Exhibit 10.3


AMENDED SETTLEMENT AGREEMENT


          This
Amended Settlement Agreement (this “Settlement Agreement”),
dated as of February 22, 2010, is by and among the City of Detroit (the “City”),
Greektown Casino, L.L.C. (“Greektown Casino”), Greektown Holdings,
L.L.C., and the other affiliate debtors and debtors in possession
(collectively, the “Debtors”) in bankruptcy cases currently
pending in the bankruptcy court in the Eastern District of Michigan (the “Bankruptcy
Court”), which are jointly administered under Case No. 08-53104 (the “Bankruptcy
Cases”), and the Official Committee of Unsecured Creditors (the “Committee”),
and Deutsche Bank Trust Company Americas, as Indenture Trustee for the 103⁄4%
Senior Notes due 2013 issued by certain of the Debtors (the “Indenture
Trustee”), and the creditor parties listed on Schedule 1 hereto (the “Creditors”).
The City, the Debtors, the Committee, the Indenture Trustee and the Creditors
are hereinafter collectively referred to as the “Parties” or
individually as a “Party.” 


RECITALS


          A.
Greektown Casino and the City are parties to a Revised Development Agreement
dated August 2, 2002 (as amended by the First Amendment dated July 2003, the “Development
Agreement”). 


          B.
On May 29, 2008 (the “Petition Date”), the Debtors filed their voluntary
petitions for relief pursuant to chapter 11 of title 11 of the United States
Code (the “Bankruptcy Code”). 


          C.
The Creditors, Indenture Trustees and Committee, as joint plan proponents (the
“Plan Proponents”), filed a Second Amended Joint Plans of Reorganization
(Docket No. 1907) (the “Plan”). 


          D.
A hearing on confirmation on the Plan was held on January 12 and 13, 2010 (the
“Confirmation Hearing”). At the Confirmation Hearing, the Creditors, the
Committee and the Indenture Trustee (collectively, the “Plan Proponents”),
with the support of the Debtors sought entry of a Final Order approving the
Plan (the “Confirmation Order”). The Plan Proponents expect that the
Plan will be consummated by June 30, 2010 (the “Effective Date”). 


          E.
All capitalized terms used herein but not defined herein have the meanings
ascribed to them in the Plan. 


          F.
Certain disputes and allegations have arisen between and among the Debtors and
the City, including: 


	
  

 	
  

 	
  

 
	
  

 	
 i.

 	
 The
 existence, occurrence, continuance and/or effectiveness of certain defaults,
 alleged defaults or Events of Default (as defined in the Development
 Agreement) (the “Defaults”) under the Development Agreement; 

 
	
  

 	
  

 	
  

 
	
  

 	
 ii.

 	
 Whether the
 Debtors are in compliance with the Development Agreement; 

 













	
  

 	
  

 	
  

 
	
  

 	
 iii.

 	
 Whether the
 Debtors were “fully operational” as of February 15, 2009, as that term is
 defined in the Michigan Gaming Control and Revenue Act (“MGCRA”); 

 
	
  

 	
  

 	
  

 
	
  

 	
 iv.

 	
 Whether the
 Development Agreement can be assumed or assigned by the Debtors; 

 
	
  

 	
  

 	
  

 
	
  

 	
 v.

 	
 Whether the
 Debtors have achieved Completion and Final Completion of the hotel and Casino
 and required Components of the Casino Complex by the required deadlines for
 completion, as such terms are defined in the Development Agreement; 

 
	
  

 	
  

 	
  

 
	
  

 	
 vi.

 	
 Whether the
 Michigan Gaming Control Board (the “MGCB”) should grant a rollback of
 the wagering tax rate pursuant to the MGCRA and other applicable law,
 effective as of February 15, 2009 (the “Tax Rollback”); 

 
	
  

 	
  

 	
  

 
	
  

 	
 vii.

 	
 Whether the
 Debtors are obligated to pay an additional 1% gaming tax, beginning July 1,
 2009, based upon the alleged failure by the Debtors to be “fully operational”
 as defined by the MGCRA as of that date (the “1% Tax Increase”); 

 
	
  

 	
  

 	
  

 
	
  

 	
 viii.

 	
 Whether the
 Debtors have: (a) violated applicable zoning ordinances because the Casino
 Complex as constructed (including completion of the Event Center as a “white
 box” space) does not allegedly comply with the site drawings that were the
 basis for City Council site plan approval; (b) violated building permit
 requirements because the building permit issued for the Casino was based on
 permit drawings showing the Event Center as finished space for a theater-type
 Event Center; and/or (c) failed to obtain a final certificate of occupancy
 for the Casino (due to completion of the Event Center as white box space);
 and 

 
	
  

 	
  

 	
  

 
	
  

 	
 ix.

 	
 The items
 i-viii above, and all other related disputes, differences of opinion or
 inconsistent positions, whether asserted to date, or not, are hereinafter
 referred to as the “Disputed Matters.” 

 



          G.
The Disputed Matters are the factual basis for litigation, threatened
litigation and other proceedings in the Bankruptcy Court, the District Court
for the Eastern District of Michigan (the “District Court”) and before
the MGCB, including: 


	
  

 	
  

 	
  

 
	
  

 	
 i.

 	
 An appeal,
 pending in the District Court, of a Bankruptcy Court Order Approving Debtor’s
 Assumption of Development Agreement (Docket No. 1207), along with the
 Bankruptcy Court ruling from the bench as read into the record on April 7,
 2009, styled In re Greektown Holdings,
 L.L.C., et al., E.D. Mich., Appeal No. 09-CV-12460 (the “Appeal”);
 

 
	
  

 	
  

 	
  

 
	
  

 	
 ii.

