Exhibit 10.2


 


SEVENTH AMENDMENT TO CREDIT
AGREEMENT


 


THIS SEVENTH AMENDMENT TO
CREDIT AGREEMENT dated as of May 11, 2009 (the “Amendment”) is entered
into among Georgia Gulf Corporation, a Delaware corporation (“GGC”),
Royal Group, Inc. (formerly known as Royal Group Technologies Limited), a
Canadian federal corporation (the “Canadian Borrower”; together with
GGC, the “Borrowers”), the Guarantors, the Lenders party hereto, Bank of
America, National Association, as Domestic Administrative Agent and Bank of America,
National Association acting through its Canada branch, as Canadian
Administrative Agent.  All capitalized
terms used herein and not otherwise defined herein shall have the meanings
given to such terms in the Credit Agreement (as defined below).


 


RECITALS


 


WHEREAS, the Borrowers, the
Guarantors, the Lenders, Bank of America, National Association, as Domestic
Administrative Agent, Domestic Collateral Agent and Domestic L/C Issuer, Bank
of America, National Association acting through its Canada branch, as Canadian
Administrative Agent, Canadian Collateral Agent and Canadian L/C Issuer and The
Bank of Nova Scotia, as Canadian Swing Line Lender entered into that certain
Credit Agreement dated as of October 3, 2006 (as amended from time to time, the
“Credit Agreement”); and


 


WHEREAS, GGC has requested
that the Lenders amend the Credit Agreement as set forth below;


 


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


 


Section 1.               Amendments.


 


(a)           The following definitions
are hereby added to Section 1.01 of the Credit Agreement in the appropriate
alphabetical order:


 


“April 15 Interest
Payments” means the interest payments due on April 15, 2009 under the 2006
Senior Notes and the 2006 Senior Subordinated Notes.


 


“Cutoff Date” has the
meaning specified in Section 6.07.


 


“Waiver/Forbearance
Agreement” has the meaning specified in Section 6.07.


 


(b)           The first sentence of Section
6.07 of the Credit Agreement is hereby amended by replacing the proviso at the
end thereof with the following:


 


“; provided that
neither (1) the failure of GGC or any Subsidiary to make the April 15 Interest
Payments nor (2) any cross-default occurring under the 2006 Senior Notes
Documents, the 2006 Senior Subordinated Notes Documents or the 2003 Senior
Notes Documents solely as a result of the failure to make the April 15 Interest
Payments shall render inaccurate the foregoing representation unless any
portion of the April 15 Interest Payments remains unpaid on the earlier of
(such earlier date, the “Cutoff Date”) 


 

















 


(x)
the first date on which holders of 25% or more of the aggregate principal
amount of the outstanding 2006 Senior Notes, 2006 Senior Subordinated Notes or
2003 Senior Notes shall have the right (after giving effect to any amendment,
waiver and/or forbearance agreements (each a “Waiver/Forbearance Agreement”)
then in effect) to accelerate (or to instruct the applicable trustee to
accelerate) the Indebtedness under the 2006 Senior Notes, the 2006 Senior
Subordinated Notes or the 2003 Senior Notes, respectively, or to exercise (or
to instruct the applicable trustee to exercise) any other remedies against the
Company or any of its Subsidiaries as a result of the Company’s failure to make
the April 15 Interest Payments and (y) June 15, 2009.”


 


(c)           Section 7.04 of the Credit
Agreement is hereby amended by replacing the proviso at the end thereof with the
following:


 


“; provided that the
failure of any Loan Party to make the April 15 Interest Payments shall not
constitute a breach of this covenant unless any portion of the April 15
Interest Payments remains unpaid on the Cutoff Date.”


 


(d)           Section 9.01(f)(i)(A) of the
Credit Agreement is hereby amended by replacing the parenthetical immediately
following the word “due” with the following parenthetical:


 


“(or, in the case of the April
15 Interest Payments, prior to the Cutoff Date)”.  For avoidance of doubt, it is understood and
agreed that the failure to have made any such payment prior to the Cutoff Date
shall not constitute a Default.


 


(e)           Section 9.01(f)(i)(B) of the
Credit Agreement is hereby amended by:


 


(i)            inserting “(except, with
respect to the 2006 Senior Notes, the 2006 Senior Subordinated Notes or the
2003 Senior Notes, after giving effect to any Waiver/Forbearance Agreement then
in effect)” immediately following “the effect of which default or other event”;
and


 


(ii)           inserting the following proviso
immediately following “demanded” at the end thereof:


 


“; provided that,
solely with respect to a default or other event that permits a trustee on
behalf of the holders or beneficiaries of the 2006 Senior Notes, the 2006
Senior Subordinated Notes or the 2003 Senior Notes to cause, with the giving of
notice if required, the applicable Indebtedness to be demanded or to become due
and payable, if such default or other event results solely from the failure of
GGC or any Subsidiary to make the April 15 Interest Payments, then such default
or other event shall not constitute an Event of Default pursuant to this Section
9.01(f)(i)(B) unless (x) any portion of the April 15 Interest Payments remains
unpaid on the Cutoff Date or (y) such trustee shall have caused, with the
giving of notice if required, the applicable Indebtedness to be demanded or to
become due and payable”


 


(f)            Section 9.01(n) of the
Credit Agreement is hereby amended by adding the following proviso at the end
thereof:


 


“; provided that the
occurrence of an “Event of Default” under, and as defined in, the 2003 Senior
Notes Documents that results solely from the failure of GGC or any Subsidiary
to make the April 15 Interest Payments (including, for the avoidance of doubt, 


 


2

















 


pursuant
to any cross-default provision) shall not constitute an Event of Default
pursuant to this Section 9.01(n) unless any portion of the April 15 Interest
Payments remains unpaid on the Cutoff Date.”


 


(g)           Section 9.01(o) of the
Credit Agreement is hereby amended by adding the following proviso at the end
thereof:


 


“; provided that the
occurrence of an “Event of Default” under, and as defined in, the 2006 Senior
Notes Documents that results solely from the failure of GGC or any Subsidiary
to make the April 15 Interest Payments (including, for the avoidance of doubt,
pursuant to any cross-default provision) shall not constitute an Event of
Default pursuant to this Section 9.01(o) unless any portion of the April 15
Interest Payments remains unpaid on the Cutoff Date.”


