exv10w1






EXHIBIT 10.1

EXECUTION COPY




AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT




          AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 18, 2008 (this
“Amendment”) among CRICKET COMMUNICATIONS, INC., a Delaware corporation (the “Borrower”), LEAP
WIRELESS INTERNATIONAL, INC., a Delaware corporation (“Holdings”), the banks, financial
institutions and other institutional lenders parties to the Credit Agreement referred to below
(collectively, the “Lenders”) and Bank of America, N.A., as administrative agent (the
“Administrative Agent”) for the Lenders.




          PRELIMINARY STATEMENTS:





          1. Holdings, the Borrower, the Lenders and the Administrative Agent have entered into an
Amended and Restated Credit Agreement dated as of June 16, 2006 (as amended by Amendment No. 1
thereto dated as of March 15, 2007 and Amendment No. 2 thereto dated as of November 20, 2007,
the “Credit Agreement”). Capitalized terms not otherwise defined in this Amendment have the
same meanings as specified in the Credit Agreement.




          2. The Borrower has requested that the Lenders amend the Credit Agreement (w) to resize and
amend certain baskets and exclusions to reflect the growth in the Loan Parties’ business and
their ongoing business expansion activities, (x) to permit the Borrower and Holdings to incur
additional Permitted Unsecured Debt, (y) to permit Holdings to issue Qualified Preferred Stock
and (z) to make certain other amendments to the Credit Agreement as set forth below.




          3. The Lenders have agreed, subject to the terms and conditions hereinafter set forth, to
amend the Credit Agreement as set forth below.



          NOW, THEREFORE, in consideration of the premises and for other good and valuable
consideration, the sufficiency and receipt of all of which is hereby acknowledged, the parties
hereto hereby agree as follows:




          SECTION 1. Amendments to Credit Agreement. Upon, and subject to, the satisfaction of
the conditions precedent set forth in Section 2 below, the Credit Agreement is hereby
amended as follows:




          (a) Section 1.01 of the Credit Agreement is amended by amending and restating in full
clause (a) of the definition of “Applicable Rate” to read as follows:





          “(a) in respect of the Term B1 Facility, (i) 3.50% per annum for Eurodollar Rate Loans,
and (ii) 2.50% per annum for Base Rate Loans, in each case as the same may be increased
pursuant to Section 2.13(g), and”



          (b) Section 1.01 of the Credit Agreement is further amended by amending and restating
in full the table in clause (b) of the definition of “Applicable Rate” to read as follows:










 



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	Applicable Rate
	 	 	Consolidated Senior	 	Eurodollar Rate +	 	 
	Pricing Level	 	Secured Leverage Ratio	 	Letters of Credit	 	Base Rate
	1
	 	<2.50:1	 	3.25%	 	2.25%
	2
	 	32.50:1 but <3.00:1	 	3.50%	 	2.50%
	3
	 	33.00:1 but <3.50:1	 	3.75%	 	2.75%
	4
	 	33.50:1	 	4.00%	 	3.00%






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





          (i) clause (e) of the definition of “Change of Control” is amended by substituting for
the phrase “or Permitted Bridge Debt” where it occurs therein the phrase “, Permitted Bridge
Debt or Qualified Preferred Stock”;




          (ii) clause (a) of the definition of “Consolidated EBITDA” is amended by (w)
substituting a comma for the word “and” where it appears at the end of clause (viii)
thereof, (x) substituting for the date: “May 31, 2010” the date: “ December 31, 2011” where
it appears in clause (ix) thereof, (y) substituting for the amount: “$75,000,000” the
amount: “$100,000,000” where it appears in clause (ix) thereof and (z) inserting after the
end of clause (ix) thereof the phrase: “and (x) for purposes of calculating the Consolidated
Fixed Charge Coverage Ratio only, for any Measurement Period ending on or prior to December
31, 2009, of not more than $125,000,000 of additional operating losses (determined in
accordance with GAAP) incurred during such Measurement Period in markets that at the time of
such loss either were not yet in commercial operation or had been in commercial operation
for one year or less (but only to the extent of losses incurred prior to or within one year
after commercial launch of the relevant market)”;




          (iii) clause (a)(ii) of the definition of “Consolidated Fixed Charge Coverage Ratio” is
amended by (x) substituting a comma for the word “and” where it appears at the end of
sub-clause (A) thereof and (y) inserting after the end of sub-clause (B) thereof the phrase:
“to the extent such Capital Expenditures are incurred during the applicable Measurement
Period and (C) for any Measurement Period ending on or prior to December 31, 2009, Capital
Expenditures in an aggregate amount not to exceed $125,000,000 made directly and only in
connection with the expansion of network coverage, capability and capacity in operating
markets in existence as of December 31, 2007”;




          (iv) the definition of “Contractual Obligation” is amended by inserting the phrase:
“(whether contained in the certificate of designations, articles of incorporation or
otherwise)” immediately after the phrase: “any provision of any security issued by such
Person”.




          (v) the definition of “LIBO Rate” is amended by inserting the phrase: “, the greater of
(x) 3.00% per annum and (y) a rate per annum determined as follows:”









 



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immediately after the
phrase: “means, for such Interest Period” where it appears in the definition of “Eurodollar
Rate”;




          (vi) paragraph (g) of the definition of “Indebtedness” is amended and restated in full
as follows:



          “(g) all obligations of such Person to purchase, redeem, retire, defease or
otherwise make any payment, in each case prior to the date that is 180 days after the
Maturity Date in respect of, or prior to any other payment required by, the Term B1
Facility (except as contemplated by the definition of Qualified Preferred Stock), in
respect of (i) any Equity Interest in such Person or any other Person or (ii) any
warrant, right or option to acquire such Equity Interest, excluding in each case any
such obligations to the extent that such obligations by their terms permit
satisfaction in full in common Equity Interests or Qualified Preferred Stock (or any
combination thereof) of Holdings (including Permitted Equity Forwards), valued, in the
case of a redeemable preferred interest, at the greater of its voluntary or
involuntary liquidation preference plus accrued and unpaid cash dividends,
and, for purposes of the definition of “Permitted Unsecured Debt” or “Permitted Bridge
Debt,” if applicable, with a deemed maturity date, in the case of a redeemable
preferred interest, of the specified mandatory redemption date for such redeemable
preferred interest; and”





          (vii) the definition of “Qualified Preferred Stock” is amended and restated in its
entirety to read as follows:




“Qualified Preferred Stock” means preferred stock (including convertible preferred
stock) of Holdings that (a) has no mandatory redemption feature exercisable on a
date earlier than 180 days after the Maturity Date in respect of, or prior to any
other payment required by, the Term B1 Facility (other than mandatory redemption
provisions with respect to a change of control on terms no more restrictive than
customary terms for preferred stock (including, if such preferred stock is
convertible, convertible preferred stock)), (b) has no requirements for the payment
in cash of dividends or other distributions on a date earlier than 180 days after
the Maturity Date in respect of, or prior to any other payment required by, the Term
B1 Facility and (c) contains covenants, if any, no more restrictive, taken as a
whole and in all material respects, than those customarily found in a preferred
stock (including, if such preferred stock is convertible, convertible preferred
stock) offering.”




