exv10w5






Exhibit 10.5




EXECUTION VERSION




 

 






FOURTH AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT




Dated May 12, 2009




Among




RESOLUTE ANETH, LLC,

as Borrower,




WACHOVIA BANK, NATIONAL ASSOCIATION,

as Administrative Agent,




WELLS FARGO BANK, NATIONAL ASSOCIATION

and BMO CAPITAL MARKETS FINANCING, INC.,

as Co-Syndication Agents,




DEUTSCHE BANK SECURITIES INC. and FORTIS CAPITAL CORP.,

as Co-Documentation Agents,




and




The Lenders Party Hereto




 

 







 









 








     THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Third
Amendment”), dated effective as of May 12, 2009, is by and among Resolute Aneth, LLC, a
Delaware limited liability company (the “Borrower”), Resolute Holdings Sub, LLC, a Delaware
limited liability company, and certain of its subsidiaries (collectively, the
“Guarantors”), Wachovia Bank, National Association, as Administrative Agent (the
“Administrative Agent”), Wells Fargo Bank, National Association and BMO Capital Markets
Financing, Inc., as Co-Syndication Agents (the “Co-Syndication Agents”), Deutsche Bank
Securities Inc. and Fortis Capital Corp., as Co-Documentation Agents (the “Co-Documentation
Agents”) and the other Lenders party hereto (the “Lenders”).



Recitals




     WHEREAS, the Borrower, the Guarantors, the Administrative Agent and the other lenders party
thereto entered into that certain Amended and Restated Credit Agreement, dated as of April 14,
2006, as amended by that certain First Amendment to Amended and Restated Credit Agreement, dated
June 27, 2007, that certain Second Amendment to Amended and Restated Credit Agreement, dated
September 12, 2007, and that certain Third Amendment to Amended and Restated Credit Agreement dated
September 30, 2008 (as the same may be amended, modified, supplemented or restated from time to
time, the “Credit Agreement”);



     WHEREAS, the Borrower has requested that the Administrative Agent and the Required Lenders
amend the Credit Agreement to decrease the borrowing base, amend the maximum leverage ratio
covenant and make the other modifications specified herein; and



     WHEREAS, subject to the satisfaction of the conditions set forth herein, the Administrative
Agent and the Required Lenders are willing to amend the Credit Agreement and to take such other
actions as provided herein.



     NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein and
in the Credit Agreement, and for other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree
as follows:



ARTICLE I

Definitions



Each capitalized term used in this Fourth Amendment and not defined herein shall have the meaning
assigned to such term in the Credit Agreement.




ARTICLE II

Amendments




     Section 2.01 Amendments to Section 1.02 of the Credit Agreement.



 









 






     (a) Section 1.02 of the Credit Agreement is hereby amended by adding the following new
definitions in their proper alphabetical order:




     ““Borrowing Base Hedging Contracts” has the meaning given such term in
Section 9.19.”




     ““Defaulting Lender” means any Lender, as determined by the
Administrative Agent, that has (a) failed to fund any portion of its Loans or
participations in Letters of Credit within three Business Days of the date required
to be funded by it hereunder, (b) notified the Borrower, the Administrative Agent,
the Issuing Bank or any Lender in writing that it does not intend to comply with any
of its funding obligations under this Agreement or has made a public statement to
the effect that it does not intend to comply with its funding obligations under this
Agreement, (c) otherwise failed to pay over to the Administrative Agent or any other
Lender any other amount required to be paid by it hereunder within three Business
Days of the date when due, unless the subject of a good faith dispute, or (d) (i)
become or is insolvent or has a parent company that has become or is insolvent or
(ii) become the subject of a bankruptcy or insolvency proceeding, or has had a
receiver, conservator, trustee or custodian appointed for it, or has taken any
action in furtherance of, or indicating its consent to, approval of or acquiescence
in any such proceeding or appointment or has a parent company that has become the
subject of a bankruptcy or insolvency proceeding, or has had a receiver,
conservator, trustee or custodian appointed for it, or has taken any action in
furtherance of, or indicating its consent to, approval of or acquiescence in any
such proceeding or appointment; provided that the Administrative Agent shall
provide written notice to any Lender determined by the Administrative Agent to be a
Defaulting Lender hereunder (and shall provide a copy of such written notice to the
Borrower). In the event that the Administrative Agent, the Borrower, the Swingline
Lender and the Issuing Bank each agrees that a Defaulting Lender has adequately
remedied all matters that caused such Lender to be a Defaulting Lender, such Lender
shall cease to be a Defaulting Lender.”