 


(h)           Section 9.01(p) of the
Credit Agreement is hereby amended by adding the following proviso at the end
thereof:


 


“; provided that the
occurrence of an “Event of Default” under, and as defined in, the 2006 Senior Subordinated
Debt Documents that results solely from the failure of GGC or any Subsidiary to
make the April 15 Interest Payments (including, for the avoidance of doubt,
pursuant to any cross-default provision) shall not constitute an Event of
Default pursuant to this Section 9.01(p) unless any portion of the April 15
Interest Payments remains unpaid on the Cutoff Date.”


 


Section 2.               Conditions
Precedent.  This
Amendment shall be effective upon satisfaction of the following conditions
precedent (the date on which such conditions have been satisfied, the “Amendment
Effective Date”):


 


(a)           Receipt by the Domestic
Administrative Agent of counterparts of this Amendment duly executed by the
Borrowers, the Guarantors, the Required Lenders, the Required Domestic Revolving
Lenders, the Required Canadian Revolving Lenders and Bank of America, N.A., as
Administrative Agent;


 


(b)           Receipt by the Domestic
Administrative Agent (i) for the account of (x) each Lender that has the right
under the Credit Agreement to approve this Amendment and that has executed this
Amendment on or prior to 3:00 p.m., New York City time, on May 11, 2009 and (y)
each other Lender that has the right under the Credit Agreement to approve this
Amendment and that has not been given the opportunity to access this Amendment
and consent thereto (each of the Lenders described in the foregoing clauses (x)
and (y) a “Consenting Lender”), a fee equal to 0.05% of the aggregate
amount of each such Consenting Lender’s (A) Canadian Revolving Commitment, (B) Canadian
Swing Line Commitment, (C) Domestic Revolving Commitment and (D) portion of the
Term Loan outstanding and (ii) any fees and expenses of the Administrative
Agents (including reasonable attorneys’ fees of the Administrative Agents) in
connection with the Loan Documents;


 


(c)           Receipt by BAS of all fees,
expenses and other amounts that have become due and payable to BAS, in its
capacity as arranger of the Amendment, on or prior to the Amendment Effective
Date pursuant to that certain letter agreement dated as of May 6, 2009 between
GGC and BAS; and


 


3

















 


(d)           Receipt by any
Administrative Agent of such other documents, instruments, agreements and
information as reasonably requested by such Administrative Agent.


 


Section 3.               Release.


 


(a)           Each Loan Party and its
respective successors, assigns and legal representatives (collectively, the “Releasors”),
releases, acquits and forever discharges each Administrative Agent and each
Lender (collectively, the “Lender Parties”), and their respective
subsidiaries, parents, affiliates, officers, directors, employees, agents,
attorneys, advisors, successors and assigns, both present and former
(collectively, the “Lender Party Affiliates”), from any and all manner
of losses, costs, defenses, damages, liabilities, deficiencies, actions, causes
of action, suits, debts, controversies, damages, judgments, executions, claims,
demands and out-of-pocket expenses whatsoever, asserted or unasserted, known or
unknown, foreseen or unforeseen, in contract, tort, law or equity (generically,
“Claims”), that any Releasor has or may have against any of the Lender
Parties and/or the Lender Party Affiliates by reason of any action, failure to
act, event, statement, accusation, assertion, matter or thing whatsoever
arising from or based on facts occurring prior to the Amendment Effective Date
that arises out of or is connected to the Loan Documents, the Loans and the
Letters of Credit, including but not limited to any Claims or defense that
relates to, in whole or in part, directly or indirectly:  (i) the Credit Agreement or any other Loan
Document or the transactions contemplated thereby; (ii) the making of any Loans
or issuance of Letters of Credit under the Loan Documents; (iii) any actual or
proposed use by the Loan Parties of the proceeds of the Loans or Letters of
Credit; (iv) any actions or omissions of any Lender Party or Lender Party
Affiliate in connection with the initiation or continuing exercise of any right
or remedy contained in the Loan Documents at law or in equity; (v) the making
or administration of the Loans, including without limitation, any such claims
and defenses based on fraud, mistake, duress, usury or misrepresentation, or
any other claim based on so-called “lender liability theories”; (vi) any
covenants, agreements, duties or obligations set forth in the Loan Documents; (vii)
lost profits, (viii) loss of business opportunity, (ix) increased financing
costs, (x) increased legal or other administrative fees or (xi) damages to
business reputation.


 


(b)           Each Loan Party, on behalf
of itself and its successors, assigns, and other legal representatives, hereby
unconditionally and irrevocably agrees that it will not sue any Lender Party or
Lender Party Affiliate on the basis of any Claim released, remised and
discharged by such Loan Party pursuant to this Section 3.  If any Loan Party or any of their respective
successors, assigns or other legal representatives violates the foregoing
covenant, each Loan Party, for itself and its successors, assigns and legal
representatives, agrees to pay, in addition to such other damages as any Lender
Party or Lender Party Affiliate may sustain as a result of such violation, all
reasonable and documented attorneys’ fees and costs incurred by any Lender Party
or Lender Party Affiliate as a result of such violation.


 


Section 4.               Miscellaneous.


 


(a)           GGC shall deliver to the
Administrative Agent copies of each Waiver/Forbearance Agreement immediately
upon the effectiveness thereof, and agrees that its failure to do so within two
days after the effectiveness thereof shall constitute an Event of Default.


 


(b)           The Credit Agreement, and
the obligations of the Loan Parties thereunder and under the other Loan
Documents, are hereby ratified and confirmed and shall remain in full force and
effect according to their terms.


 


4

















 


(c)           Each Guarantor (a) acknowledges
and consents to all of the terms and conditions of this Amendment, (b) affirms
all of its obligations under the Loan Documents and (c) agrees that this
Amendment and all documents executed in connection herewith do not operate to
reduce or discharge its obligations under the Credit Agreement or the Loan
Documents.


 


(d)           The Borrowers and the
Guarantors hereby represent and warrant as follows:


 


(i)            Each Loan Party has taken
all necessary action to authorize the execution, delivery and performance of
this Amendment.