 	
 An adversary
 proceeding, pending in the Bankruptcy Court, in which the City seeks various
 forms of relief with respect to the Defaults, styled 

 


2









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Detroit v. Greektown Casino, L.L.C., Bankr.
 E.D. Mich., Adv. Pro. No. 09-05714 (the “Adversary Proceeding”);

 
	
  

 	
  

 	
  

 
	
  

 	
 iii.

 	
 The Order
 Granting City of Detroit Partial Relief from the Automatic Stay to Serve
 Notices of Default Under Development Agreement (Docket No. 1208); 

 
	
  

 	
  

 	
  

 
	
  

 	
 iv.

 	
 A proceeding
 before the MGCB regarding the Debtors’ eligibility to receive the Tax
 Rollback (the “Tax Rollback Hearing”); 

 
	
  

 	
  

 	
  

 
	
  

 	
 v.

 	
 A letter
 dated July 24, 2009, from the City to the Debtors regarding the 1% Tax
 Increase, the City’s July 28, 2009 Supplemental Filing Concerning Request for
 Certification of Tax Rollback with the MGCB, and Greektown Casino’s August
 10, 2009 response filed thereto (together, the “1% Tax Increase Disputes”);
 

 
	
  

 	
  

 	
  

 
	
  

 	
 vi.

 	
 A letter
 dated August 10, 2009, from the City to the Debtors alleging certain defaults
 under the Development Agreement (the “Default Letter”); and 

 
	
  

 	
  

 	
  

 
	
  

 	
 vii.

 	
 The items
 i-vi above hereinafter referred to as the “Dispute Proceedings.”

 



          H.
The Parties now desire to resolve and settle on the terms hereof amicably all
matters between them relating to the Disputed Matters and Dispute Proceedings
on the terms hereof and to release each other from all claims, potential
claims, obligations and liabilities as provided herein. 


          NOW,
THEREFORE, in consideration of the mutual covenants set forth herein, the
receipt and sufficiency of which are hereby acknowledged, the Parties agree as
follows: 


ARTICLE 1

PAYMENT AND AGREEMENTS


                    Section
1.1 Settlement Payment. As consideration for the release and settlement
of all Disputed Matters and Dispute Proceedings, the Debtors agree to pay to
the City the sum of Sixteen Million, One Hundred Seventy Nine Thousand Dollars
($16,629,000) (the “Settlement Payment”), less certain credits as set
forth below, subject to the provisions and payable in the manner described
below: 


                    (a)
An initial nonrefundable cash payment of Three Million, Five Hundred Thousand Dollars
($3,500,000) to be paid by the Debtors within two (2) Business Days of the
entry of an order by the Bankruptcy Court approving the Settlement Agreement as
provided for in Section 4.1 hereunder (“Settlement Order”). This payment
shall be made to Counsel for the City, Shefsky & Froelich Ltd. as
Development Process Costs due pursuant to the Development Agreement. 


3





                    (b)
A credit shall be applied to reduce the Settlement Payment in an amount of
Three Million Seventy Nine Thousand Dollars ($3,529,000), which represents the
difference between (i) the amount of gaming taxes actually or estimated to be
paid by the Debtors to the City between February 15, 2009, and February 15,
2010, and (ii) the amount that would have been paid by the Debtors between
February 15, 2009, and February 15, 2010, had the Tax Rollback been effective
as of February 15, 2009. Such credit is in full and complete satisfaction of
any and all claims any Party has, or may have, against the City with respect to
gaming taxes paid, or to be paid, by the Debtors to the City between February
15, 2009 and February 15, 2010 that are, or might be, otherwise required as a
result of the Tax Rollback, to be repaid by the City to the Debtors through an
adjustment of future gaming taxes due the City by the Debtors or otherwise. For
avoidance of doubt, the Debtors are expressly waiving any right to seek a
refund of any wagering taxes effected by the Tax Rollback to February 15, 2009
that have been or are paid pursuant to the MGCRA by the Debtors to the City
only for the time period commencing February 15, 2009 and ending on February
15, 2010. 


                    (c)
A final cash payment of Nine Million Six Hundred Thousand Dollars ($9,600,000),
which represents an amount equal to the Settlement Payment, less the sum of (i)
the amount of the Initial Cash Payment, and (ii) the amount of the credit
referenced in Section 1.2(b) (the “Final Cash Payment”). The Final Cash
Payment shall be paid within two (2) Business Days of the earlier of (i) the
Effective Date or (ii) the date when all of the requirements set forth below in
Section 1.2 (b) through (i) have been satisfied. 


                    (d)
Notwithstanding the amounts to be paid to the City as set forth in Sections
1.1(a) – 1.1(c) above, Debtors or Reorganized Debtors agree to pay the
Development Process Costs as provided for in the Development Agreement incurred
by the City from January 1, 2010 through and including the Effective Date
within thirty (30) days of a receipt of a statement for such from the City.
After the Effective Date, Development Process Costs will be paid consistent
with the terms and conditions of the Development Agreement. 