     ““Fourth Amendment” means that certain Fourth Amendment to Amended and
Restated Credit Agreement, dated as of May 12, 2009, among the Borrower, the
Administrative Agent and the other Lenders party thereto.”




     ““Fourth Amendment Effective Date” means May 12, 2009.”




     ““Hedging Agreement Restructuring” means, collectively, each Unwind of
a Borrowing Base Hedging Contract and the replacement Hedging Agreements (if any)
entered into by the end of the Business Day immediately succeeding the day on which
such Unwind occurs.”




     ““Swingline Lender” means Wachovia Bank, National Association, or any
other Lender appointed by the Administrative Agent and acceptable to the



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Borrower, in each case, in its capacity as a lender of Swingline Loans
hereunder.”




     ““Unwind” has the meaning given such term in Section 9.19.”




     (b) The definition of “Agreement” in Section 1.02 of the Credit Agreement is hereby
amended by deleting it in its entirety and inserting the following in lieu thereof:




     ““Agreement” means this Credit Agreement, as amended by the First
Amendment, further amended by the Second Amendment, further amended by the Third
Amendment, and further amended by the Fourth Amendment as the same may from time to
time be amended, modified, supplemented or restated.”




     (c) The definition of “Applicable Margin” in Section 1.02 of the Credit Agreement is
hereby amended by deleting the grid set forth therein and inserting the following grid in lieu
thereof:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	Borrowing Base Utilization Grid	 
	 	Borrowing Base	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	Utilization	 	 	 	 	 	 	 	>50%, but	 	 	>75%, but	 	 	 	 
	 	Percentage	 	 	£50%	 	 	£75%	 	 	£90%	 	 	>90%	 
	 	ABR Loans

	 	 	 	1.000	%	 	 	 	1.250	%	 	 	 	1.750	%	 	 	 	2.000	%	 
	 	Eurodollar Loans

	 	 	 	2.500	%	 	 	 	2.750	%	 	 	 	3.250	%	 	 	 	3.500	%	 
	 	Commitment Fee

	 	 	 	0.500	%	 	 	 	0.500	%	 	 	 	0.500	%	 	 	 	0.500	%	 
	 






     (d) The definition of “Borrowing Base” in Section 1.02 of the Credit Agreement is
hereby amended by inserting the words “Section 9.19,” after the words “pursuant to” thereof.



     Section 2.02 Addition of Section 2.08(k) to the Credit Agreement. The following
subsection (k) is hereby added to Section 2.08 of the Credit Agreement:




     “(k) Existing Letters of Credit. If Wachovia ceases to be a Lender
during a time when it has one or more Letters of Credit outstanding that it has
issued hereunder, each such Letter of Credit shall continue to be a Letter of Credit
hereunder and Wachovia shall have all of the rights, remedies, powers and privileges
of an Issuing Bank hereunder (including, without limitation, the right to be
reimbursed for any drawing hereunder) with respect to each such existing Letter of
Credit until such time as each such Letter of Credit expires, is drawn and fully
reimbursed or is renewed by another Letter of Credit issued hereunder by another
Issuing Bank.”



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     Section 2.03 Addition of Section 2.10 to the Credit Agreement. The following Section
2.10 is hereby added to the Credit Agreement:




     “Section 2.10 Defaulting Lenders. If any Lender becomes a Defaulting
Lender, then the following provisions shall apply for so long as such Lender is a
Defaulting Lender:




     (a) if any LC Exposure exists at the time a Lender becomes a Defaulting Lender
then the Borrower shall within two Business Days following notice by the
Administrative Agent cash collateralize such Defaulting Lender’s LC Exposure in
accordance with the procedures set forth in Section 2.08(j) for so long as such LC
Exposure is outstanding; and




     (b) if any Swingline Loans are outstanding at the time a Lender becomes a
Defaulting Lender then the Borrower shall within two Business Days following notice
by the Administrative Agent cash collateralize such Defaulting Lender’s
participations in the Swingline Loans for so long as such participations are
outstanding and the relevant Defaulting Lender continues to be a Defaulting Lender.
The cash collateralization will be in accordance with the procedures set forth in
Section 2.08(j), except that such cash collateral shall be applied by the
Administrative Agent (i) to reimburse a Swingline Lender for Swingline Loans for
which it has not been repaid, and (ii) if the maturity of the Loans has been
accelerated, to the extent not so applied, to satisfy other obligations of the
Borrower under this Agreement.”