          (viii) the definition of “Repricing Transaction” is amended by inserting the phrase: “,
or repricing of,” after the phrase: “new or additional” where such phrase appears in the
second and third lines thereof.



          (d) Section 2.08(b)(iii) is amended and restated in full as follows:





          “(iii) If prior to June 18, 2010, the Borrower (A) makes any prepayment of any Term B1
Loans (x) pursuant to Section 2.04(a), (b)(i), (b)(ii), (b)(iii) or (b)(v) or (y) in









 



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connection with any Repricing Transaction or (B) makes any repayment of any Term B1 Loans
upon any acceleration pursuant to Section 8.02, then the Borrower shall pay to the
Administrative Agent, for the ratable account of the Term B1 Lenders, a prepayment or
repayment, as applicable, premium in an amount equal to (A) 2.00% of the principal amount
prepaid or repaid, as applicable, if such prepayment or repayment occurs prior to June 18,
2009, or (B) 1.00% of the principal amount prepaid or repaid, as applicable, if such
prepayment or repayment occurs on or after June 18, 2009 but prior to June 18, 2010.”



          (e) Section 2.13(a) is amended by inserting the phrase: “by an amount (for all such requests)
not exceeding $400,000,000” immediately after the phrase: “request an increase in the Term B1 or
Revolving Credit Commitments”.




          (f) Section 2.13(d) is amended by (i) inserting after the phrase: “Term B1 Commitments shall
amortize” where it appears in the eighth line thereof the phrase: “not less than” and (ii)
substituting for the phrase: “Maturity Date” where it appears in the ninth line thereof the phrase:
“maturity date of such Incremental Facility”.




          (g) Section 2.13(g) is amended and restated in full as follows:





          “(g) Pricing Parity. In the event that any Loans made under any Incremental
Facility have, at the Increase Effective Date, an effective interest rate margin or weighted
average yield (to be determined by the Administrative Agent consistent with generally
accepted financial practice, after giving effect to, among other factors, call protection,
margins, interest rate floors, upfront or similar fees or original issue discount shared
with all lenders or holders thereof, but excluding the effect of any arrangement,
structuring, syndication or other fees payable in connection therewith that are not shared
with all lenders or holders thereof (based on an assumed three-year average life to maturity
or, if lesser, the remaining life to maturity of the Term B1 Loans or the Revolving Credit
Loans, as applicable)) that is higher than the Applicable Rate for (i) if such Incremental
Facility consists of Term B1 Commitments, the Term B1 Loans or (ii) if such Incremental
Facility consists of Revolving Credit Commitments, the Revolving Credit Loans, then the
Applicable Rate in respect of Loans under the Term B1 Facility or the Revolving Credit
Facility, as applicable, immediately prior to the Increase Effective Date for the applicable
Incremental Facility shall be automatically increased to a rate equal to the greater of the
effective interest rate margin or weighted average yield, as applicable, in respect of such
Incremental Facility.”



          (h) Section 7.01(i) is amended by substituting for the amount: “$150,000,000” the amount:
“$250,000,000”.




          (i) Section 7.01(p) is amended by substituting for the amount: “$15,000,000” the amount:
“$30,000,000”.




          (j) Section 7.02(a)(i)(C) is amended by substituting for the amount: “$1,200,000,000” the
phrase: “$1,650,000,000 plus the sum of all cash proceeds of capital









 



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contributions to and
issuances or sales of common Equity Interests (excluding convertible debt securities) received
after June 18, 2008 up to a maximum of $200,000,000 in the aggregate”.



          (k) Section 7.02(a)(ii)(D) is amended by substituting for the amount: “$150,000,000” the
amount: “$250,000,000”.




          (l) Section 7.02(a)(ii)(I) is amended by substituting for the amount: “$15,000,000” the
amount: “$30,000,000”.




          (m) Section 7.06(a) is amended by inserting the phrase: “, or the incurrence of any obligation
(contingent or otherwise) to declare or make,” immediately after the phrase: “the declaration or
making of” where it appears in the tenth line thereof.




          (n) Section 7.06(b) is amended by substituting for the phrase: “other than common equity of
Holdings” where it appears in the fifth line thereof the phrase “other than common Equity Interests
of Holdings”.




          (o) Section 8.01(e)(i)(B) is amended by inserting the phrase “(including breach of a
representation or warranty contained in an agreement, or failure to observe or perform any term of
any stock or security)” immediately after the phrase: “fails to observe or perform any other
agreement”.




          SECTION
2. Conditions of Effectiveness. This Amendment and the amendments to the Credit
Agreement set forth herein shall become effective on the date (the “Third Amendment Effective
Date”) on which the Administrative Agent (or, in the case of clause (c)(i)(x) below, GSCP) shall
have received the following:




          (a) counterparts of this Amendment executed by the Borrower, Holdings, and the Required
Lenders or, as to any of the Lenders, advice satisfactory to the Administrative Agent that such
Lender has executed this Amendment;




          (b) (i) the consent attached hereto executed by each Subsidiary Guarantor and (ii) evidence
reasonably satisfactory to the Administrative Agent that each Loan Party has taken all corporate
action necessary to authorize the execution and delivery of this Amendment; and




          (c) (i) such fees, if any, as have been separately agreed in writing between (x) GSCP and the
Borrower and (y) the Administrative Agent and the Borrower, (ii) the reasonable accrued fees and
expenses of counsel to the Administrative Agent and (iii) for the account of each Lender that
executes and delivers a counterpart of this Amendment on or before 5:00 P.M. (New York City time)
on June 18, 2008, a fee equal to 50 bps on the aggregate principal amount of such Lender’s
Commitments and Loans under the Credit Agreement.




          The effectiveness of this Amendment is conditioned upon the accuracy of the factual matters
described herein. This Amendment is subject to the provisions of Section 10.01 of the
Credit Agreement.










 



6




          SECTION 3. Representations and Warranties. Each of Holdings and the Borrower
represents and warrants as follows:




          (a) The representations and warranties of the Borrower and each other Loan Party contained in
each of Loan Documents, or which are contained in any document furnished at any time under or in
connection herewith or therewith, are true and correct in all material respects on and as of the
Third Amendment Effective Date, except to the extent that such representations and warranties
specifically refer to an earlier date, in which case they shall be true and correct in all material
respects as of such earlier date; and




          (b) No Default exists as of, or would result from the occurrence of, the Third Amendment
Effective Date.




          SECTION 4. Reference to and Effect on the Credit Agreement and the Loan Documents.




          (a) On and after the effectiveness of this Amendment, each reference in the Credit Agreement
to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit
Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit
Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement,
shall mean and be a reference to the Credit Agreement, as amended by this Amendment.




          (b) The Credit Agreement, the Notes and each of the other Loan Documents, as specifically
amended by this Amendment (and as contemplated to be amended, modified, supplemented, restated,
substituted or replaced by this Amendment) are and shall continue to be in full force and effect
and is hereby in all respects ratified and confirmed. Without limiting the generality of the
foregoing, the Collateral Documents and all of the Collateral described therein do and shall
continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, in
each case, as amended by this Amendment.