                    Section
1.2 Other Agreements. The Parties shall take the following actions, as
applicable: 


                    (a)
The Parties hereby agree to toll or seek to extend all deadlines for all
actions in any Dispute Proceeding or Disputed Matters from the date hereof
through the date of the Final Cash Payment; 


                    (b)
After the entry of the Settlement Order, the City shall make no further demand
seeking the 1% Tax Increase, and on the date of the Final Cash Payment, the
City shall acknowledge and agree that the 1% Tax Increase is neither applicable
nor payable; 


                    (c)
Upon the receipt of the Final Cash Payment, the City shall take all actions
necessary to dismiss the Adversary Proceeding with prejudice; 


                    (d)
Upon the receipt of the Final Cash Payment, the City shall take all actions
necessary to dismiss the Appeal with prejudice; 


4





                    (e)
After the entry of the Settlement Order, the City shall take no actions with
respect to any notice of alleged defaults served on the Debtors. Upon the
receipt of the Final Cash Payment, the City shall be deemed to have dismissed
and waived any and all claims of default under the Development Agreement,
whether asserted or not, including for Development Process Costs as defined by
the Development Agreement, or any other purported basis for reimbursement of
fees and costs for attorneys or other professionals associated with and/or
hired by the City incurred prior to January 1, 2010; 


                    (f)
Upon entry of the Settlement Order, the City shall take all actions reasonably
necessary to effect the agreements provided in this Settlement Agreement and
take such steps as are necessary to ensure that all required approvals of
relevant city government authorities, including but not limited to the City
Council and the Mayor, are obtained; 


                    (g)
Upon entry of the Settlement Order, the City shall not take any actions
inconsistent with, and will use its best efforts to support and cooperate
publicly and actively with the Debtors’ efforts to obtain the Tax Rollback with
the effective date of the Tax Rollback being February 15, 2009, including by
written submission to the MGCB affirmatively stating that the Debtors are in
full compliance with the Development Agreement and are fully operational, and
have been so since at least February 15, 2009, as defined by the MGCRA; 


                    (h)
Upon entry of the Settlement Order, to the extent any consent is required under
any applicable law, contract, or otherwise, including, but not limited to,
under the Detroit City Code, the MGCRA, the Michigan Liquor Control Act and the
Development Agreement, by the City (including the consent of the Mayor and the
City Council), the City shall consent to the transfer of the ownership of the
Casino and the Development Agreement, whichever is in effect, to the
Reorganized Debtors on the terms and in accordance with the Plan; 


                    (i)
After entry of the Settlement Order, the City shall (i) approve an amended site
plan based on revised drawings dated July 27, 2009 that were previously
submitted to the City, showing the Event Center as white box space (the
“Revised Event Center Drawings”); (ii) issue a revised building permit for the
Casino based on the Revised Event Center Drawings; and (iii) issue a final
certificate of occupancy for the Casino; 


                    (j)
The Debtors and Creditors agree that upon the Effective Date, the Plan shall
provide, inter alia, the following: 


	
  

 	
  

 
	
  

 	
                     (i)
 An ownership structure for the Reorganized Debtors similar to that described
 in the Plan; 

 
	
  

 	
  

 
	
  

 	
                     (ii)
 In the event the Reorganized Debtors offer to sell shares to the public in an
 underwritten public offering within three years of the Effective Date, to the
 extent permitted by any rules and regulations regulating the Reorganized
 Debtors or the underwriters of such offering, the Reorganized Debtors: 

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
           a.
 will recommend to the underwriters of such offering to allow City of Detroit
 residents to participate in a “directed share program,” limited to five
 percent (5%) of the total offering; and 

 


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           b.
 will consider, in their sole discretion, whether to request that the
 underwriters, as to the five percent (5%) portion of the “directed share
 program,” offer the directed shares to the directed share recipients at the
 discount price at which the underwriter purchases such shares;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
           provided;
 however, it being understood that any obligation of the Reorganized
 Debtors to make or consider any recommendation or request as provided above
 will not require any expense on the part of the Reorganized Debtors nor cause
 or result in any delay in the offering should the underwriters decline to
 follow such recommendations or requests.

 






	
  

 	
  

 
	
  

 	
                     (iii)
 Reorganized Debtor organizational documents shall provide, to the extent the
 Board of Directors of the Reorganized Casino does not contain at least one
 director from Detroit reasonably acceptable to the Mayor and the City
 Council, Reorganized Casino shall appoint an unpaid ombudsman, to be selected
 by the Mayor and approved by the City Council and who is reasonably
 acceptable to the Reorganized Debtors, who, upon execution and delivery of a
 suitable confidentiality agreement, will be entitled to attend board meetings
 (whether telephonic or in-person), including board committee meetings, and
 receive all material notices, minutes of meetings, requests for written
 consents of the board in lieu of a board meeting, information and reports
 that are furnished to the board at the same time as the same are furnished to
 the board members; provided, however, that upon a good faith
 determination by the board that any matter to be discussed at any board
 meeting or any board committee meeting or any information in any material
 notices, minutes of meetings, requests for written consents of the board in
 lieu of a board meeting, information and reports that are furnished to the
 board involve an actual or potential conflict of interest between Reorganized
 Casino and the City, the board may exclude the ombudsman from attending any
 such meeting or receiving any such information; and provided further,
 however, that the board, in its sole discretion, may restrict the
 ombudsman’s attendance at meetings and his/her receipt of information with
 respect to: (i) matters involving actual or potential disputes, negotiations
 and/or litigation between Reorganized Casino and the City are raised or
 discussed; and (ii) actual or threatened third-party litigation involving
 Reorganized Casino, to the extent such attendance or receipt of information
 could cause the company to lose the benefit of protection in respect of what
 would otherwise be attorney-client privileged communications and provided
 further that the ombudsman shall not be entitled to attend board
 meetings, including committee meetings, and/or receive any minutes of
 meetings, written consents of the board, and/or information and reports that
 are furnished to the board or any committee unless and until the ombudsman
 executes a confidentiality agreement in form and substance satisfactory to
 the board, in the reasonable exercise of its discretion, that incorporates an
 affirmative undertaking by the ombudsman to comply with all applicable United
 States securities laws, the rules and regulations of the United States
 Securities and Exchange Commission, the Sarbanes-Oxley Act of 2002, Pub. L.
 107-24, other applicable federal and state laws and statutory and regulatory
 obligations of a person serving on the board of directors of a company whose
 ownership interests are publicly traded on a national securities exchange, as
 well as customary common law and 