     Section 2.04 Amendment to Section 5.04(b) of the Credit Agreement. Section 5.04(b) of
the Credit Agreement is hereby amended by deleting clause (iii) thereof and replacing it with
“(iii) any Lender becomes a Defaulting Lender hereunder, or”.



     Section 2.05 Amendment to Section 9.01(c) of the Credit Agreement. Sections 9.01(c)
of the Credit Agreement is hereby amended by deleting it in its entirety and inserting the
following in lieu thereof:




     “(c) Maximum Leverage Ratio. The Loan Parties will not, at any time,
permit the ratio of Funded Debt as of such time to EBITDA of Parent and its
Consolidated Subsidiaries for the four quarter period ending on the last day of the
immediately preceding fiscal quarter for which financial statements have been
provided pursuant to Section 8.01(a) or (b) to be greater than 4.50:1.00 with
respect to the quarter period ending on March 31, 2009; and with respect to the
quarter period ending on June 30, 2009 and all periods ending thereafter to be
greater than 4.00:1.00.”



     Section 2.06 Amendment to Section 9.19 of the Credit Agreement. Section 9.19 of the
Credit Agreement is hereby amended by deleting the last sentence thereof and replacing it with the
following:




     “The Loan Parties will not unwind, sell, terminate, restructure, modify or
otherwise affect (“Unwind”) any Hedging Agreement in respect of commodities



4









 







that was in effect at the time of the most recent Borrowing Base determination
(the “Borrowing Base Hedging Contracts”) where the net marked to market
economic effect of such Hedging Agreement Restructuring on the date thereof is
negative (which, if such Hedging Agreement Restructuring is settled for cash only,
shall equal the net amount of cash such Loan Parties receive), unless (a)
the net marked to market economic effect of such Hedging Agreement Restructuring on
the date thereof, when combined with the net marked to market economic effect of
all other Hedging Agreement Restructurings consummated during the period since the
last Redetermination Date, is less than or equal to 5% of the value of the
Borrowing Base then in effect, or (b) if the net marked to market economic effect
of such Hedging Agreement Restructuring on the date thereof, when combined with the
net marked to market economic effect of all other Hedging Agreement Restructurings
consummated during the period since the last Redetermination Date, is greater than
5% of the Borrowing Base then in effect, the Borrowing Base is reduced in
accordance with the following sentence. The Administrative Agent shall recommend,
if it determines in its judgment that it is appropriate to do so, a reduction of
the Borrowing Base by the portion of the Borrowing Base attributable to such net
economic effect of the Hedging Agreement Restructuring (based on the economic
assumptions consistent with the Administrative Agent’s lending requirements at the
time). Such recommendation by the Administrative Agent shall not become effective
until it is approved by the Required Lenders pursuant to the mechanisms for
decreases in the Borrowing Base set forth in Section 2.07(c)(iii).”



     Section 2.07 Amendment to Section 11.06 of the Credit Agreement. Section 11.06 of the
Credit Agreement is hereby amended by deleting the second and third sentences thereof and replacing
them with the following:




     “Upon any such resignation or removal, the Majority Lenders shall have the
right, in consultation with and upon the approval of the Borrower (so long as no
Event of Default has occurred and is continuing), which approval shall not be
unreasonably withheld, to appoint a successor; provided, however, that, at
Wachovia’s election and in its sole discretion, upon the resignation of Wachovia as
Administrative Agent, Wachovia shall have the right to appoint any of its
Affiliates as successor Administrative Agent without the requirement of the
approval of the Borrower or the Majority Lenders. If no successor shall have been
so appointed by the Majority Lenders, or as provided above, by Wachovia, and shall
have accepted such appointment within 30 days after the retiring Administrative
Agent gives notice of its resignation or removal of the retiring Administrative
Agent, then the retiring Administrative Agent may, on behalf of the Lenders and the
Issuing Bank, appoint a successor Administrative Agent which shall be a bank with
an office in New York, New York (or, in the case of an appointment by Wachovia of
one of its Affiliates, Denver, Colorado) or an Affiliate of any such bank.”