          (c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly
provided herein, 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
any of the Loan Documents. On and after the effectiveness of this Amendment, this Amendment shall
for all purposes constitute a Loan Document.




          SECTION 5. Costs and Expenses. The Borrower agrees that all costs and expenses of the
Administrative Agent in connection with the preparation, execution, delivery and administration,
modification and amendment of this Amendment and the other instruments and documents to be delivered hereunder
or in connection herewith (including, without limitation, the reasonable fees and expenses of
counsel for the Administrative Agent), are costs and expenses that the Borrower is required to pay
or reimburse pursuant to Section 10.04 of the Credit Agreement.




          SECTION 6. Execution in Counterparts. This Amendment may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of which when so
executed shall be deemed to be an original and all of which taken together shall










 



7




constitute but one
and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment
by telecopier shall be effective as delivery of a manually executed counterpart of this Amendment.



          SECTION 7. Governing Law. This Amendment shall be governed by, and construed in
accordance with, the laws of the State of New York.




          [The remainder of this page is intentionally left blank]










 



 




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




	 	 	 	 	 
	 	CRICKET COMMUNICATIONS, INC.

 	 
	 	By  	/s/ S. DOUGLAS HUTCHESON
 	 
	 	 	Name:  	S. Douglas Hutcheson 	 
	 	 	Title:  	CEO 	 
	 
	 	LEAP WIRELESS INTERNATIONAL, INC.

 	 
	 	By  	/s/ S. DOUGLAS HUTCHESON
 	 
	 	 	Name:  	S. Douglas Hutcheson 	 
	 	 	Title:  	CEO 	 
	 
	 	BANK OF AMERICA, N.A.,

as Administrative Agent, as Lender

 	 
	 	By  	/s/ TODD SHIPLEY
 	 
	 	 	Name:  	Todd Shipley 	 
	 	 	Title:  	Senior Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	Other Lenders:



PACIFIC SELECT FUND — HIGH YIELD BOND PORTFOLIO

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



as Lender

 	 
	 	By  	/s/ Michael Marzouk
 	 
	 	 	Name:  	Michael Marzouk 	 
	 	 	Title:  	Associate Director 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	Export Development Canada

as Lender

 	 
	 	By  	/s/ Peter Johnston
 	 
	 	 	Name:  	Peter Johnston 	 
	 	 	Title:  	Loan Portfolio Mgr 	 
	 
	 	 	 
	 	By  	                                    /s/ Kevin Skilliter
 	 
	 	 	Name:  	Kevin Skilliter 	 
	 	 	Title:  	Sr Asset Manager 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	WB Loan Funding 5, LLC

as Lender

 	 
	 	By  	/s/ Heather M. Jousma
 	 
	 	 	Name:  	Heather M. Jousma 	 
	 	 	Title:  	Authorized Signatory 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	WB Loan Funding 2, LLC

as Lender

 	 
	 	By  	/s/ Heather M. Jousma
 	 
	 	 	Name:  	Heather M. Jousma 	 
	 	 	Title:  	Authorized Signatory 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral
Manager for AVERY POINT CLO.
LTD., as Term Lender



as Lender

 	 
	 	By  	
/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer 

Assistant Secretary 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral
Manager for Castle Hill I — INGOTS, Ltd.,
as Term Lender



as Lender

 	 
	 	By  	
/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer 

Assistant Secretary 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]











 



 



	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral
Manager for Castle Hill II — INGOTS, Ltd.
as Term Lender



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer

 Assistant Secretary 	 
	 




[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral
Manager for Castle Hill III CLO,
Limited, as Term Lender



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 





	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral
Manager for Loan Funding XI LLC,
As Term Lender



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Chatham Light II CLO, Limited, by Sankaty
 Advisors LLC, as Collateral Manager



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 





	 	 	 	 	 
	 	Katonah III, Ltd. By Sankaty Advisors LLC as
 Sub-Advisors



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 





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



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral Manager for
 Race Point CLO, Limited, as Term Lender



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Sankaty Advisors, LLC as Collateral Manager for
 Race Point II CLO, Limited, as Term Lender



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Sankaty High Yield Partners II, L.P.



as Lender

 	 
	 	By  	/s/ Alan K. Halfenger
 	 
	 	 	Name:  	Alan K. Halfenger 	 
	 	 	Title:  	Chief Compliance Officer
Assistant Secretary 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Grand Horn CLO Ltd., as Lender

By: Seix Investment Advisors LLC, as Collateral Manager



Mountain View CLO II Ltd., as Lender

By: Seix Investment Advisors LLC, as Collateral Manager



Ridgeworth Funds — Seix Floating Rate High

Income Fund, as Lender

By: Seix Investment Advisors LLC, as Subadvisor

 	 
	 	By  	/s/ George Goudelias
 	 
	 	 	Name:  	George Goudelias 	 
	 	 	Title:  	Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	ColumbusNova CLO Ltd. 2007-I



as Lender

 	 
	 	By  	/s/ Tom Bohren
 	 
	 	 	Name:  	Tom Bohren 	 
	 	 	Title:  	Sr. Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 





	 	 	 	 	 
	 	ColumbusNova CLO Ltd. 2006-II



as Lender

 	 
	 	By  	/s/ Tom Bohren
 	 
	 	 	Name:  	Tom Bohren 	 
	 	 	Title:  	Sr. Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Grand Central Asset Trust, PFV Series



as Lender

 	 
	 	By  	/s/ Molly Walter
 	 
	 	 	Name:  	Molly Walter 	 
	 	 	Title:  	Attorney-In-Fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	J.P. Morgan Whitefriars Inc., as Lender

 	 
	 	By  	/s/ Virginia Conway
 	 
	 	 	Name:  	Virginia Conway 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Nuveen Multi-Strategy Income Fund

By: Symphony Asset Management LLC

as Lender

 	 
	 	By  	/s/ Lenny Mason
 	 
	 	 	Name:  	Lenny Mason 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	ARKANSAS PUBLIC EMPLOYEES RETIREMENT SYSTEM

By: MacKay Shields LLC

as Investment Adviser and not individually

 	 
	 	By  	/s/ Dan Roberts
 	 
	 	 	Name:  	Dan Roberts 	 
	 	 	Title:  	Sr. Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Houston Police Officers’ Pension System

By: MacKay Shields LLC

as Investment Adviser and not individually

 	 
	 	By  	/s/ Dan Roberts
 	 
	 	 	Name:  	Dan Roberts 	 
	 	 	Title:  	Sr. Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	New York Life Insurance Company, GP — Portable Alpha

By: MacKay Shields LLC

as Investment Adviser and not individually

 	 
	 	By  	/s/ Dan Roberts
 	 
	 	 	Name:  	Dan Roberts 	 
	 	 	Title:  	Sr. Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	New York Life Insurance Company (Guaranteed Products)

By:  MacKay Shields LLC
As Investment Adviser and not individually

 	 
	 	By  	/s/ Dan Roberts
 	 
	 	 	Name:  	Dan Roberts 	 
	 	 	Title:  	Sr. Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	MACKAY SHORT DURATION ALPHA FUND