 


(ii)           This Amendment has been duly
executed and delivered by the Loan Parties and constitutes each of the Loan
Parties’ legal, valid and binding obligations, enforceable in accordance with
its terms, except as such enforceability may be limited by Debtor Relief Laws
and general principles of equity (regardless of whether such enforceability is
considered in a proceeding in equity or at law).


 


(iii)          No consent, approval,
authorization or order of, or filing, registration or qualification with, any
court or governmental authority or third party is required in connection with
the execution, delivery or performance by any Loan Party of this Amendment.


 


(e)           The Loan Parties represent
and warrant to the Lenders that after giving effect to this Amendment (i) the
representations and warranties of the Loan Parties set forth in Article VI of
the Credit Agreement and in each other Loan Document are true and correct in
all material respects as of the date hereof and will be true and correct in all
material respects as of the Amendment Effective Date with the same effect as if
made on and as of such dates, except to the extent such representations and
warranties expressly relate solely to an earlier date and (ii) no event has
occurred and is continuing which constitutes a Default or an Event of Default.


 


(f)            Each Loan Party hereby
ratifies and confirms the security interest in and to all Collateral granted to
the Collateral Agent pursuant to the Collateral Documents and the perfected,
first priority status of such security interest as set forth therein (subject
only to liens which are permitted by the terms of the Loan Documents to be
prior to the Lien of the Collateral Agent).


 


(g)           In the event that the
Amendment Effective Date occurs during the period beginning at 5:00 p.m. on May
11, 2009 through and including the day preceding the Cutoff Date, the Lenders
hereby waive, solely during the period beginning at 5:00 p.m. on May 11, 2009
through and including the Amendment Effective Date, any Event of Default under Section
9.01(f), 9.01(n), 9.01(o) or 9.01(p) of the Credit Agreement arising solely
from the Company’s failure to make the April 15 Interest Payments.  The waiver granted pursuant to this Section 4(f)
shall be limited precisely as written, and shall not extend to any Default or
Event of Default under any other provision of the Credit Agreement.


 


(h)           This Amendment may be executed
in any number of counterparts, each of which when so executed and delivered
shall be an original, but all of which shall constitute one and the same
instrument.  Delivery of an executed
counterpart of this Amendment by telecopy shall be effective as an original and
shall constitute a representation that an executed original shall be delivered.


 


5

















 


(i)            THIS
AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE
GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE
STATE OF NEW YORK.


 


[remainder of page intentionally
left blank]


 


6

















 


Each of the parties hereto
has caused a counterpart of this Amendment to be duly executed and delivered as
of the date first above written.


 


	
  BORROWERS:

  	
   

  	
  GEORGIA GULF CORPORATION,

  
	
   

  	
   

  	
  a
  Delaware corporation, as a Borrower and, with

  respect to the Canadian Obligations, as a Guarantor

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:

  	
  Gregory
  Thompson

  
	
   

  	
   

  	
  Title:

  	
  Chief
  Financial Officer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL GROUP, INC. (formerly known as

  ROYAL GROUP TECHNOLOGIES

  LIMITED), a Canadian federal corporation, as a

  Borrower

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:

  	
  Gregory
  Thompson

  
	
   

  	
   

  	
  Title:

  	
  Chief
  Financial Officer

  



 

















 


	
  DOMESTIC GUARANTORS:

  	
   

  	
  GEORGIA GULF CHEMICALS & VINYLS,

  LLC, a Delaware limited liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GEORGIA GULF LAKE CHARLES, LLC, a

  Delaware limited liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GREAT RIVER OIL & GAS

  CORPORATION, a Delaware corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROME DELAWARE CORP., a Delaware

  corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL PLASTICS GROUP (U.S.A.)

  LIMITED, a Delaware corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  



 

















 


	
   

  	
   

  	
  PLASTIC TRENDS, INC., a Michigan

  corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL OUTDOOR PRODUCTS, INC., an

  Indiana corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL WINDOW AND DOOR PROFILES

  PLANT 13 INC., a Pennsylvania corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL WINDOW AND DOOR PROFILES

  PLANT 14 INC., a Washington corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROYAL WINDOW COVERINGS (USA) L.P.,

  a Texas limited partnership

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  NOVO MANAGEMENT, INC.,

  
	
   

  	
   

  	
  a
  Nevada corporation, its Managing Partner

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
   

  	
  Title:
  Vice President

  



 














 


	
   

  	
  ROYAL MOULDINGS LIMITED, a Nevada 

  corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  ROYAL GROUP SALES (USA) LIMITED., a 

  Nevada Corporation

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:

  
	
   

  	
   

  	
  Title:

  



 

















 


	
  CANADIAN GUARANTORS:

  	
  ROME ACQUISITION HOLDING CORP., a 

  Nova Scotia unlimited liability company

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  6632149 CANADA INC.,

  
	
   

  	
  a
  Canadian federal corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Gregory Thompson

  
	
   

  	
   

  	
  Name:
  Gregory Thompson

  
	
   

  	
   

  	
  Title:
  Vice President

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  ALAIN CÔTÉ, AS SOLE TRUSTEE OF THE 

  ROYBRIDGE FINANCING TRUST/LA 

  FIDUCIE DE FINANCEMENT 

  ROYBRIDGE,

  
	
   

  	
  a
  trust formed under the laws of the Province of 

  Quebec

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/
  Alain Côté

  
	
   

  	
  Name:
  Alain Côté

  



 

















 


	
  DOMESTIC

  	
  BANK OF AMERICA, N.A.

  
	
  ADMINISTRATIVE AGENT:

  	
  as
  Domestic Administrative Agent and

  
	
   

  	
  Domestic
  Collateral Agent

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Kevin M. Behan

  
	
   

  	
  Name:

  	
  Kevin
  M. Behan

  
	
   

  	
  Title:

  	
  SVP

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  CANADIAN

  	
  BANK OF AMERICA, N.A.