     Section 2.08 Reduction of Borrowing Base. By execution of this Fourth Amendment, each
of the Borrower, the Administrative Agent and the Required Lenders agree that, as of the



5









 







Fourth Amendment Effective Date, the Borrowing Base is $240,000,000 until it may be
redetermined in accordance with Credit Agreement.



ARTICLE III

Conditions Precedent




     This Fourth Amendment shall be subject to the satisfaction of the following conditions
precedent or concurrent on or before May 12, 2009, and after giving effect to this Fourth
Amendment:



     (a) the Borrower, each of the other Guarantors and each of the Required Lenders shall have
executed and delivered counterparts of this Fourth Amendment;



     (b) the Borrower and each of the Guarantors shall have executed and delivered counterparts of
an amendment to the Guaranty Agreement;



     (c) the Borrower and each applicable Guarantor shall have delivered fully executed control
agreements requested by the Administrative Agent, in form and substance satisfactory to the
Administrative Agent, covering deposit accounts of the Borrower and each such Guarantor;



     (d) the Lenders, the Administrative Agent and the Arrangers shall have received all fees
required to be paid, and all expenses for which invoices have been presented, on or before the
Fourth Amendment Effective Date (including, without limitation, an amendment fee in an amount equal
to 0.25% of the Borrowing Base established by this Fourth Amendment, payable to the Arrangers for
the account of the Lenders party to this Fourth Amendment on a pro rata basis in accordance with
their final allocated shares of such Borrowing Base); and



     (e) the Lenders shall have received such legal opinions, officer’s certificates, resolutions,
documents and other instruments as are customary for transactions of this type or as they may
reasonably request.



ARTICLE IV

Post-Closing Requirements




     To the extent not previously delivered to the Administrative Agent, the Borrower and each
applicable Guarantor shall deliver to the Administrative Agent within thirty (30) days after the
Fourth Amendment Effective Date fully executed control agreements, in form and substance
satisfactory to the Administrative Agent, covering all bank accounts of the Borrower and each such
Guarantor.



ARTICLE V

Representations and Warranties




     The Borrower hereby represents and warrants to each Lender that:



     (a) Each of the representations and warranties made by the Borrower under the Credit Agreement
and each other Loan Document is true and correct on and as of the actual date of execution of this
Fourth Amendment by the Borrower, as if made on and as of such date, except



6









 







for any representations and warranties made as of a specified date, which are true and correct
as of such specified date.



     (b) At the time of, and immediately after giving effect to, this Fourth Amendment, no Default
has occurred and is continuing.



     (c) The execution, delivery and performance by the Borrower of this Fourth Amendment have been
duly authorized by the Borrower.



     (d) This Fourth Amendment constitutes the legal, valid and binding obligation of the Borrower,
enforceable against the Borrower in accordance with its terms.



     (e) The execution, delivery and performance by the Borrower of this Fourth Amendment (i) does
not require any consent or approval of, registration or filing with, or any other action by, any
Governmental Authority or any other third Person (including shareholders or any class of directors,
whether interested or disinterested, of the Borrower or any other Person), nor is any such consent,
approval, registration, filing or other action necessary for the validity or enforceability of this
Fourth Amendment or any Loan Document or the consummation of the transactions contemplated thereby,
except such as have been obtained or made and are in full force and effect other than those third
party approvals or consents which, if not made or obtained, would not cause a Default hereunder,
could not reasonably be expected to have a Material Adverse Effect or do not have an adverse effect
on the enforceability of the Loan Documents, (ii) will not violate any applicable law or regulation
or the charter, by-laws or other organizational documents of the Borrower or any Restricted
Subsidiary or any order of any Governmental Authority, (iii) will not violate or result in a
default under any indenture, agreement or other instrument binding upon the Borrower or any
Restricted Subsidiary or its Properties, or give rise to a right thereunder to require any payment
to be made by the Borrower or such Restricted Subsidiary and (iv) will not result in the creation
or imposition of any Lien on any Property of the Borrower or any Restricted Subsidiary (other than
the Liens created by this Fourth Amendment or the Loan Documents).