By:  MacKay Shields LLC
as Investment Adviser and not individually

 	 
	 	By  	/s/ Dan Roberts
 	 
	 	 	Name:  	Dan Roberts 	 
	 	 	Title:  	Sr. Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Scottwood Master LTD.



as Lender

 	 
	 	By  	/s/ Brian Goldenberg
 	 
	 	 	Name:  	Brian Goldenberg 	 
	 	 	Title:  	CFO 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Symphony CLO I

By:  Symphony Asset Management LLC
as Lender

 	 
	 	By  	/s/ Lenny Mason
 	 
	 	 	Name:  	Lenny Mason 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Symphony CLO II

By:  Symphony Asset Management LLC
as Lender

 	 
	 	By  	/s/ Lenny Mason
 	 
	 	 	Name:  	Lenny Mason 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Symphony CLO IV

By:  Symphony Asset Management LLC
as Lender

 	 
	 	By  	/s/ Lenny Mason
 	 
	 	 	Name:  	Lenny Mason 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Symphony CLO V

By:  Symphony Asset Management LLC
as Lender

 	 
	 	By  	/s/ Lenny Mason
 	 
	 	 	Name:  	Lenny Mason 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Canpartners Investments IV, LLC,



as Lender

 	 
	 	By  	/s/ illegible
 	 
	 	 	Name:  	illegible 	 
	 	 	Title:  	Authorized Signatory
	 
	 	By:  Canpartners Investments IV, LLC, a 
California limited liability company
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Primus CLO I and Primus CLO 2


as Lender

 	 
	 	By  	/s/ Don Young
 	 
	 	 	Name:  	Don Young 	 
	 	 	Title:  	Sr. PM 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	OAK HILL SECURITIES FUND, L.P.,
as Lender



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



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

 	 
	 	By  	/s/ Scott D. Krase
 	 
	 	 	Name:  	Scott D. Krase 	 
	 	 	Title:  	Vice President 	 
	 
	 	OAK HILL SECURITIES FUND, II L.P.,

as Lender



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



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

 	 
	 	By  	/s/ Scott D. Krase
 	 
	 	 	Name:  	Scott D. Krase 	 
	 	 	Title:  	Vice President 	 
	 
	 	OAK HILL CREDIT OPPORTUNITIES FINANCING, LTD., as Lender

 	 
	 	By  	/s/ Scott D. Krase
 	 
	 	 	Name:  	Scott D. Krase 	 
	 	 	Title:  	Authorized Person 	 
	 
	 	CRP V, as Lender



By:  Oak Hill Advisors, L.P.
As Portfolio Manager

 	 
	 	By  	/s/ Scott D. Krase
 	 
	 	 	Name:  	Scott D. Krase 	 
	 	 	Title:  	Authorized Person 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	RiverSource Strategic Allocation Series, Inc. — 
 RiverSource Strategic Income Allocation Fund



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Assistant Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Centurion CDO VI, Ltd.



By:  RiverSource Investments, LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Centurion CDO VII, Ltd.

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Centurion CDO 8, Limited

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Centurion CDO 9, Ltd.

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Cent CDO 10, Ltd.

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of
Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Cent CDO XI, Limited

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Cent CDO 12 Limited

By:  RiverSource Investments,

LLC as Collateral Manager



as Lender

 	 
	 	By  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	ING Investment Management CLO III, LTD.

	 	ING International (II) — Senior Bank
Loans USD
	 	 
	 
	By: ING Alternative Asset Management LLC, 

as its investment manager

	 	By: ING Investment Management Co.


as its investment manager	 	 
	 
	 	 	 	 
	/s/ Jason Esplin

	 	/s/ Jason Esplin	 	 
	 

	 	 	 	 
	Name: Jason Esplin

	 	Name: Jason Esplin	 	 
	Title:  Assistant Vice President

	 	Title:  Assistant Vice President	 	 
	 
	 	 	 	 
	ING INVESTMENT MANAGEMENT CLO V, LTD.

	 	ING SENIOR INCOME FUND	 	 
	By: ING Alternative Asset Management LLC, 

as its investment advisor

	 	By: ING Investment Management Co.


as its investment manager	 	 
	 
	 	 	 	 
	/s/ Jason Esplin

	 	/s/ Jason Esplin	 	 
	 

	 	 	 	 
	Name: Jason Esplin

	 	Name: Jason Esplin	 	 
	Title:  Assistant Vice President

	 	Title:  Assistant Vice President	 	 
	 
	 	 	 	 
	ING International (II) — Senior Bank
Loans Euro

	 	ING PRIME RATE TRUST	 	 
	By:
ING Investment Management Co. 

as its investment manager

	 	By: ING Investment Management Co.


as its investment manager	 	 
	 
	 	 	 	 
	/s/ Jason Esplin

	 	/s/ Jason Esplin	 	 
	 

	 	 	 	 
	Name: Jason Esplin

	 	Name: Jason Esplin	 	 
	Title:  Assistant Vice President

	 	Title:  Assistant Vice President	 	 






[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Flagship CLO III

By: Deutsche Investment Management Americas, Inc.

(as successor in interest to Deutsche Asset Management, Inc.)

As Sub-Advisor

 	 
	 	By:  	/s/ Eric S. Meyer
 	 
	 	 	Name:  	Eric S. Meyer 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	/s/ Abdoulaye Thiam
 	 
	 	 	Name:  	Abdoulaye Thiam 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Flagship CLO IV

By: Deutsche Investment Management Americas, Inc.

(as successor in interest to Deutsche Asset Management, Inc.)

As Sub-Advisor

 	 
	 	By:  	/s/ Eric S. Meyer
 	 
	 	 	Name:  	Eric S. Meyer 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	/s/ Abdoulaye Thiam
 	 
	 	 	Name:  	Abdoulaye Thiam 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Flagship CLO V

By: Deutsche Investment Management Americas, Inc.

(as successor in interest to Deutsche Asset Management, Inc.)

As Collateral Manger

 	 
	 	By:  	/s/ Eric S. Meyer
 	 
	 	 	Name:  	Eric S. Meyer 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	/s/ Abdoulaye Thiam
 	 
	 	 	Name:  	Abdoulaye Thiam 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Flagship CLO VI

By: Deutsche Investment Management Americas, Inc.


As Collateral Manager

 	 
	 	By:  	/s/ Eric S. Meyer
 	 
	 	 	Name:  	Eric S. Meyer 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	/s/ Abdoulaye Thiam
 	 
	 	 	Name:  	Abdoulaye Thiam 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Aurum CLO 2002-1 Ltd.

By: Deutsche Investment Management Americas, Inc.

