD SERVICES, INC.

SHAW INTERNATIONAL, INC.

SHAW INTERNATIONAL MANAGEMENT 

SERVICES TWO, INC.

SHAW PROPERTY HOLDINGS, INC.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	President and Treasurer 	 
	 
	 	SHAW INTELLECTUAL PROPERTY HOLDINGS, INC.

SHAW INTERNATIONAL MANAGEMENT

          SERVICES ONE, INC.

 	 
	 	By:  	/s/ Brian K. Ferraioli
 	 
	 	 	Name:  	Brian K. Ferraioli 	 
	 	 	Title:  	President and Treasurer 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SHAW MANAGED SERVICES, LLC

 	 
	 	By:  	/s/ David Bullington
 	 
	 	 	Name:  	David Bullington 	 
	 	 	Title:  	Vice President, Taxation 	 
	 
	 	SHAW CAPITAL (NEVADA), INC.

SHAW MANAGEMENT SERVICES ONE, INC.

 	 
	 	By:  	/s/ Craig Pierce
 	 
	 	 	Name:  	Craig Pierce 	 
	 	 	Title:  	Vice President and Treasurer 	 
	 
	 	STONE & WEBSTER INTERNATIONAL

          HOLDINGS, INC.

 	 
	 	By:  	/s/ David L. Bullington
 	 
	 	 	Name:  	David L. Bullington 	 
	 	 	Title:  	Vice President, Taxation 	 
	 
	 	SHAW ENERGY SERVICES, INC.

 	 
	 	By:  	/s/ Richard W. Shimota
 	 
	 	 	Name:  	Richard W. Shimota 	 
	 	 	Title:  	President and Treasurer 	 
	 
	 	SHAW CONSTRUCTORS, INC.

 	 
	 	By:  	/s/ Margaret Carriere
 	 
	 	 	Name:  	Margaret Carriere 	 
	 	 	Title:  	Vice President and Assistant Secretary 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	AGENT:



BNP PARIBAS, as Agent

 	 
	 	By:  	           /s/ John Treadwell, Jr.
 	 
	 	 	Name:  	               John Treadwell, Jr. 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 	By:  	                      /s/ Brendan Heneghan
 	 
	 	 	Name:  	               Brendan Heneghan 	 
	 	 	Title:  	Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Compass Bank

 	 
	 	By:  	           /s/ Payton K. Swope
 	 
	 	 	Name:  	               Payton K. Swope 	 
	 	 	Title:  	Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Bank of America, N.A.

 	 
	 	By:  	       /s/ Mathew Griesbach
 	 
	 	 	Name:  	          Mathew Griesbach 	 
	 	 	Title:  	Director 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	BMO Capital Markets Financing, Inc.

 	 
	 	By:  	       /s/ John Armstrong
 	 
	 	 	Name:  	         John Armstrong 	 
	 	 	Title:  	Director 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	BSBC Bank USA, N.A.

 	 
	 	By:  	       /s/ Santiago Riviere
 	 
	 	 	Name:  	          Santiago Riviere 	 
	 	 	Title:  	Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	REGIONS BANK

 	 
	 	By:  	       /s/ Anita L. Coyle
 	 
	 	 	Name:  	         Anita L. Coyle 	 
	 	 	Title:  	Senior Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	THE BANK OF NOVA SCOTIA

 	 
	 	By:  	       /s/ Paula J. Czach
 	 
	 	 	Name:  	         Paula J. Czach 	 
	 	 	Title:  	Managing Director 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	WELLS FARGO BANK, N.A.