ARTICLE VI

Miscellaneous




     Section 6.01 Credit Agreement in Full Force and Effect as Amended. Except as
specifically amended hereby, the Credit Agreement and other Loan Documents shall remain in full
force and effect and are hereby ratified and confirmed as so amended. Except as expressly set
forth herein, this Fourth Amendment shall not be deemed to be a waiver, amendment or modification
of any provisions of the Credit Agreement or any other Loan Document or any right, power or remedy
of the Administrative Agent or Lenders, or constitute a waiver of any provision of the Credit
Agreement or any other Loan Document, or any other document, instrument and/or agreement executed
or delivered in connection therewith or of any Default or Event of Default under any of the
foregoing, in each case whether arising before or after the date hereof or as a result of
performance hereunder or thereunder. This Fourth Amendment also shall not preclude the future
exercise of any right, remedy, power, or privilege available to the Administrative Agent and/or
Lenders whether under the Credit Agreement, the other Loan Documents, at law or otherwise. All
references to the Credit Agreement shall be deemed to



7









 







mean the Credit Agreement as modified hereby. The parties hereto agree to be bound by the
terms and conditions of the Credit Agreement and Loan Documents as amended by this Fourth
Amendment, as though such terms and conditions were set forth herein. Each reference in the Credit
Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of similar import shall
mean and be a reference to the Credit Agreement as amended by this Fourth Amendment, and each
reference herein or in any other Loan Documents to the “Credit Agreement” shall mean and be a
reference to the Credit Agreement as amended and modified by this Fourth Amendment.



     Section 6.02 GOVERNING LAW. THIS FOURTH AMENDMENT, AND THE RIGHTS AND OBLIGATIONS OF
THE PARTIES HEREUNDER, SHALL BE CONSTRUED IN ACCORDANCE WITH AND BE GOVERNED BY THE LAWS OF THE
STATE OF NEW YORK.



     Section 6.03 Descriptive Headings, Etc. The descriptive headings of the sections of
this Fourth Amendment are inserted for convenience only and shall not be deemed to affect the
meaning or construction of any of the provisions hereof. The statements made and the terms defined
in the recitals to this Fourth Amendment are hereby incorporated into this Fourth Amendment in
their entirety.



     Section 6.04 Payment of Expenses. The Borrower agrees to pay or reimburse the
Administrative Agent for all of its reasonable out-of-pocket costs and expenses incurred in
connection with this Fourth Amendment, the Loan Documents and any other documents prepared in
connection herewith and the transactions contemplated hereby, including, without limitation, the
reasonable fees and disbursements of counsel to the Lenders. The agreement set forth in this
Section 6.04 shall survive the termination of this Fourth Amendment and the Credit
Agreement.



     Section 6.05 Entire Agreement. This Fourth Amendment and the documents referred to
herein represent the entire understanding of the parties hereto regarding the subject matter hereof
and supersede all prior and contemporaneous oral and written agreements of the parties hereto with
respect to the subject matter hereof. This Fourth Amendment is a Loan Document executed under the
Credit Agreement.



     Section 6.06 Counterparts. This Fourth Amendment may be executed in any number of
counterparts and by different parties on separate counterparts, each of which shall constitute an
original but all of which when taken together shall constitute but one agreement. Delivery of an
executed counterpart of the signature page of this Fourth Amendment by facsimile or other
electronic transmission shall be effective as delivery of a manually executed counterpart thereof.



     Section 6.07 Successors. The execution and delivery of this Fourth Amendment by any
Lender shall be binding upon each of its successors and assigns.



[Signatures Begin on Next Page]




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



BORROWER:




	 	 	 	 	 
	 	RESOLUTE ANETH, LLC

 	 
	 	By:  	                             /s/ Theodore Gazulis
 	 
	 	 	Theodore Gazulis, 	 
	 	 	Vice President — Finance and Chief
Financial Officer 	 
	 



GUARANTORS:




	 	 	 	 	 
	 	RESOLUTE HOLDINGS SUB, LLC





RESOLUTE NATURAL RESOURCES

COMPANY, LLC (f/k/a Resolute Natural

Resources Company)





RNRC HOLDINGS, INC.