 


6









	
  

 	
  

 
	
  

 	
 case law
 fiduciary standards imposed upon a person serving on the board of directors
 of a company and customary confidentiality obligations of a member of a board
 of directors of a company; 

 
	
  

 	
  

 
	
  

 	
                     (iv)
 Freman Hendrix, Michael E. Duggan, Joel I. Ferguson, Benjamin C. Duster, IV,
 John I. Bitove, George Boyer and Yvette E. Landau shall constitute the
 initial Board of Directors of the Reorganized Debtors, which such initial
 directors are hereby declared to be acceptable to the Mayor and the City
 Council, or others mutually acceptable to the Plan Proponents and the Mayor
 and the City Council (the acceptance of such members shall not be
 unreasonably withheld) and Freman Hendrix is, for purposes of Section
 1.2(j)(iii) above, the initial director from Detroit and is acceptable to the
 Mayor and the City Council; 

 
	
  

 	
  

 
	
  

 	
                     (v)
 Warner Gaming LLC shall serve as the initial management company for the
 Reorganized Debtors, which initial management company is hereby declared to
 be acceptable to the City and any subsequent management shall be mutually
 acceptable to Plan Proponents and the City (the acceptance of such other
 person shall not be unreasonably withheld by the Mayor and the City Council);
 

 
	
  

 	
  

 
	
  

 	
                     (vi)
 The aggregate amount of the Reorganized Debtors’ secured debt upon the
 Effective Date shall be as contemplated in the Plan up to a maximum of $450,000,000;
 and 

 
	
  

 	
  

 
	
  

 	
                     (vii)
 The City hereby acknowledges and agrees that the provisions described above
 in this Section 1.2(j), including but not limited to the selection of the
 individuals and/or entities for the initial board of directors and managers
 and the initial CEO/management company, are acceptable to the Mayor and City
 Council. 

 



                    (k)
After entry of the Bankruptcy Court Order provided for in Section 4.1
hereinafter, the City shall issue all appropriate certificates of occupancy,
permits, zoning approval or variance or other similar regulatory approvals as
contemplated by or required under the Development Agreement, including, but not
limited to, approvals for the revised site plan based on drawings dated July
27, 2009 that were previously submitted to the City showing the Event Center as
white box space, a revised building permit and a final certificate of occupancy
based on the revised building permit. 


ARTICLE 2

MUTUAL WAIVER AND RELEASE


                    Section
2.1 Mutual Limited Release. As of the entry of the Bankruptcy Court
Order approving this Settlement Agreement as provided in Section 4.1: 


                    (a)
Release by Debtors. Except for the Parties’ obligations under this
Settlement Agreement, the Debtors, each of the Debtors’ Estates, the
Reorganized Debtors, each of their subsidiaries and affiliates and their
respective successors and assigns, hereby waive, release and forever discharge
the City, the Debtors’ Pre-petition Lenders, the DIP Lenders, and the Plan
Proponents and each of their respective officers, directors, partners, members,



7





managers,
employees, agents, representatives, advisors, attorneys, and servants from any
and all suits, legal or administrative proceedings, claims, obligations,
demands, actions, causes of action, damages, losses, costs, interest, and
liabilities, of whatever kind and nature, character and description, whether in
law or equity, whether sounding in tort, contract or under other applicable
law, whether known or unknown, and whether anticipated or unanticipated,
arising from any event, transaction, matter, circumstance or fact in any way
arising out of, arising as a result of, related to, with respect to or in
connection with or based in whole or in part on the Disputed Matters and
Dispute Proceedings, existing as of the date hereof regardless of whether
specifically raised or asserted by the Debtors or addressed herein. 


                    (b)
Release by City. Except for the Parties’ obligations under this
Settlement Agreement, the City and its respective successors and assigns,
hereby waive, release and forever discharge the Debtors, each of the Debtors’
Estates, the Reorganized Debtors, the Agent, the Debtors’ Pre-petition Lenders,
the DIP Lenders and the Plan Proponents and each of their respective officers,
directors, partners, members, managers, employees, agents, representatives,
advisors, attorneys and servants from any and all suits, legal or
administrative proceedings, claims, obligations, demands, actions, causes of
action, damages, losses, costs, interest, and liabilities, of whatever kind and
nature, character and description, whether in law or equity, whether sounding
in tort, contract or under other applicable law, whether known or unknown, and
whether anticipated or unanticipated, arising from any event, transaction,
matter, circumstance or fact in any way arising out of, arising as a result of,
related to, with respect to or in connection with or based in whole or in part
on the Disputed Matters and Dispute Proceedings, along with any claims or
potential claims that have been or could have been asserted alleging violations
or defaults under the Development Agreement or based on circumstances giving
rise to the Disputed Matters existing as of the date hereof regardless of
whether specifically raised or asserted by the City or addressed herein;
provided, however, that nothing in this release shall affect the Debtors’
ongoing obligations to pay taxes owed to the City, their obligations arising under
the Development Agreement or compliance with other applicable laws, rules or
regulations of the City. 


                    (c)
Release by Plan Proponents. Except for the Parties’ obligations under
this Settlement Agreement, the Plan Proponents, on behalf of themselves and
their respective successors and assigns, hereby waive, release and forever
discharge the Debtors, each of the Debtors’ Estates, the Reorganized Debtors
and the City and each of their officers, directors, partners, members,
managers, employees, agents, representatives, advisors, attorneys and servants
from any and all suits, legal or administrative proceedings, claims,
obligations, demands, actions, causes of action, damages, losses, costs,
interest, and liabilities, of whatever kind and nature, character and
description, whether in law or equity, whether sounding in tort, contract or
under other applicable law, whether known or unknown, and whether anticipated
or unanticipated, arising from any event, transaction, matter, circumstance or fact
in any way arising out of, arising as a result of, related to, with respect to
or in connection with or based in whole or in part on the Disputed Matters and
Dispute Proceedings, existing as of the date hereof regardless of whether
specifically raised or asserted by the Plan Proponents or addressed herein. 