  
	
  ADMINISTRATIVE AGENT

  	
  acting
  through its Canada branch, as Canadian 

  Administrative Agent and Canadian Collateral 

  Agent

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Medina Sales de Andrade

  
	
   

  	
  Name:

  	
  Medina
  Sales de Andrade

  
	
   

  	
  Title:

  	
  Vice
  President

  



 

















 


	
  LENDERS

  	
   

  	
  [LENDER]

  
	
  AND L/C ISSUERS:

  	
   

  	
  as
  a Lender and a [Domestic] [Canadian] L/C 

  Issuer

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/
  Kevin M. Behan

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Kevin
  M. Behan

  
	
   

  	
   

  	
   

  	
  Title:

  	
  SVP

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ABN AMRO BANK, N.V.

  	
   

  	
  AMERIPRISE CERTIFICATE COMPANY

  
	
  as
  a Canadian Revolving Lender

  	
   

  	
  as
  a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  David W. Stack

  	
   

  	
  By:

  	
  /s/
  Robin C. Stancil

  
	
  Name:

  	
  David
  W. Stack

  	
   

  	
  Name:

  	
  Robin
  C. Stancil

  
	
  Title:

  	
  Senior
  Vice President

  	
   

  	
  Title:

  	
  Assistant
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Parker H. Douglas

  	
   

  	
   

  	
   

  
	
  Name:

  	
  Parker
  H. Douglas

  	
   

  	
   

  	
   

  
	
  Title:

  	
  Senior
  Vice President

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AMMC CLO III, LIMITED

  	
   

  	
  AMMC CLO IV, LIMITED

  
	
  By:
  American Money Management Corp.,

  	
   

  	
  By:
  American Money Management Corp., as

  
	
         as Collateral Manager  as a Lender

  	
   

  	
         Collateral Manager  as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  David P. Meyer

  	
   

  	
  By:

  	
  /s/
  David P. Meyer

  
	
  Name:

  	
  David
  P. Meyer

  	
   

  	
  Name:

  	
  David
  P. Meyer

  
	
  Title:

  	
  Senior
  Vice President

  	
   

  	
  Title:

  	
  Senior
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AMMC CLO VI, LIMITED

  	
   

  	
  AMMC VII, LIMITED

  
	
  By:
  American Money Management Corp.,

  	
   

  	
  By:
  American Money Management Corp., as

  
	
         as Collateral Manager  as a Lender

  	
   

  	
         Collateral Manager  as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  David P. Meyer

  	
   

  	
  By:

  	
  /s/
  David P. Meyer

  
	
  Name:

  	
  David
  P. Meyer

  	
   

  	
  Name:

  	
  David
  P. Meyer

  
	
  Title:

  	
  Senior
  Vice President

  	
   

  	
  Title:

  	
  Senior
  Vice President

  



 

















 


	
  AMMC
  VIII, LIMITED

  	
   

  	
  APOSTLE
  LOOMIS SAYLES SENIOR

  
	
  By:  American Money Management
  Corp.,

  	
   

  	
  LOAN FUND
  as a Lender

  
	
         as Collateral Manager  as a Lender

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  Please See Following Page:

  
	
  By:

  	
  /s/ David P. Meyer

  	
   

  	
  Name:

  	
   

  
	
  Name:

  	
  David P. Meyer

  	
   

  	
  Title:

  	
   

  
	
  Title:

  	
  Senior Vice President

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  APOSTLE
  LOOMIS SAYLES SENIOR 

  LOAN FUND, As Lender

  
	
   

  	
   

  	
   

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

  
	
   

  	
   

  	
   

  	
         Its Investment Manager

  
	
   

  	
   

  	
   

  	
  By:  Loomis, Sayles &
  Company, Incorporated

  
	
   

  	
   

  	
   

  	
         Its General Partner

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ John R. Bell

  
	
   

  	
   

  	
   

  	
  Name:

  	
  John R. Bell

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ARIZONA
  STATE RETIREMENT

  SYSTEM BY: PYRAMIS GLOBAL 

  ADVISORS TRUST COMPANY, AS 

  INVESTMENT MANAGER UNDER 

  POWER OF ATTORNEY as
  a Lender

  	
   

  	
  THE
  ASSETS MANAGEMENT 

  COMMITTEE OF THE COCA-COLA 

  COMPANY MASTER RETIREMENT 

  TRUST, BY: PYRAMIS GLOBAL 

  ADVISORS TRUST COMPANY, AS

  
	
   

  	
   

  	
   

  	
  INVESTMENT
  MANAGER UNDER

  
	
  By:

  	
  /s/ David Censorio

  	
   

  	
  POWER OF
  ATTORNEY as a
  Lender

  
	
  Name:

  	
  David Censorio

  	
   

  	
   

  	
   

  
	
  Title:

  	
  VP

  	
   

  	
  By:

  	
  /s/ David Censorio

  
	
   

  	
   

  	
   

  	
  Name:

  	
  David Censorio

  
	
  BABSON
  CLO LTD. 2004-I

  	
   

  	
  Title:

  	
  VP

  
	
  BABSON CLO
  LTD. 2005-I

  	
   

  	
   

  	
   

  
	
  BABSON
  CLO LTD. 2005-II

  	
   

  	
  BALTIC
  FUNDING LLC as
  a Lender

  
	
  BABSON
  CLO LTD. 2005-III

  	
   

  	
   

  	
   

  
	
  BABSON
  CLO LTD. 2006-II

  	
   

  	
  By:

  	
  /s/ Tara E. Kenny

  
	
  BABSON
  CLO LTD. 2007-I

  	
   

  	
  Name:

  	
  Tara E. Kenny

  
	
  SAPPHIRE
  VALLEY CDO I, LTD.

  	
   

  	
  Title:

  	
  Assistant Vice President

  
	
  SUFFIELD
  CLO, LIMITED as
  Lenders

  	
   

  	
   

  	
   

  
	
  By:  Babson Capital Management
  LLC as 

  	
   

  	
  BANK OF
  AMERICA, N.A.