RESOLUTE WYOMING, INC. (f/k/a Primary

Natural Resources, Inc.)





BWNR, LLC





WYNR, LLC

 	 
	 	By:  	/s/ Theodore Gazulis
 	 
	 	 	Theodore Gazulis, 	 
	 	 	Vice President — Finance and Chief
Financial Officer 	 
	 



	 	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement











 






	 	 	 	 	 
	 	WACHOVIA BANK, NATIONAL

ASSOCIATION,

as Administrative Agent and a Lender

 	 
	 	By:  	
/s/ Kevin Scotto
 	 
	 	 	Kevin Scotto, Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	WELLS FARGO BANK, NATIONAL

ASSOCIATION,

as Co-Syndication Agent and a Lender

 	 
	 	By:  	/s/ Art Krasny
 	 
	 	 	Art Krasny, Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	BMO CAPITAL MARKETS FINANCING, INC.,

as Co-Syndication Agent and a Lender

 	 
	 	By:  	/s/ Gumaro Tijerina
 	 
	 	 	Gumaro Tijerina, Director 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	DEUTSCHE BANK SECURITIES INC.,

as Co-Documentation Agent

 	 
	 	By:  	/s/ David E. Sisler
 	 
	 	 	David E. Sisler, Director 	 
	 	 	 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	                     /s/ Mason A. McGurrin
 	 
	 	 	Mason A. McGurrin, Vice President 	 
	 	 	 	 
	 



	 	 	 	 	 
	 	DEUTSCHE BANK TRUST COMPANY

AMERICAS, as a Lender

 	 
	 	By:  	/s/ Evelyn Thierry
 	 
	 	 	Evelyn Thierry, Vice President 	 
	 	 	 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	                    /s/ Susan LeFevre
 	 
	 	 	Susan LeFevre, Managing Director 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	FORTIS CAPITAL CORP.,

as Co-Documentation Agent and a Lender

 	 
	 	By:  	/s/ Scott Myatt
 	 
	 	 	Scott Myatt, Director 	 
	 	 	 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	                 /s/ Darrell Holley
 	 
	 	 	Darrell Holley, Managing Director 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 



	 	 	 	 	 
	 	U.S. BANK NATIONAL ASSOCIATION,

as a Lender

 	 
	 	By:  	/s/ Bruce E. Hernandez
 	 
	 	 	Bruce E. Hernandez, Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	UNION BANK, N.A. (F/K/A UNION BANK OF

CALIFORNIA, N.A.),

as a Lender

 	 
	 	By:  	/s/ Douglas Gale
 	 
	 	 	Douglas Gale, Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	UBS LOAN FINANCE LLC,

as a Lender

 	 
	 	By:  	/s/ Mary E. Evans
 	 
	 	 	Mary E. Evans, Associate Director 	 
	 	 	Banking Products Services, US 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	               /s/ Irja R. Otsa
 	 
	 	 	Irja R. Otsa, Associate Director 	 
	 	 	Banking Products Services, US 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 



	 	 	 	 	 
	 	COMERICA BANK,

as a Lender

 	 
	 	By:  	/s/ Matt Turner
 	 
	 	 	Matt Turner, Corporate Banking Officer 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	GUARANTY BANK AND TRUST COMPANY,

as a Lender

 	 
	 	By:  	/s/ Gail J. Nofsinger
 	 
	 	 	Gail J. Nofsinger, Senior Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	CITICORP USA, INC.,

as a Lender

 	 
	 	By:  	/s/ Todd Mogil
 	 
	 	 	Todd Mogil, Vice President 	 
	 	 	 	 



 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement










 






	 	 	 	 	 



	 	 	 	 	 
	 	 	ALLIED IRISH BANKS, p.l.c.,
	 	 	as a Lender
	 
	 	 	 	 
	 

	 	By:	 	 
	 

	 	 	 	 
	 

	 	Name:	 	 
	 

	 	 	 	 
	 

	 	Title:	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	By:	 	 
	 

	 	 	 	 
	 

	 	Name:	 	 
	 

	 	 	 	 
	 

	 	Title:	 	 
	 

	 	 	 	 






 

Signature
Page to
Fourth Amendment to Amended and Restated Credit Agreement