                    Section
2.2 Limitation of Mutual Release. The Parties hereby acknowledge and
agree that the provisions of Section 2.1 above and the waivers and releases
therein shall be 


8





limited solely
to the Disputed Matters and Dispute Proceedings or the circumstances giving
rise to the Disputed Matters and/or Dispute Proceedings or any other claim
related thereto that could have been asserted or alleged as of the date of this
Settlement Agreement. Section 2.1 above is not intended to be and shall not be
interpreted to be a release or waiver of any rights, remedies, claims, defenses
or obligations that any of the Parties and/or their affiliates has or may have
against any other Party and/or its affiliates arising out of, related to, or in
connection with any other contracts, agreements, arrangements, understandings,
acts, or omissions, that are wholly unrelated to the Development Agreement or
the subject matter of this Settlement Agreement, including any disputes that
may arise in the future with respect to the Development Agreement. 


                    Section
2.3 Representations Regarding the Mutual Release. As an inducement to
the other Parties to enter into this Settlement Agreement and grant the
release, each Party represents to the other that: 


                    (a)
Such Party (i) has not sold, transferred, conveyed, abandoned or otherwise
disposed of any of the claims released by it under this Article 2, whether or
not known, suspected or claimed that such Party has, had or may have, against
the other Parties and/or any of its or their successors, predecessors
(including, without limitation, all predecessors by virtue of merger) and
assigns, as the case may be, and (ii) has sought the advise of counsel with
respect to the execution and delivery of this release and understands the legal
implications with respect to this release; and 


                    (b)
Such Party hereby acknowledges that it may hereafter discover facts in addition
to or different from those which it now knows or believes to be true with
respect to the subject matter of this release, but that it is such Party’s
intention to, and it does hereby fully, finally and forever settle the claims
released in this Article 2; in furtherance of such intention, such Party
acknowledges that this release shall be and remain in effect as a full and
complete release with respect to the claims released hereunder, notwithstanding
the subsequent discovery or existence of any such additional or different
facts. 


ARTICLE 3 

REPRESENTATIONS AND WARRANTIES


                    Section
3.1 Authorization and Validity of Settlement Agreement. Each Party
represents and warrants to each other Party that the execution, delivery and
performance of this Settlement Agreement (a) are within the Party’s powers, (b)
have been duly authorized by all necessary action on its behalf and all
necessary consents or approvals have been obtained and are in full force and
effect and (c) do not violate any of the terms and conditions of any applicable
law or any contracts to which it is a party. 


                    Section
3.2 Enforceability. Each Party represents and warrants to each other
Party that this Settlement Agreement has been duly executed and delivered on behalf
of such Party and constitutes a legal, valid and binding obligation of such
Party enforceable against it in accordance with its terms. 


9






                    Section
3.3 Reviewed by Attorneys. Each Party represents and warrants to each
other Party that it (a) understands fully the terms of this Settlement
Agreement and the consequences of the execution and delivery hereof, (b) has
been afforded an opportunity to have this Settlement Agreement reviewed by, and
to discuss this Settlement Agreement with its attorneys, (c) has entered into
this Settlement Agreement of its own free will and accord and without threat,
duress or other coercion of any kind by any Person and (d) acknowledges that it
and each other Party has negotiated the terms of this Settlement Agreement in
good faith. 


ARTICLE 4 

BANKRUPTCY COURT APPROVALS;

TERMINATION OF SETTLEMENT AGREEMENT


                    Section
4.1 Bankruptcy Court Approvals. This Settlement Agreement shall be
binding on the Parties as of the date set forth in the introductory paragraph
of this Settlement Agreement, subject to Bankruptcy Court approval and required
consents from the City. 


                    (a)
The Parties will file a joint renewed motion with the Bankruptcy Court for
approval of this Settlement Agreement pursuant to Federal Rule of Bankruptcy
Procedure 9019 (the “Settlement Motion”) seeking entry of an order on
the Settlement Motion to on or before February 22, 2010. The Parties shall use
their best efforts to obtain Bankruptcy Court approval of the Settlement
Agreement and shall take no actions inconsistent therewith. 


                    Section
4.2 Effect of Non-Approval. In the event that Bankruptcy Court approval
of this Settlement Agreement, or the Effective Date does not occur by June 30,
2010, this Settlement Agreement shall be deemed to be null and void and no
Party shall have any obligations to the other Parties arising out of this
Settlement Agreement, nor shall the existence of the Settlement Agreement or
its terms be used as the basis for the assertion of the waiver or estoppel of
any claim or defense by any Party in any subsequent matter or proceeding. 


ARTICLE 5

MISCELLANEOUS


                    Section
5.1 Successors and Assigns. The rights and obligations of the Parties
under this Settlement Agreement shall be binding on and enforceable by the
successors and assigns of each Party. 


                    Section
5.2 Counterparts. This Settlement Agreement may be executed in one or
more counterparts, by either an original signature or signature transmitted by
facsimile transmission or other similar process and each copy so executed shall
be deemed to be an original and all copies so executed shall constitute one and
the same agreement. 


                    Section
5.3 Headings. The headings of the articles, sections and paragraphs of
this Settlement Agreement are inserted for convenience only and shall not be
deemed to constitute part of this Settlement Agreement or to affect the
construction hereof. 