  
	
  Collateral Manager

  	
   

  	
  acting through its Canada
  branch, as a Lender 

  and a Canadian L/C Issuer

  
	
  By:

  	
  /s/ Geoffrey Takacs

  	
   

  	
   

  	
   

  
	
  Name:

  	
  Geoffrey Takacs

  	
   

  	
  By:

  	
  /s/ Medina Sales de Andrade

  
	
  Title:

  	
  Director

  	
   

  	
  Name:

  	
  Medina Sales de Andrade

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  



 

















 


	
  MAPLEWOOD
  (CAYMAN) LIMITED
  as a 

  Lender

  	
   

  	
  THE BANK
  OF NOVA SCOTIA as
  a Lender 

  and a Canadian L/C Issuer

  
	
  By: Babson Capital Management LLC as 

  	
   

  	
   

  	
   

  
	
  Investment Manager

  	
   

  	
  By:

  	
  /s/ Mark Vigil

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Mark Vigil

  
	
  By:

  	
  /s/ Geoffrey Takacs

  	
   

  	
  Title:

  	
  Managing Director, Special Accounts 

  
	
  Name:

  	
  Geoffrey Takacs

  	
   

  	
  Management

  
	
  Title:

  	
  Director

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  BANK OF
  TOKYO-MITSUBISHI UFJ 

  
	
  JFIN CLO
  2007 LTD. as a
  Lender

  	
   

  	
  TRUST COMPANY as a Lender and a 

  
	
  By: Jefferies Finance LLC as Collateral 

  	
   

  	
  Domestic L/C Issuer

  
	
  Manager

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David Noda

  
	
  By:

  	
  /s/ Andrew Lennon

  	
   

  	
  Name:

  	
  David Noda

  
	
  Name:

  	
  Andrew Lennon

  	
   

  	
  Title:

  	
  VP and Manager

  
	
  Title:

  	
  Director

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BASSO
  MULTI-STRATEGY HOLDING 

  	
   

  	
  BROWNSTONE
  PARTNERS

  
	
  FUND LTD.
  as a Lender

  	
   

  	
  CATALYST
  MASTER FUND, LTD.
  as a

  
	
   

  	
   

  	
   

  	
  Lender

  	
   

  
	
  By:

  	
  /s/ Joseph J. Schultz

  	
   

  	
  By: Brownstone Asset Management, LP

  
	
  Name:

  	
  Joseph J. Schultz

  	
   

  	
   

  	
   

  
	
  Title:

  	
  Chief Operating Officer

  	
   

  	
  By:

  	
  /s/ David Zornitsky

  
	
   

  	
   

  	
   

  	
  Name:

  	
  David Zornitsky

  
	
   

  	
   

  	
   

  	
  Title:

  	
  CFO

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CARLYLE
  HIGH YIELD PARTNERS 

  2008-1, LTD. as a Lender

  	
   

  	
  CARLYLE
  HIGH YIELD PARTNERS IV, 

  LTD. as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Linda Pace

  	
   

  	
  By:

  	
  /s/ Linda Pace

  
	
  Name:

  	
  Linda Pace

  	
   

  	
  Name:

  	
  Linda Pace

  
	
  Title:

  	
  Managing Director

  	
   

  	
  Title:

  	
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CARLYLE
  HIGH YIELD PARTNERS IX, 

  LTD. as a Lender

  	
   

  	
  CARLYLE
  LOAN INVESTMENT LTD., as a 

  Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Linda Pace

  	
   

  	
  By:

  	
  /s/ Linda Pace

  
	
  Name:

  	
  Linda Pace

  	
   

  	
  Name:

  	
  Linda Pace

  
	
  Title:

  	
  Managing Director

  	
   

  	
  Title:

  	
  Managing Director

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CENTURION
  CDO VI, LTD.

  	
   

  	
  CENTURION
  CDO VII, LIMITED

  
	
  By: RiverSource
  Investments, LLC as 

  Collateral Manager as a Lender

  	
   

  	
  By: RiverSource
  Investments, LLC as Collateral 

  Manager as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Robin C. Stancil

  	
   

  	
  By:

  	
  /s/ Robin C. Stancil

  
	
  Name:

  	
  Robin C. Stancil

  	
   

  	
  Name:

  	
  Robin C. Stancil

  
	
  Title:

  	
  Director of Operations

  	
   

  	
  Title:

  	
  Director of Operations

  



 

















 


	
  CENTURION
  CDO 8, LIMITED

  	
   

  	
  CENTURION
  CDO 9, LTD.

  
	
  By: RiverSource
  Investments, LLC as 

  Collateral Manager as a Lender

  	
   

  	
  By: RiverSource Investments,
  LLC as Collateral 

  Manager as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Robin C. Stancil

  	
   

  	
  By:

  	
  /s/ Robin C. Stancil

  
	
  Name:

  	
  Robin C. Stancil

  	
   

  	
  Name:

  	
  Robin C. Stancil

  
	
  Title:

  	
  Director of Operations

  	
   

  	
  Title:

  	
  Director of Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CENT CDO
  10 LIMITED

  	
   

  	
  CENT CDO
  XI, LIMITED

  
	
  By: RiverSource
  Investments, LLC as 

  Collateral Manager as a Lender

  	
   

  	
  By: RiverSource
  Investments, LLC as Collateral 

  Manager as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Robin C. Stancil

  	
   

  	
  By:

  	
  /s/ Robin C. Stancil

  
	
  Name:

  	
  Robin C. Stancil

  	
   

  	
  Name:

  	
  Robin C. Stancil

  
	
  Title:

  	
  Director of Operations

  	
   

  	
  Title:

  	
  Director of Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  CENT CDO
  12 LIMITED

  	
   

  	
  CENT CDO
  14 LIMITED

  
	
  By: RiverSource
  Investments, LLC as 

  Collateral Manager as a Lender

  	
   

  	
  By: RiverSource
  Investments, LLC as Collateral 

  Manager as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Robin C. Stanci

  	
   

  	
  By:

  	
  /s/ Robin C. Stancil

  
	
  Name:

  	
  Robin C. Stancil

  	
   

  	
  Name:

  	
  Robin C. Stancil

  
	
  Title:

  	
  Director of Operations

  	
   

  	
  Title:

  	
  Director of Operations

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CENT CDO
  15 LIMITED

  	
   

  	
  CITIBANK,
  N.A. as a Lender and a Domestic 

  
	
  By: RiverSource
  Investments, LLC as 

  	
   

  	
  L/C Issuer

  
	
  Collateral Manager as a
  Lender

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ Brian Blessing

  
	
  By:

  	
  /s/ Robin C. Stancil

  	
   

  	
  Name:

  	
  Brian Blessing

  
	
  Name:

  	
  Robin C. Stancil

  	
   

  	
  Title:

  	
  Attorney-in-Fact

  
	
  Title:

  	
  Director of Operations

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  COA CLO
  FINANCING LTD.