(as successor in interest to Deutsche Asset Management, Inc.) As Sub-Advisor

 	 
	 	By:  	/s/ Eric S. Meyer
 	 
	 	 	Eric S. Meyer, Director 	 
	 
	 	By:  	/s/ Abdoulaye Thiam
 	 
	 	 	Name:  	Abdoulaye Thiam 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Illinois Municipal Retirement Fund, By: Pyramis

Global Advisors Trust Company, as Investment

Manager Under Power of Attorney


as Lender

 	 
	 	By:  	/s/ Geoffrey W. Johnson
 	 
	 	 	Name:  	Geoffrey W. Johnson 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Pyramis Floating Rate High Income Commingled

Pool, By: Pyramis Global Advisors Trust Company as Trustee


as Lender

 	 
	 	By:  	/s/ Geoffrey W. Johnson
 	 
	 	 	Name:  	Geoffrey W. Johnson 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Fidelity Advisor Series I: Fidelity Advisor 

Floating Rate High Income Fund



as Lender

 	 
	 	By:  	/s/ Peter L. Lydecker
 	 
	 	 	Name:  	Peter L. Lydecker 	 
	 	 	Title:  	Assistant Treasurer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	KATONAH VII CLO LTD.,



as Lender

 	 
	 	By:  	/s/ Daniel Gilligan
 	 
	 	 	Name:  	DANIEL GILLIGAN 

Authorized Officer	 
	 	 	Title:  	
Katonah Debt Advisors, L.L.C.


As Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Grand Central Asset Trust, CAMERON I Series



as Lender

 	 
	 	By:  	/s/ Bernard Marasa
 	 
	 	 	Name:  	Bernard Marasa 	 
	 	 	Title:  	AS ATTORNEY-IN-FACT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	BABSON CLO LTD. 2003-I

BABSON CLO LTD. 2004-I

BABSON CLO LTD. 2004-II

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. 2008-I

BABSON LOAN OPPORTUNITY CLO, LTD.

OSPREY CDO 2006-I LTD.,

as Lenders

By: Babson Capital Management LLC 
as Collateral Manager

 	 
	 	By:  	/s/ Geoffrey Takacs
 	 
	 	 	Name:  	GEOFFREY TAKACS 	 
	 	 	Title:  	Director 	 
	 
	 	HAKONE FUND LLC,

as Lender

By: Babson Capital Management LLC 
as
Investment Manager

 	 
	 	By:  	/s/ Geoffrey Takacs
 	 
	 	 	Name:  	GEOFFREY TAKACS 	 
	 	 	Title:  	Director 	 
	 
	 	MAPLEWOOD (CAYMAN) LIMITED,

as Lender

By: Babson Capital Management LLC 
as Investment Manager


 	 
	 	By:  	/s/ Geoffrey Takacs
 	 
	 	 	Name:  	GEOFFREY TAKACS 	 
	 	 	Title:  	Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	MASSACHUSETTS MUTUAL LIFE 
INSURANCE COMPANY

as Lender

By: Babson Capital Management LLC 
as Investment Advisor


 	 
	 	By:  	/s/ Geoffrey Takacs
 	 
	 	 	Name:  	GEOFFREY TAKACS 	 
	 	 	Title:  	Director 	 
	 
	 	VINACASA CLO, LTD.

as Lender

By: Babson Capital Management LLC 
as Collateral Servicer


 	 
	 	By:  	/s/ Geoffrey Takacs
 	 
	 	 	Name:  	GEOFFREY TAKACS 	 
	 	 	Title:  	Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	MSIM Peconic Bay, Ltd.

By: Morgan Stanley Investment Management Inc.

as Interim Collateral Manager



as Lender

 	 
	 	By  	/s/ William A. Housey Jr.
 	 
	 	 	Name:  	WILLIAM A. HOUSEY JR. 	 
	 	 	Title:  	Executive Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Morgan Stanley Prime Income Trust

By: Morgan Stanley Investment

Management Inc. as Investment Advisor



as Lender

 	 
	 	By  	/s/ John Hayes
 	 
	 	 	Name:  	JOHN HAYES 	 
	 	 	Title:  	Executive Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 












	 	 	 	 	 
	 	The Investment and Administrative Committee of

The Walt Disney Company Sponsored Qualified

Benefit Plans and Key Employees Deferred

Compensation and Retirement Plan	 
	 	By:  	Hartford Investment Management Company
Its Investment Manager
	 
	 	as Lender
	 
	 	 	 
	 	By   	/s/ Michael Pineau
 	 
	 	 	Name:  	Michael Pineau 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 






	 	 	 	 	 
	 	Hartford Series Fund, Inc., on behalf of

Hartford Total Return Bond HLS Fund

By Hartford Investment Management Company,

its Subadvisor
	 
	 	as Lender


 	 
	 	By  	/s/ Michael Pineau
 	 
	 	 	Name:  	Michael Pineau 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 







	 	 	 	 	 
	 	State Board of Administration of Florida

By: Hartford Investment Company,

its Investment Manager

	 
	 	as Lender


 	 
	 	By  	/s/ Michael Pineau
 	 
	 	 	Name:  	Michael Pineau 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 






	 	 	 	 	 
	 	The Hartford Mutual Funds, Inc., on behalf of the Hartford Floating Rate Fund
by Hartford Investment Management Company its sub-advisor, as a lender,


 	 
	 	By  	/s/ Michael Pineau
 	 
	 	 	Name:  	Michael Pineau 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 






	 	 	 	 	 
	 	The Hartford Mutual Funds, Inc., on behalf of

The Hartford Total Return Bond Fund

By Hartford Investment Management Company,

its Subadvisor


 	 
	 	as Lender


 	 
	 	By  	/s/ Michael Pineau
 	 
	 	 	Name:  	Michael Pineau 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]







 









 








	 	 	 	 	 
	 	Bushnell Loan Fund II, Ltd

as Lender

 	 
	 	By  	/s/ Elizabeth Heisler
 	 
	 	 	Name:  	Elizabeth Heisler 	 
	 	 	Title:  	AS ATTORNEY-IN-FACT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Stedman Loan Fund II, Ltd

as Lender

 	 
	 	By  	/s/ Elizabeth Heisler
 	 
	 	 	Name:  	Elizabeth Heisler 	 
	 	 	Title:  	AS ATTORNEY-IN-FACT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 











	 	 	 	 	 
	 	HillMark Funding Ltd.

By: HillMark Capital Management, L.P.,

As Collateral Manager



	 
	 	By  	/s/ Kevin Cuskley
 	 
	 	 	Name:  	Kevin Cuskley 	 
	 	 	Title:  	Senior Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	THE CIT GROUP EQUIPMENT FINANCING INC.

as Lender


 	 
	 	By  	/s/ Vincent DeVito
 	 
	 	 	THE CIT GROUP
EQUIPMENT FINANCE INC 	 
	 	 	Name:  	VINCENT DEVITO	 
	 	 	Title:  	MANAGING DIRECTOR 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Goldman Sachs Credit Partners L.P.

as Lender

 	 
	 	By  	/s/ Douglas Tansey
 	 
	 	 	Name:  	Douglas Tansey 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	Morgan Stanley Senior Funding

as Lender

 	 
	 	By  	/s/ Ian J. Sandler
 	 
	 	 	Name:  	Ian J. Sandler 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]







 









 








	 	 	 	 	 
	 	ARES ENHANCED LOAN INVESTMENT STRATEGY II, LTD. 	 
	 