                    Section
5.4 Entire Agreement; Modification and Waiver. This Settlement
Agreement, as it may be amended in accordance with its terms, and all other
agreements


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delivered in
connection herewith, contain the entire agreement as among the Parties with
respect to the subject matter hereof. This Settlement Agreement may not be
modified or amended except by an instrument or instruments in writing signed by
each of the Parties. The waiver by a Party of a breach of any term or provision
of this Settlement Agreement shall not be construed as a waiver of any
subsequent breach. Unless otherwise provided in this Settlement Agreement,
nothing herein modifies, limits or changes Debtors’ or Reorganized Debtors’ or
the City’s duties or obligations under the Development Agreement. 


                    Section
5.5 Covenant Not to Take Action in Breach of Representations and Warranties.
Each Party agrees not to take any actions from and including the date of
execution of this Settlement Agreement up to and including the Effective Date
that will result, whether directly or indirectly, in the breach of the
representations, warranties, agreements, covenants or obligations contained in
this Settlement Agreement. 


                    Section
5.6 Notices. Any notice, communication, request, instruction or other
document required or permitted hereunder shall be deemed to have been duly
given: (i) when personally delivered; (ii) upon actual receipt (as established
by confirmation of receipt or otherwise) during normal business hours,
otherwise on the first Business Day thereafter, if transmitted by facsimile or
telecopier with confirmation of receipt; (iii) when mailed by certified mail,
return receipt requested, postage prepaid; or (iv) when sent by overnight
courier; in each case, to the following addresses, or to such other addresses
as a Party may from time to time specify by notice to the other Party given
pursuant hereto. 


	
  

 	
  

 	
  

 
	
  

 	
 If to the Debtors or Reorganized Debtors, to: 

 
	
  

 	
  

 
	
  

 	
  

 	
 Greektown
 Casino, L.L.C.

 
	
  

 	
  

 	
 555 East
 Lafayette 

 
	
  

 	
  

 	
 Detroit,
 Michigan 48226

 
	
  

 	
  

 	
 Attention:
 Chief Executive Officer 

 
	
  

 	
  

 	
  

 
	
  

 	
 With copies
 to: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Schafer
 & Weiner, PLLC

 
	
  

 	
  

 	
 40950
 Woodward Avenue

 
	
  

 	
  

 	
 Suite 100

 
	
  

 	
  

 	
 Bloomfield
 Hills, Michigan 48304

 
	
  

 	
  

 	
 Attention:
 Daniel Weiner

 
	
  

 	
  

 	
 Phone: (248)
 540-3340

 
	
  

 	
  

 	
 Facsimile:
 (248) 282-2100 

 
	
  

 	
  

 	
  

 
	
  

 	
 and 

 


11









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Honigman
 Miller Schwartz and Cohn LLP

 
	
  

 	
  

 	
 2290 First
 National Building

 
	
  

 	
  

 	
 660 Woodward
 Avenue

 
	
  

 	
  

 	
 Detroit,
 Michigan 48226

 
	
  

 	
  

 	
 Attention:
 G. Scott Romney

 
	
  

 	
  

 	
 Phone: (313)
 465-7000

 
	
  

 	
  

 	
 Facsimile:
 (313) 465-8000 

 
	
  

 	
  

 	
  

 
	
  

 	
 If to the City, to: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Mayor

 
	
  

 	
  

 	
 City of
 Detroit

 
	
  

 	
  

 	
 1126 Coleman
 A. Young Municipal Center

 
	
  

 	
  

 	
 Two Woodward
 Avenue

 
	
  

 	
  

 	
 Detroit,
 Michigan 48226 

 
	
  

 	
  

 	
  

 
	
  

 	
 With a
 copies to: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Corporation
 Counsel

 
	
  

 	
  

 	
 City of
 Detroit

 
	
  

 	
  

 	
 First
 National Building

 
	
  

 	
  

 	
 660 Woodward
 Avenue

 
	
  

 	
  

 	
 Suite 1650

 
	
  

 	
  

 	
 Detroit,
 Michigan 48226 

 
	
  

 	
  

 	
  

 
	
  

 	
 and 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shefsky
 & Froelich Ltd.

 
	
  

 	
  

 	
 111 East
 Wacker Drive

 
	
  

 	
  

 	
 Suite 2800

 
	
  

 	
  

 	
 Chicago,
 Illinois 60601

 
	
  

 	
  

 	
 Attention:
 Cezar M. Froelich and

 
	
  

 	
  

 	
 Michael J.
 Schaller

 
	
  

 	
  

 	
 Phone: (312)
 527-4000

 
	
  

 	
  

 	
 Facsimile:
 (312) 527-4011 

 
	
  

 	
  

 	
  

 
	
  

 	
 If to the Creditors, to: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 ____________________

 
	
  

 	
  

 	
 ____________________

 
	
  

 	
  

 	
 ____________________

 
	
  

 	
  

 	
 ____________________

 
	
  

 	
  

 	
 Attention:
 ____________

 
	
  

 	
  

 	
 Phone:
 _______________

 
	
  

 	
  

 	
 Facsimile:
 ____________

 


12









	
  

 	
  

 	
  

 
	
  

 	
 With a copy
 to: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Dechert LLP

 
	
  

 	
  

 	
 1095 Avenue
 of the Americas,

 
	
  

 	
  

 	
 New York New
 York 10036

 
	
  

 	
  

 	
 Attention:
 Allan S. Brilliant

 
	
  

 	
  

 	
 Phone: (212)
 698-3600

 
	
  

 	
  

 	
 Facsimile:
 ______________ 

 
	
  

 	
  

 	
  

 
	
  

 	
 and 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Dickinson
 Wright PLLC

 
	
  

 	
  

 	
 215 South
 Washington Square

 
	
  

 	
  

 	
 Suite 200

 
	
  

 	
  