  	
   

  	
  COMMONWEALTH
  OF 

  
	
  By: FS COA Management LLC, as Portfolio 

  Manager as a Lender

  	
   

  	
  MASSACHUSETTS
  PENSION RESERVES 

  INVESTMENT MANAGEMENT BOARD, 

  
	
   

  	
   

  	
   

  	
  BY:
  PYRAMIS GLOBAL ADVISORS 

  
	
  By:

  	
  /s/ John W. Fraser

  	
   

  	
  TRUST
  COMPANY, AS INVESTMENT 

  
	
  Name:

  	
  John W. Fraser

  	
   

  	
  MANAGER
  UNDER POWER OF 

  
	
  Title:

  	
  Manager

  	
   

  	
  ATTORNEY as a Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David Censorio

  
	
   

  	
   

  	
   

  	
  Name:

  	
  David Censorio

  
	
   

  	
   

  	
   

  	
  Title:

  	
  VP

  



 

















 


	
  CONTINENTAL
  CASUALTY COMPANY 

  	
   

  	
  EATON
  VANCE CDO VII PLC

  
	
  as a Lender

  	
   

  	
  By: Eaton Vance Management

  
	
   

  	
   

  	
   

  	
  as Interim Investment
  Advisor as a Lender

  
	
  By:

  	
  /s/ Marilou R. McGirr

  	
   

  	
   

  	
   

  
	
  Name:

  	
  Marilou R. McGirr

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  
	
  Title:

  	
  Vice President and
  Assistant Treasurer

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  EATON
  VANCE CDO VIII, LTD.

  	
   

  	
  EATON
  VANCE CDO IX LTD.

  
	
  By: Eaton Vance Management

  	
   

  	
  By: Eaton Vance Management

  
	
  as Investment Advisor as a
  Lender

  	
   

  	
  as Investment Advisor as a
  Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  
	
  Name:

  	
  Michael B. Botthof

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
  Title:

  	
  Vice President

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  EATON
  VANCE CDO X PLC

  	
   

  	
  EATON
  VANCE FLOATING-RATE 

  
	
  By: Eaton Vance Management

  	
   

  	
  INCOME
  TRUST

  
	
  as Investment Advisor as a
  Lender

  	
   

  	
  By: Eaton Vance Management

  
	
   

  	
   

  	
  as Investment Advisor as a
  Lender

  
	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  	
   

  	
   

  
	
  Name:

  	
  Michael B. Botthof

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  
	
  Title:

  	
  Vice President

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  EATON
  INSTITUTIONAL SENIOR LOAN 

  FUND

  	
   

  	
  EATON
  VANCE LOAN OPPORTUNITIES 

  FUND, LTD.

  
	
  By: Eaton Vance Management

  	
   

  	
  By: Eaton Vance Management

  
	
  as Investment Advisor as a
  Lender

  	
   

  	
  as Investment Advisor as a
  Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  
	
  Name:

  	
  Michael B. Botthof

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
  Title:

  	
  Vice President

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  EATON
  VANCE LIMITED DURATION 

  INCOME FUND

  	
   

  	
  EATON
  VANCE SENIOR FLOATING-

  RATE TRUST

  
	
  By: Eaton Vance Management

  	
   

  	
  By: Eaton Vance Management

  
	
  as Investment Advisor as a
  Lender

  	
   

  	
  as Investment Advisor as a
  Lender

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Michael B. Botthof

  	
   

  	
  By:

  	
  /s/ Michael B. Botthof

  
	
  Name:

  	
  Michael B. Botthof

  	
   

  	
  Name:

  	
  Michael B. Botthof

  
	
  Title:

  	
  Vice President

  	
   

  	
  Title:

  	
  Vice President

  



 














 


	
  EATON
  VANCE SENIOR INCOME

  TRUST

  	
   

  	
  EATON
  VANCE SHORT DURATION

  DIVERSIFIED INCOME FUND

  
	
  By:
  

  	
  Eaton
  Vance Management

  	
   

  	
  By:
  

  	
  Eaton
  Vance Management

  
	
   

  	
  as
  Investment Advisor as a Lender

  	
   

  	
   

  	
  as
  Investment Advisor as a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Michael B. Botthof

  	
   

  	
  By:
  

  	
  /s/
  Michael B. Botthof

  
	
  Name:
  

  	
  Michael
  B. Botthof

  	
   

  	
  Name:
  

  	
  Michael
  B. Botthof

  
	
  Title:
  

  	
  Vice
  President

  	
   

  	
  Title:
  

  	
  Vice
  President

  
	
   

  	
   

  	
   

  
	
  EATON
  VANCE VT FLOATING-RATE

  INCOME FUND

  	
   

  	
  FIDELITY
  ADVISOR SERIES I: FIDELITY

  ADVISOR FLOATING RATE HIGH

  
	
  By:
  

  	
  Eaton
  Vance Management

  	
   

  	
  INCOME
  FUND as a Lender

  
	
   

  	
  as
  Investment Advisor as a Lender

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Gary Ryan

  
	
  By:
  

  	
  /s/
  Michael B. Botthof

  	
   

  	
  Name:
  

  	
  Gary
  Ryan

  
	
  Name:
  

  	
  Michael
  B. Botthof

  	
   

  	
  Title:

  	
  Assistant
  Treasurer

  
	
  Title:
  

  	
  Vice
  President

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  FIDELITY
  ADVISOR SERIES I:

  FIDELITY ADVISOR HIGH INCOME

  ADVANTAGE FUND as a Lender

  	
   

  	
  FIDELITY
  ADVISOR SERIES I: FIDELITY

  ADVISOR LEVERAGED COMPANY

  STOCK FUND as a Lender

  
	
   

  	
   

  	
   

  
	
  By:

  	
  /s/
  Gary Ryan

  	
   

  	
  By:

  	
  /s/
  Gary Ryan

  
	
  Name:

  	
  Gary
  Ryan

  	
   

  	
  Name:

  	
  Gary
  Ryan

  
	
  Title:

  	
  Assistant
  Treasurer

  	
   

  	
  Title:

  	
  Assistant
  Treasurer

  
	
   

  	
   

  	
   

  
	
  FIDELITY
  CENTRAL INVESTMENT

  PORTFOLIOS LLC: FIDELITY HIGH

  INCOME CENTRAL FUND 2 as a Lender

  	
   

  	
  FIDELITY
  SECURITIES FUND: FIDELITY

  LEVERAGED COMPANY STOCK FUND as

  a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Gary Ryan

  	
   

  	
  By:
  

  	
  /s/
  Gary Ryan

  
	
  Name:
  

  	
  Gary
  Ryan

  	
   

  	
  Name:
  

  	
  Gary
  Ryan

  
	
  Title:
  

  	
  Assistant
  Treasurer

  	
   

  	
  Title:
  

  	
  Assistant
  Treasurer

  
	
   

  	
   

  	
   

  
	
  FIDELITY
  SUMMER STREET TRUST:

  FIDELITY HIGH INCOME FUND as a

  	
   

  	
  THE
  FOOTHILL GROUP, LLC as a Lender

  
	
  Lender

  	
   

  	
  By:
  

  	
  /s/
  Dennis Ascher

  
	
   

  	
   

  	
  Name:
  

  	
  Dennis
  Ascher

  
	
  By:
  

  	
  /s/
  Gary Ryan

  	
   

  	
  Title:
  

  	
  Senior
  Vice President

  
	
  Name:
  

  	
  Gary
  Ryan

  	
   

  	
   

  
	
  Title:
  

  	
  Assistant
  Treasurer

  	
   

  	
   

  
							



 

















 


	
  GALAXY
  X CLO, LTD.

  	
   

  	
  GALLATIN
  CLO II 2005-1 LTD.

  
	
  By:
  AIG Global Investment Corp. As

  Collateral
  Manager

  	
   

  	
  By:
  UrsaMine Credit Advisors, LLC as its

  Collateral Manager as a Lender

  
	
   

  	
   

  	
   

  
	
  AIG-BANK
  LOAN FUND LTD.

  	
   

  	
  By:
  

  	
  /s/
  Niall Rosenzweig

  
	
  By:
  AIG Global Investment Corp., Its 

  	
   

  	
  Name:
  

  	
  Niall
  Rosenzweig

  
	
  Investment
  Manager

  	
   

  	
  Title:
  

  	
  Principal

  
	
   

  	
   

  	
   

  	
   

  
	
  SUNAMERICA
  SENIOR FLOATING

  RATE
  FUND, INC.

  	
   

  	
  GALLATIN
  CLO III 2007-1 LTD. AS 

  ASSIGNEE

  
	
  By:
  AIG-Global Investment Corp., Investment

  Sub-Adviser

  	
   

  	
  By:
  UrsaMine Credit Advisors, LLC as its 

  Collateral Manager as a Lender

  
	
   

  	
   

  	
   

  
	
  AIG
  ANNUNITY INSURANCE 

  	
   

  	
  By:
  

  	
  /s/
  Niall Rosenzweig

  
	
  COMPANY

  	
   

  	
  Name:
  

  	
  Niall
  Rosenzweig

  
	
  By:
  AIG Global Investment Corp. Inc. Ts 

  	
   

  	
  Title:
  

  	
  Principal

  
	
  Investment
  Advisor

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  W. Jeffrey Baxter

  	
   

  	
   

  
	
  Name:
  

  	
  W.
  Jeffrey Baxter

  	
   

  	
   

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  GALLATIN
  FUNDING I LTD.

  	
   

  	
  GENERAL
  ELECTRIC CAPITAL 

  
	
  By:
  UrsaMine Credit Advisors, LLC as its

  	
   

  	
  CORPORATION
  as a Lender

  
	
  Collateral
  Manager as a Lender

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Rebecca A. Ford

  
	
  By:
  

  	
  /s/
  Niall Rosenzweig

  	
   

  	
  Name:
  

  	
  Rebecca
  A. Ford

  
	
  Name:
  

  	
  Niall
  Rosenzweig

  	
   

  	
  Title:
  

  	
  Duly
  Authorized Signatory

  
	
  Title:
  

  	
  Principal

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  GOLDMAN
  SACHS LENDING 

  	
   

  	
  GRAYSON
  & CO.

  
	
  PARTNERS
  LLC as a Lender

  	
   

  	
  By:
  Boston Management and Research as

  
	
   

  	
   

  	
  Investment
  Advisor as a Lender

  
	
  By:
  

  	
  /s/
  Andrew Caditz

  	
   

  	
   

  
	
  Name:
  

  	
  Andrew
  Caditz

  	
   

  	
  By:
  

  	
  /s/
  Michael B. Botthof

  
	
  Title:
  

  	
  Vice
  President

  	
   

  	
  Name:
  

  	
  Michael
  B. Botthof

  
	
   

  	
   

  	
  Title:
  

  	
  Vice
  President

  
	
   

  	
   

  	
   

  
	
  GRAYSON
  CLO II 2004-1 LTD.

  	
   

  	
  GULF
  STREAM-RASHINBAN CLO 2006-I 

  
	
  By:
  UrsaMine Credit Advisors, LLC as its 

  	
   

  	
  LTD

  
	
  Collateral
  Manager as a Lender

  	
   

  	
  By:
  Gulf Stream Asset Management LLC As 

  
	
   

  	
   

  	
  Collateral
  Manager (Sumitomo Deal)

  
	
  By:

  	
  /s/
  Niall Rosenzweig

  	
   

  	
   

  
	
  Name:
  

  	
  Niall
  Rosenzweig

  	
   

  	
  GULF
  STREAM-SEXTANT CLO 2006-I 

  
	
  Title:
  

  	
  Principal

  	
   

  	
  LTD

  
	
   

  	
   

  	
   

  	
  By:
  Gulf Stream Asset Management LLC As 

  
	
   

  	
   

  	
   

  	
  Collateral
  Manager

  



 

















 


	
   

  	
   

  	
  GULF
  STREAM-SEXTANT CLO 2007-I 

  LTD

  
	
   

  	
   

  	
  By:
  Gulf Stream Asset Management LLC As 

  Collateral
  Manager

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GULF
  STREAM-COMPASS CLO 2007 LTD

  
	
   