	 	By:  	Ares Enhanced Loan Management II, L.P.,
Investment Manager

 	 
	 	By:  	Ares Enhanced Loan GP II, LLC
Its General Partner
 	 
	 
	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 








	 	 	 	 	 
	 	ARES ENHANCED LOAN INVESTMENT STRATEGY IR LTD.
 	 
	 
	 	By:  	Ares Enhanced Loan Management IR, L.P., as Portfolio Manager
 	 
	 
	 	By:  	Ares Enhanced Loan IR GP, LLC, as its General Partner
 	 
	 
	 	By: 	Ares Management LLC, as its Manager
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 







	 	 	 	 	 
	 	ARES XI CLO Ltd.
 	 
	 
	 	By:  	ARES CLO MANAGEMENT XI, L.P.
 	 
	 
	 	By: 	ARES CLO GP XI, LLC, ITS GENERAL PARTNER
 	 
	 
	 	By:  	 ARES MANAGEMENT LLC, ITS MANAGER
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 









	 	 	 	 	 
	 	ARES XII CLO LTD. 	 
	 
	 	By:  	ARES CLO MANAGEMENT XII, L.P.	 
	 
	 	By:  	ARES CLO GP XII, LLC, ITS GENERAL PARTNER 	 
	 
	 	By:  	ARES MANAGEMENT LLC, ITS MANAGER
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



	 	 	 	 	 
	 	Ares X CLO Ltd. 	 
	 
	 	By:  	Ares CLO Management X, L.P.,
Investment Manager
 	 
	 
	 	By:  	Ares CLO GP X, LLC,
its General Partner
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 




	 	 	 	 	 
	 	Ares VR CLO Ltd. 	 
	 
	 	By:  	Ares CLO Management VR, L.P.,
Investment Manager
 	 
	 
	 	By:  	Ares CLO GP VR, LLC,
its General Partner
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Ares VIR CLO Ltd.
 	 
	 
	 	By:  	Ares CLO Management VIR, L.P.,
Investment Manager
 	 
	 
	 	By:  	Ares CLO GP VIR, LLC,
its General Partner
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



	 	 	 	 	 
	 	Ares VIII CLO Ltd. 	 
	 
	 	By:  	Ares CLO Management VIII, L.P.,
Investment Manager
 	 
	 
	 	By:  	Ares CLO GP VIII, LLC,
its General Partner
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



	 	 	 	 	 
	 	Ares IX CLO Ltd. 	 
	 
	 	By:  	Ares CLO Management IX L.P.,
Investment Manager
 	 
	 
	 	By:  	Ares CLO GP IX, LLC,
its General Partner
 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 






	 	 	 	 	 








	 	 	 	 	 
	 	CONFLUENT 2 LIMITED
 	 
	 
	 	By:  	Ares Private Account Management I, L.P., as Sub-Manager
 	 
	 
	 	By:  	Ares Private Account Management I GP, LLC, as General Partner
 	 
	 
	 	By:  	Ares Management LLC, as Manager 	 
	 
	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	JEFF MOORE 	 
	 	 	Title:  	VICE PRESIDENT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	Liberty Mutual Insurance Company,

as Lender

 	 
	 	By  	/s/ Sheila Finnerty
 	 
	 	 	Name:  	Sheila Finnerty 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Liberty Mutual Fire Insurance Company,

as Lender

 	 
	 	By  	/s/ Sheila Finnerty
 	 
	 	 	Name:  	Sheila Finnerty 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Employers Insurance Company of Wausau,

as Lender

 	 
	 	By  	/s/ Sheila Finnerty
 	 
	 	 	Name:  	Sheila Finnerty 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Landmark VIII CLO, Limited

By: Aladdin Capital Management, LLC

as Lender

 	 
	 	By  	/s/ Pallo Blum-Tucker
 	 
	 	 	Name:  	Pallo Blum-Tucker 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Landmark IX CLO, Limited

By: Aladdin Capital Management, LLC

as Lender

 	 
	 	By  	/s/ Pallo Blum-Tucker
 	 
	 	 	Name:  	Pallo Blum-Tucker 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Deutsche Bank Trust Company, Americas

as Lender

 	 
	 	By  	/s/ Anca Trifan
 	 
	 	 	Name:  	Anca Trifan 	 
	 	 	Title:  	Director 	 
	 
	 	 	 
	 	By  	/s/ Andreas Neumeier
 	 
	 	 	Name:  	Andreas Neumeier 	 
	 	 	Title:  	Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	ORIX Finance Corp.,

as Lender

 	 
	 	By  	/s/ Christopher L. Smith
 	 
	 	 	Name:  	Christopher L. Smith 	 
	 	 	Title:  	Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	PUTNAM FLOATING RATE INCOME FUND

 	 
	 	By  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	PUTNAM BANK LOAN FUND (CAYMAN) 

MASTER FUND, a series of the PUTNAM

OFFSHORE MASTER SERIES TRUST,

by The Putnam Advisory Company, LLC

 	 
	 	By  	/s/ Angela Patel
 	 
	 	 	Name:  	Angela Patel 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	BOSTON HARBOR CLO 2004-1, Ltd.

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM VARIABLE TRUST — PVT HIGH 

YIELD FUND

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM HIGH YIELD ADVANTAGE FUND

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM HIGH YIELD TRUST

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM DIVERSIFIED INCOME TRUST 

(CAYMAN) MASTER FUND



By: The Putnam Advisory Company, LLC

 	 
	 	By:  	/s/ Angela Patel
 	 
	 	 	Name:  	Angela Patel 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM MASTER INTERMEDIATE INCOME TRUST

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	PUTNAM PREMIER INCOME TRUST

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	PUTNAM VARIABLE TRUST — PVT HIGH YIELD FUND

 	 
	 	By:  	/s/ Beth Mazor
 	 
	 	 	Name:  	Beth Mazor 	 
	 	 	Title:  	V.P. 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	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 THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	ACCT #256 — Asset Balance

PUTNAM ASSET ALLOCATION FUND: 
BALANCED PORTFOLIO

By Putnam Investment Management, LLC

 	 
	 	By:  	/s/ Suzanne Deshaies
 	 
	 	 	Name:  	Suzanne Deshaies 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	ACCT #644 — Income Fund

PUTNAM FUNDS TRUST, on behalf of its series, PUTNAM INCOME FUND

by Putnam Investment Management, LLC

 	 
	 	By:  	/s/ Suzanne Deshaies
 	 
	 	 	Name:  	Suzanne Deshaies 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Ballantyne Funding LLC



as Lender

 	 
	 	By:  	/s/ Michael S. Roof
 	 
	 	 	Name:  	Michael Roof 	 
	 	 	Title:  	Vice
President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	WELLS CAPITAL MANAGEMENT 
18866500



WELLS CAPITAL MANAGEMENT 
13923601



as Lender

 	 
	 	By:  	/s/ Zachary Tyler
 	 
	 	 	Name:  	Zachary Tyler 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	NACM CLO I



as Lender

 	 
	 	By:  	/s/ Joanna Willars
 	 
	 	 	Name:  	Joanna Willars 	 
	 	 	Title:  	Vice President, Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Great Springs SPIRET Loan Trust