 	 
	 	By:  	       /s/ Eric Montgomery
 	 
	 	 	Name:  	         Eric Montgomery 	 
	 	 	Title:  	Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH

 	 
	 	By:  	       /s/ Shaheen Malik
 	 
	 	 	Name:  	               Shaheen Malik 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 	By:  	          /s/ Kevin Buddhdew
 	 
	 	 	Name:  	               Kevin Buddhdew 	 
	 	 	Title:  	Associate 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	SunTrust Bank

 	 
	 	By:  	       /s/ Baerbel Freudenthaler
 	 
	 	 	Name:  	               Baerbel Freudenthaler 	 
	 	 	Title:  	Director 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Natixis

 	 
	 	By:  	       /s/ Nicolas Regent
 	 
	 	 	Name:  	               Nicolas Regent 	 
	 	 	Title:  	Director 	 
	 
	 	 	 
	 	By:  	          /s/ P. Van Tulgler
 	 
	 	 	Name:  	P. Van Tulgler 	 
	 	 	Title:  	M.D. 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	UBS Loan Finance LLC

 	 
	 	By:  	       /s/ Irja R. Otsa
 	 
	 	 	Name:  	           Irja R. Otsa 	 
	 	 	Title:  	AssociateDirector 	 
	 
	 	 	 
	 	By:  	             /s/ Mary E. Evans
 	 
	 	 	Name:  	Mary E. Evans 	 
	 	 	Title:  	Associate Director 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	KEYBANK NATIONAL ASSOCIATION

 	 
	 	By:  	       /s/ Frank J. Jancar
 	 
	 	 	Name:  	         Frank J. Jancar 	 
	 	 	Title:  	Vice President 	 



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	MORGAN STANLEY BANK, N.A.

 	 
	 	By:  	       /s/ Susan Saxe
 	 
	 	 	Name:  	           Susan Saxe 	 
	 	 	Title:  	Authorized Signatory 	 
	 




 












 





	 	 	 	 	 
	 	Amergy Bank, N.A.

 	 
	 	By:  	/s/ Kenyatta B. Gibbs
 	 
	 	 	Kenyatta B. Gibbs 	 
	 	 	Vice President 	 
	 




 









 





	 	 	 	 	 
	 	FIFTH THIRD BANK, an Ohio banking
Corporation (successor by merger with Fifth
Third Bank, N.A.)

 	 
	 	By:  	      /s/ Justin P. Fontenot
 	 
	 	 	Name:  	               Justin P. Fontenot 	 
	 	 	Title:  	Vice President 	 
	 




 









 





	 	 	 	 	 
	 	THE SUMITOMO MITSUI BANKING
CORPORATION

 	 
	 	By:  	/s/ William M. Ginn
 	 
	 	 	William M. Ginn 	 
	 	 	Executive Officer 	 
	 




 









 





	 	 	 	 	 
	 	United Overseas Bank Ltd, New York Agency

 	 
	 	By:  	      /s/ K Jin Koh
 	 
	 	 	Name:  	           K Jin Koh 	 
	 	 	Title:  	Senior Vice President & General Manager 	 
	 
	 	 	 
	 	By:  	   /s/ Mario Sheng
 	 
	 	 	Name:  	Mario Sheng 	 
	 	 	Title:  	Assistant Vice President 	 
	 




 









 





	 	 	 	 	 
	 	ARAB BANKING CORPORATION BSC,

as Lender

 	 
	 	By:  	      /s/ Robert Ivosevich
 	 
	 	 	Name:  	              Robert Ivosevich 	 
	 	 	Title:  	General Manager 	 
	 
	 	 	 
	 	By:  	            /s/ Tony G. Berbari
 	 
	 	 	Name:  	Tony G. Berbari 	 
	 	 	Title:  	Vice President 	 
	 




 









 





	 	 	 	 	 
	 	THE GOVERNOR AND COMPANY OF THE
BANK OF IRELAND

 	 
	 	By:  	      /s/ Edward A. Boyle
 	 
	 	 	Name:  	              Edward A. Boyle 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	 	 
	 	By:  	          /s/ Louis F. Dougherty
 	 
	 	 	Name:  	Louis F. Dougherty 	 
	 	 	Title:  	Vice President 	 
	 




 









 





	 	 	 	 	 
	 	[LENDER] PREFERRED BANK

 	 
	 	By:  	      /s/ Louis Couto
 	 
	 	 	Name:  	            Louis Couto 	 
	 	 	Title:  	Executive Vice President