 	
 Lansing,
 Michigan 48933

 
	
  

 	
  

 	
 Attention:
 Robert W. Stocker II

 
	
  

 	
  

 	
 Phone: (517)
 487-4715

 
	
  

 	
  

 	
 Facsimile:
 (517) 487-4700 

 



                    Section
5.7 GOVERNING LAW. THIS SETTLEMENT AGREEMENT AND THE RIGHTS AND DUTIES
OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
APPLICABLE FEDERAL LAWS, AND/OR THE SUBSTANTIVE LAWS OF THE STATE OF MICHIGAN,
WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS THAT WOULD REQUIRE THE
APPLICATION OF LAWS OF ANOTHER JURISDICTION. THE PARTIES ACKNOWLEDGE AND AGREE
THAT THE BANKRUPTCY COURT SHALL HAVE THE EXCLUSIVE JURISDICTION OVER THIS
SETTLEMENT AGREEMENT AND THAT ANY CLAIMS ARISING OUT OF OR RELATED IN ANY MANNER
TO THIS SETTLEMENT AGREEMENT SHALL BE PROPERLY BROUGHT ONLY BEFORE THE
BANKRUPTCY COURT. FOR THE AVOIDANCE OF DOUBT, THIS PROVISION APPLIES SOLELY TO
DISPUTES ARISING OUT OF THIS SETTLEMENT AGREEMENT AND NOT TO ANY DISPUTES
ARISING OUT OF THE REVISED DEVELOPMENT AGREEMENT THAT IS ATTACHED AS AN EXHIBIT
HERETO. 


                    Section
5.8 WAIVER OF JURY TRIAL. THE PARTIES IRREVOCABLY AND UNCONDITIONALLY
WAIVE TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS
SETTLEMENT AGREEMENT OR THE RELATED AGREEMENTS AND FOR ANY COUNTERCLAIM
THEREIN. 


                    Section
5.9 Severability. In case any provision of this Settlement Agreement
shall be determined to be invalid, illegal or unenforceable for any reason, the
remaining provisions of this Settlement Agreement shall be unaffected and
unimpaired thereby, and shall remain in full force and effect, to the fullest
extent permitted by applicable law. 


                    Section
5.10 Interpretation. This Settlement Agreement has been jointly drafted
by the Parties at arm’s-length and each Party has had ample opportunity to
consult with 


13





independent
legal counsel. No provision or ambiguity in this Settlement Agreement shall be
resolved against any Party solely by virtue of its participation in the
drafting of this Settlement Agreement. 


                    Section
5.11 Survival of Representations. All representations, warranties,
agreements, acknowledgements, covenants and obligations herein are material,
shall be deemed to have been relied upon by the other Party, and shall survive
the Effective Date. 


                    Section
5.12 No Admission of Liability. This Settlement Agreement is not an
admission of any liability but is a compromise and the settlement and this
Settlement Agreement shall not be treated as an admission of liability. All
communications (whether oral or in writing) between and/or among the Parties,
their counsel and/or their respective representatives relating to, concerning
or in connection with this Settlement Agreement, or the matters covered hereby
and thereby, shall be governed and protected in accordance with Federal Rule of
Evidence 408 to the fullest extent permitted by law. 


 [SIGNATURE PAGES TO FOLLOW]


14






          IN
WITNESS WHEREOF, this Settlement Agreement has been signed by or on behalf of
each of the Parties as of the day first above written.


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 MONROE PARTNERS, L.L.C., as debtor and
 debtor-in-possession

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Cliff Vallier

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Cliff Vallier

 
	
  

 	
  

 	
 Title:

 	
 Chief
 Executive Officer

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 KEWADIN GREEKTOWN CASINO, L.L.C., as debtor
 and debtor-in-possession

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Cliff Vallier

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Cliff
 Vallier

 
	
  

 	
  

 	
 Title:

 	
 Chief
 Executive Officer

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 GREEKTOWN HOLDINGS, L.L.C., as debtor and
 debtor-in-possession

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Cliff Vallier

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Cliff
 Vallier

 
	
  

 	
  

 	
 Title:

 	
 Chief
 Executive Officer

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 GREEKTOWN HOLDINGS II, INC., as debtor and
 debtor-in-possession

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Cliff Vallier

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Cliff
 Vallier

 
	
  

 	
  

 	
 Title:

 	
 Chief
 Executive Officer

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 GREEKTOWN CASINO, L.L.C., as debtor and
 debtor-in-possession

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Cliff Vallier

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Cliff
 Vallier

 
	
  

 	
  

 	
 Title:

 	
 Chief
 Executive Officer

 


15









	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
 TRAPPERS GC PARTNER, L.L.C., as debtor and
 debtor-in-possession
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
 By: 
 	
 GREEKTOWN
 CASINO, L.L.C.
 
	
  
 	
  
 	
  
 	
 Its:   Sole
 Member
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
 By: 
 	
  
 	
 /s/ Cliff Vallier
 
	
  
 	
  
 	

 
 
	
  
 	
  
 	
 Name: 
 	
 Cliff
 Vallier
 
	
  
 	
  
 	
 Title:
 	
 Chief
 Executive Officer
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
 CONTRACT BUILDERS CORPORATION, as debtor and
 debtor-in-possession
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
 By: 
 	
  
 	
 /s/ Cliff Vallier
 
	
  
 	
  
 	

 
 
	
  
 	
  
 	
 Name: 
 	
 Cliff
 Vallier
 
	
  
 	
  
 	
 Title:
 	
 Chief
 Executive Officer
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
 REALTY EQUITY COMPANY, INC., as debtor and
 debtor-in-possession
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
 By: 
 	
  
 	/s/ Cliff Vallier

	
  
 	
  
 	

 
 
	
  
 	
  