 	 
	 	By:  	Wilmington
Trust Company

not in its individual capacity but solely as trustee 	 
	 	 	 	 
	 	as Lender 	 
	 
	 	By:  	            /s/ Dorri E. Wolnar
 	 
	 	 	Name:  	Dorri E. Wolnar 	 
	 	 	Title:  	Financial Services Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Airlie CLO 2006-II, Ltd



as Lender

 	 
	 	By:  	/s/ Seth Cameron
 	 
	 	 	Name:  	Seth Cameron 	 
	 	 	Title:  	Portfolio Manager 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Northgate B.V.



as Lender

 	 
	 	By:  	/s/ Molly Walter
 	 
	 	 	Name:  	Molly Walter 	 
	 	 	Title:  	Attorney-In-Fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Yorkville CBNA Loan Funding LLC,

for itself or as agent for Yorkville CFPI Loan Funding LLC



as Lender

 	 
	 	By:  	/s/ Molly Walter
 	 
	 	 	Name:  	Molly Walter 	 
	 	 	Title:  	Attorney-In-Fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Bismarck CBNA Loan Funding, LLC



as Lender

 	 
	 	By:  	/s/ Molly Walter
 	 
	 	 	Name:  	Molly Walter 	 
	 	 	Title:  	Attorney-In-Fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Alaska CBNA Loan Funding LLC,



as Lender

 	 
	 	By:  	/s/ Molly Walter
 	 
	 	 	Name:  	Molly Walter 	 
	 	 	Title:  	Attorney-In-Fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	FORTRESS CREDIT INVESTMENTS I LTD.

 	 
	 	By:  	/s/ Glenn P. Cummins
 	 
	 	 	Name:  	Glenn P. Cummins 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	FORTRESS CREDIT INVESTMENTS II LTD.

 	 
	 	By:  	/s/ Glenn P. Cummins
 	 
	 	 	Name:  	Glenn P. Cummins 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Highland Floating Rate Advantage Fund



as Lender

 	 
	 	By:  	/s/ Joe Dougherty
 	 
	 	 	Name:  	Joe Dougherty 	 
	 	 	Title:  	Senior Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	HIGHLAND FLOATING RATE FUND



as Lender

 	 
	 	By:  	/s/ Joe Dougherty
 	 
	 	 	Name:  	Joe Dougherty 	 
	 	 	Title:  	Senior Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]




 









 








	 	 	 	 	 
	 	Pacific Select Fund-Floating Rate Loan Portfolio



as Lender

 	 
	 	By:  	/s/ Joe Dougherty
 	 
	 	 	Name:  	Joe Dougherty 	 
	 	 	Title:  	Senior Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Pioneer Floating Rate Trust



as Lender

 	 
	 	By:  	/s/ Joe Dougherty
 	 
	 	 	Name:  	Joe Dougherty 	 
	 	 	Title:  	Senior Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Brentwood CLO Ltd,

By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Loan Funding IV LLC



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Eastland CLO, Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Gleneagles CLO, Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Grayson CLO, Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Greenbriar CLO, Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Highland Credit Opportunities CDO Ltd



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Highland Loan Funding V Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Highland Offshore Partners, L.P.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Jasper CLO, Ltd.



By:   Highland Capital Management, L.P.,

As Collateral Manager

By:   Strand Advisors, Inc.

Its General Partner



as Lender

 	 
	 	By:  	/s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 











 





	 	 	 	 	 
	 	Liberty CLO, Ltd.

 	 
	 	By:  	Highland Capital Management, L.P.,
 	 
	 	 	As Collateral Manager 	 
	 	By:  	Strand Advisors, Inc.
 	 
	 	Its  	 General Partner 	 
	 	  	
 	 
	 	as Lender 	 
	 	 	 
	 	By:  	                         /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 




[SIGNATURE PAGE TO THIRD AMENDMENT]



 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Loan Star State Trust

 	 
	 	By:  	Highland Capital Management, L.P.,
 	 
	 	 	As Collateral Manager 	 
	 	By:  	Strand Advisors, Inc.
 	 
	 	Its   	General Partner 	 
	 	  	
 	 
	 	as Lender 	 
	 	 	 
	 	By:  	                         /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Red River CLO Ltd.

 	 
	 	By:  	Highland Capital Management, L.P.
 	 
	 	 	As Collateral Manager 	 
	 	By:  	Strand Advisors, Inc.
 	 
	 	Its   	General Partner 	 
	 	 	 	 
	 	as Lender 	 
	 	 	 
	 	By:  	                         /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]


 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Rockwall CDO LTD.

 	 
	 	By:  	Highland Capital Management, L.P. As 
Collateral Manager
 	 
	 	By:  	
Strand Advisors, Inc.
 	 
	 	Its   	General Partner 	 
	 	 	 	 
	 	as Lender 	 
	 	 	 
	 	By:  	                         /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]


 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Rockwall CDO II Ltd.

 	 
	 	By:  	Highland Capital Management, L.P.,
 	 
	 	 	As Collateral Manager 	 
	 	By:  	Strand Advisors, Inc.
 	 
	 	Its   	General Partner 	 
	 
	 	as Lender 	 
	 	 	 
	 	By  	 /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Southfork CLO, Ltd.
 	 
	 	By:  Highland Capital Management, L.P., As
 Collateral Manager
 	 
	 	By: 	  Strand Advisors, Inc., Its General Partner
	 
	 	 	 
	 	as Lender 	 
	 	 	 
	 	By  	 /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Stratford CLO, Ltd.
 	 
	 	By:  Highland Capital Management, L.P. 
As Collateral Manager
 	 
	 	By:  	Strand Advisors, Inc.,
 	 
	 	Its  	General Partner 	 
	 	 	 	 
	 	as Lender 	 
	 	 	 
	 	By  	 /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]


 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Loan Funding VII LLC
 	 
	 	By: Highland Capital Management, L.P., As
 Collateral Manager
 	 
	 	By:  	
Strand Advisors, Inc., Its General Partner
 	 
	 	 	 
	 	as Lender 	 
	 	 	 
	 	By  	 /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Westchester CLO, Ltd.
 	 
	 	By: Highland Capital Management, L.P., 
As Servicer
 	 
	 	By:  	       Strand Advisors, Inc., Its General Partner
 	 
	 	 	 	 
	 	as Lender 	 
	 	 	 
	 	By  	 /s/ Michael Pusateri
 	 
	 	 	Name:  	Michael Pusateri 	 
	 	 	Title:  	Chief Operating Officer 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	Toronto Dominion (New York) LLC


as Lender

 	 
	 	By 	 /s/ Bebi Yasin 	 
	 	 	Name:  	Bebi Yasin 	 
	 	 	Title:  	Authorized
Signatory 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	By:  	Callidus Debt Partners CLO Fund II, Ltd.
 	 
	 	By:  	        Its Collateral Manager,
 	 
	 	 	Callidus Capital Management, LLC 	 
	 	 	 
	 	as Lender 	 
	 	 	 
	 	By	/s/ Peter R. Bennitt
 	 
	 	  	Name: 	Peter R. Bennitt 	 
	 	  	Title: 	Principal 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	By:  	Callidus Debt Partners CLO Fund III Ltd.
 	 