 	
 Name: 
 	
 Cliff
 Vallier
 
	
  
 	
  
 	
 Title:
 	
 Chief
 Executive Officer
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
  
 	
 DEUTSCHE BANK TRUST COMPANY AMERICAS, as
 Indenture Trustee for the 103⁄4% Senior Notes due 2013 issued by certain of the
 Debtors
 
	
  
 	
  
 	
  
 	
  
 
	
  
 	
 By: 
 	
  
 	
  
 
	
  
 	
  
 	

 
 
	
  
 	
  
 	
 Name:
 	
  
 
	
  
 	
  
 	
  
 	

 
 
	
  
 	
  
 	
 Title:
 	
  
 
	
  
 	
  
 	
  
 	

 
 


16









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK STRATEGIC INCOME FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK TRUST STRATEGIC INCOME TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK FUNDS II STRATEGIC INCOME TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK HIGH YIELD FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK TRUST HIGH INCOME TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 


17









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK FUNDS II HIGH INCOME FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK BOND FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK INCOME SECURITIES TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK INVESTORS TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK FUNDS III LEVERAGED COMPANIES FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 


18









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK FUNDS II ACTIVE BOND FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 JOHN HANCOCK FUNDS TRUST ACTIVE BOND TRUST

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
/s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 MANULIFE GLOBAL FUND U.S. BOND FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 MANULIFE FUND U.S. HIGH YIELD FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 MANULIFE GLOBAL FUND STRATEGIC INCOME

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 


19









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 MIL STRATEGIC INCOME FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Ismail Gunes

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Ismail Gunes

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President, Investment Operations

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 OPPENHEIMER CHAMPION INCOME FUND

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 By: 

 	
 Oppenheimer
 Funds, Inc., as investment advisor thereto

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Margaret Hui

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Margaret Hui

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 OPPENHEIMER STRATEGIC INCOME FUND

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 By: 

 	
 Oppenheimer
 Funds, Inc., as investment advisor thereto

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Margaret Hui

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Margaret Hui

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 OPPENHEIMER STRATEGIC BOND FUND / VA

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 By: 

 	
 Oppenheimer
 Funds, Inc., as investment advisor thereto

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Margaret Hui

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Margaret Hui

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President

 
	
  

 	
  

 	
  

 	

 



 


20









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 OPPENHEIMER HIGH INCOME FUND / VA

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 By: 

 	
 Oppenheimer
 Funds, Inc., as investment advisor thereto

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Margaret Hui

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Margaret Hui

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 ING OPPENHEIMER STRATEGIC INCOME PORTFOLIO

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 By: 

 	
 Oppenheimer
 Funds, Inc., as investment advisor thereto

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
/s/ Margaret Hui

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Margaret Hui

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Vice President

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 BRIGADE CAPITAL MANAGEMENT

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Joanna Bensimon

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Joanna Bensimon

 
	
  

 	
  

 	
 Title:

 	
 Associate

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 SOLA LTD

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Christopher Bondy

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Christopher Bondy

 
	
  

 	
  

 	
 Title:

 	
 Director

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 SOLUS CORE OPPORTUNITIES MASTER FUND LTD

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Christopher Bondy

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name: 

 	
 Christopher
 Bondy

 
	
  

 	
  

 	
 Title:

 	
 Director

 


21









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 THE CITY OF DETROIT

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 	
 /s/ Dave Bing

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Name:

 	
 Dave Bing

 
	
  

 	
  

 	
  

 	

 


 
	
  

 	
  

 	
 Title:

 	
 Mayor

 
	
  

 	
  

 	
  

 	

 


 


22









	
  

 
	
 SCHEDULE 1 TO AGREEMENT

 
	
  

 
	
 John Hancock
 Strategic Income Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Trust Strategic Income Trust 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Funds II Strategic Income Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 High Yield Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Trust High Income Trust 
c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Funds II High Income Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Bond Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Income Securities Trust 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 













	
  

 
	
 John Hancock
 Investors Trust 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Funds III Leveraged Companies Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Funds II Active Bond Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 John Hancock
 Funds Trust Active Bond Trust 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 Manulife
 Global Fund U.S. Bond Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 Manulife
 Global Fund U.S. High Yield Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 Manulife
 Global Fund Strategic Income 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 MIL
 Strategic Income Fund 

 c/o MFC Global Investment Management (U.S.), LLC 

 101 Huntington Avenue 

 Boston, Massachusetts 02199 

 
	
  

 
	
 Oppenheimer
 Champion Income Fund 

 6803 South Tucson Way 

 Centennial, Colorado 80112 

 


2









	
  

 
	
 Oppenheimer
 Strategic Income Fund 

 6803 South Tucson Way 

 Centennial, Colorado 80112 

 
	
  

 
	
 Oppenheimer
 Strategic Bond Fund / VA 

 6803 South Tucson Way 

 Centennial, Colorado 80112 

 
	
  

 
	
 Oppenheimer
 High Income Fund / VA 

 6803 South Tucson Way 

 Centennial, Colorado 80112 

 
	
  

 
	
 ING
 Oppenheimer Strategic Income Portfolio 

 7337 East Doubletree Ranch Road 

 Scottsdale, Arizona 85258 

 
	
  

 
	
 Brigade
 Capital Management 

 399 Park Avenue, 16th Floor 

 New York, New York 10022 

 Telephone: 212-745-9700 

 
	
  

 
	
 Sola Ltd 

 c/o Solus Alternative Asset Management LP 

 430 Park Avenue, 9th Floor 

 New York, New York 10022 

 
	
  

 
	
 Solus Core
 Opportunities Master Fund Ltd 

 c/o Solus Alternative Asset Management LP 

 430 Park Avenue, 9th Floor 

 New York, New York 10022 

 


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