	 	By:  	Its Collateral Manager,

Callidus Capital Management, LLC

	 
	 
	 	as Lender 	 
	 	 	 
	 	By 	/s/ Peter R. Bennitt 	 
	 	 	Name:  	Peter R. Bennitt 	 
	 	 	Title:  	Principal 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	By:  	Callidus Debt Partners CLO Fund IV Ltd.
 	 
	 	By:  	        Its Collateral Manager,
 	 
	 	 	Callidus Capital Management, LLC 	 
	 
	 	as Lender 	 	 
	 
	 	By  	/s/ Peter R. Bennitt 	 
	 	 	Name:  	Peter R. Bennitt 	 
	 	 	Title:  	Principal 	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	By:  	Callidus Debt Partners CLO Fund V, Ltd.
 	 
	 	By:  	        Its Collateral Manager
 	 
	 	 	Callidus Capital Management, LLC 	 
	 
	 	as Lender 	 	 
	 
	 	By  	/s/ Peter R. Bennitt 	 
	 	 	Name: 	Peter R. Bennitt 	 
	 	 	Title:  	Principal 	 


[SIGNATURE PAGE TO THIRD AMENDMENT]

 









 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	By:  	Callidus Debt Partners CLO Fund VII, Ltd.
 	 
	 	By:  	        Its Collateral Manager
 	 
	 	 	Callidus Capital Management, LLC 	 
	 
	 	as Lender 	 
	 	 	 
	 	By  	/s/ Peter R. Bennitt
 	 
	 	 	Name:  	Peter R. Bennitt 	 
	 	 	Title:  	Principal 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]

 











 





	 	 	 	 	 
	 	 	 
	 	By: MAPS CLO Fund II, Ltd.
By: Its Collateral Manager,
Callidus Capital Management, LLC
 	 
	 	 	 	 	 
	 	as Lender

 	 
	 	By  	/s/ Peter R. Bennitt
 	 
	 	 	Name:  	Peter R. Bennitt 	 
	 	 	Title:  	Principal 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]





 









 








	 	 	 	 	 
	 	Emerald Orchard Limited



as Lender

 	 
	 	By  	/s/ Neam Ahmed
 	 
	 	 	Name:  	Neam Ahmed 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Strand Funding



as Lender

 	 
	 	By  	/s/ Neam Ahmed
 	 
	 	 	Name:  	Neam Ahmed 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	PROSPECT PARK CDO LTD.

By: Blackstone Debt Advisors L.P.

as Collateral Manager

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	UNION SQUARE CDO LTD.

By: Blackstone Debt Advisors L.P.

as Collateral Manager

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	LAFAYETTE SQUARE CDO LTD.

By: Blackstone Debt Advisors L.P.

as Collateral Manager

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	LOAN FUNDING VI LLC,

for itself or as agent for Corporate Loan Funding

VI LLC

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	MONUMENT PARK CDO LTD.

By: Blackstone Debt Advisors L.P.

as Collateral Manager

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	INWOOD PARK CDO LTD.

By: Blackstone Debt Advisors L.P.

as Collateral Manager

 	 
	 	By  	/s/ Dean T. Criares
 	 
	 	 	Name:  	Dean T. Criares 	 
	 	 	Title:  	Authorized Signatory 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	CITIBANK N.A.



as Lender

 	 
	 	By  	/s/ Vincent Farrell
 	 
	 	 	Name:  	Vincent Farrell 	 
	 	 	Title:  	ATTORNEY-IN-FACT 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	THE LOOMIS SAYLES SENIOR LOAN FUND II LLC

By: Loomis, Sayles & Company, L.P., Its

Managing Member

By: Loomis, Sayles & Company, Inc., Its General 

Partner

 	 
	 	By  	/s/ Kevin J. Perry
 	 
	 	 	Name:  	Kevin J. Perry 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Grand Central Asset Trust, HLD Series



as Lender

 	 
	 	By  	/s/ Brian Schott
 	 
	 	 	Name:  	Brian Schott 	 
	 	 	Title:  	Attorney-in-fact 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Everest Funding L.L.C.



as Lender

 	 
	 	By  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Harbour Town Funding LLC,



as Lender

 	 
	 	By  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	LL Double Eagle Funding LLC,



as Lender

 	 
	 	By  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Authorized Agent 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Orix Funding LLC,



as Lender

 	 
	 	By  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Citicorp NA Inc.



as Lender

 	 
	 	By  	/s/ Laura Neenan
 	 
	 	 	Name:  	Laura Neenan 	 
	 	 	Title:  	Vice President 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Bear Stearns Institutional Loan Master Fund

By: Bear Stearns Asset Management Inc.

as its attorney-in-fact



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



[SIGNATURE PAGE TO THIRD AMENDMENT]






 









 








	 	 	 	 	 
	 	Gallatin CLO III 2007-1, Ltd.

As Assignee

By: Bear Stearns Asset Management, Inc.

as its Collateral Manager



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	GALLATIN CLO II 2005-1 LTD.

By: BEAR STEARNS ASSET MANAGEMENT INC.

AS ITS COLLATERAL MANAGER



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	Gallatin Funding I Ltd.

By: Bear Stearns Asset Management Inc.

as its Collateral Manager



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	Grayston CLO II 2004-1 LTD.

By: Bear Stearns Asset Management, Inc.,

as its Collateral Manager



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	Bear Stearns Loan Trust

By: Bear Stearns Asset Management, Inc.,

as its attorney-in-fact



as Lender

 	 
	 	By  	/s/ Niall Rosenzweig
 	 
	 	 	Name:  	Niall Rosenzweig 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	Sky CBNA Loan Funding LLC



as Lender

 	 
	 	By  	/s/ Erin Holmes
 	 
	 	 	Name:  	Erin Holmes 	 
	 	 	Title:  	Officer 	 
	 



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	 	Variable Insurance Products Fund V: Strategic 

Income Portfolio



as Lender

 	 
	 	By  	/s/ Peter L. Lydecker
 	 
	 	 	Name:  	Peter L. Lydecker 	 
	 	 	Title:  	Assistant Treasurer 	 
	 



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	 	Natixis,



as Lender

 	 
	 	By  	/s/ Edward N. Parkes IV
 	 
	 	 	Name:  	Edward N. Parkes IV 	 
	 	 	Title:  	Director 	 
	 
	 	 	 
	 	By  	/s/ Harold Birk
 	 
	 	 	Name:  	Harold Birk 	 
	 	 	Title:  	Managing Director 	 
	 



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	 	DEUTSCHE BANK AG NEW YORK BRANCH

as Lender

By: DB Services New Jersey, Inc.

 	 
	 	By  	/s/ Edward Schaffer
 	 
	 	 	Name:  	Edward Schaffer 	 
	 	 	Title:  	Vice President 	 
	 
	 	 	 
	 	By  	/s/ Alice L. Wagner
 	 
	 	 	Name:  	Alice L. Wagner 	 
	 	 	Title:  	Vice President 	 
	 



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