  	
   

  	
  By:
  Gulf Stream Asset Management LLC As

  Collateral
  Manager

  
	
   

  	
   

  	
  as
  a Lender

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Barry Love

  
	
   

  	
   

  	
  Name:
  

  	
  Barry
  Love

  
	
   

  	
   

  	
  Title:
  

  	
  Chief
  Credit Officer

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  HFR
  ED DISCOVERY MASTER TRUST 

  as
  a Lender

  	
   

  	
  JPMORGAN
  CHASE BANK, N.A. as a Lender

  and
  a Domestic L/C Issuer

  
	
  By:
  

  	
  Brownstone
  Asset Management, LP, as

  	
   

  	
   

  
	
   

  	
  Trading
  Manager for HFR Ed Discovery

  	
   

  	
  JPMORGAN
  CHASE BANK, N.A., 

  
	
   

  	
  Master
  Trust

  	
   

  	
  TORONTO
  BRANCH

  
	
   

  	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  David Zornitsky

  	
   

  	
  By:
  

  	
  /s/
  Stacey Haimes

  
	
  Name:
  

  	
  David
  Zornitsky

  	
   

  	
  Name:
  

  	
  Stacey
  Haimes

  
	
  Title:
  

  	
  CFO

  	
   

  	
  Title:
  

  	
  Executive
  Director

  
	
   

  	
   

  	
   

  
	
  KATONAH
  III, LTD.

  	
   

  	
  KATONAH
  IV, LTD.

  
	
  By:
  Sankaty Advisors LLC as Sub-Advisors as

  a
  Lender

  	
   

  	
  By:
  Sankaty Advisors, LLC as Sub-Advisors

  as
  a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  	
   

  	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  
	
  Name:
  

  	
  Jeffrey
  Hawkins

  	
   

  	
  Name:
  

  	
  Jeffrey
  Hawkins

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
   

  	
  Chief
  Operating Officer

  	
   

  	
   

  	
  Chief
  Operating Officer

  
	
   

  	
   

  	
   

  
	
  KS
  CAPITAL PARTNERS, L.P. as a Lender

  and
  a [Domestic][Canadian] L/C Issuer

  	
   

  	
  KS
  INTERNATIONAL, INC. as a Lender and

  a
  [Domestic][Canadian] L/C Issuer

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Michael Jenal

  	
   

  	
  By:
  

  	
  /s/
  Michael Jenal

  
	
  Name:
  

  	
  Michael
  Jenal

  	
   

  	
  Name:
  

  	
  Michael
  Jenal

  
	
  Title:
  

  	
  CFO

  	
   

  	
  Title:
  

  	
  CFO

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  MALIBU
  CBNA Loan Funding LLC

  
	
   

  	
   

  	
  as
  a Lender

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Adam Kaiser

  
	
   

  	
   

  	
  Name:
  

  	
  Adam
  Kaiser

  
	
   

  	
   

  	
  Title:
  

  	
  Attorney-in-fact

  
						



 

















 


	
  LINCOLN
  S.A.R.L. – SOCIETE A 

  RESPONSIBILITE
  LIMITEE as a Lender

  	
   

  	
   

  
	
  By:
  

  	
  HIGHBRIDGE
  LEVERAGED LOAN

  	
   

  	
   

  
	
   

  	
  PARTNERS
  MASTER FUND, LP. AS

  	
   

  	
   

  
	
   

  	
  PORTFOLIO
  MANAGER

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  HIGHBRIDGE
  CAPITAL

  	
   

  	
   

  
	
   

  	
  MANAGEMENT,
  LLC AS TRADING

  	
   

  	
   

  
	
   

  	
  MANAGER

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/

  	
   

  	
   

  
	
  Name:

  	
   

  	
   

  	
   

  
	
  Title:

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  MIZUHO
  CORPORATE BANK, LTD. as a 

  Lender

  	
   

  	
  MORGAN
  STANLEY SENIOR FUNDING, 

  INC. as a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Leon Mo

  	
   

  	
  By:
  

  	
  /s/
  Su Yeo

  
	
  Name:
  

  	
  Leon
  Mo

  	
   

  	
  Name:
  

  	
  Su
  Yeo

  
	
  Title:
  

  	
  Senior
  Vice President

  	
   

  	
  Title:
  

  	
  Vice
  President

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  NAVIGARE
  FUNDING I CLO LTD

  	
   

  	
  NAVIGARE
  FUNDING II CLO LTD

  
	
  By:
  Navigare Partners LLC

  	
   

  	
  By:
  Navigare Partners LLC

  
	
  its
  collateral manager, as a Lender

  	
   

  	
  as
  collateral manager, as a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Joel G. Serebransky

  	
   

  	
  By:
  

  	
  /s/
  Joel G. Serebransky

  
	
  Name:
  

  	
  Joel
  G. Serebransky

  	
   

  	
  Name:
  

  	
  Joel
  G. Serebransky

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
   

  	
   

  	
   

  
	
  NAVIGARE
  FUNDING III CLO LTD

  	
   

  	
  NEWSTART
  FACTORS, INC. as a Lender and 

  
	
  By:
  Navigare Partners LLC

  	
   

  	
  a
  [Domestic] [Canadian] L/C Issuer

  
	
  as
  collateral manager, as a Lender

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  James Bennett

  
	
  By:
  

  	
  /s/
  Joel G. Serebransky

  	
   

  	
  Name:
  

  	
  James
  Bennett

  
	
  Name:

  	
  Joel
  G. Serebransky

  	
   

  	
  Title:

  	
  President

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  PPM
  SHADOW CREEK FUNDING LLC as 

  	
   

  	
  PYRAMIS
  HIGH YIELD FUND, LLC, BY:   

  
	
  a
  Lender

  	
   

  	
  PYRAMIS
  GLOBAL ADVISORS TRUST

  
	
   

  	
   

  	
  COMPANY,
  AS INVESTMENT MANAGER

  
	
  By:
  

  	
  /s/
  Tara E. Kenny

  	
   

  	
  UNDER
  POWER OF ATTORNEY as a

  
	
  Name:
  

  	
  Tara
  E. Kenny

  	
   

  	
  Lender

  
	
  Title:
  

  	
  Assistant
  Vice President

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  David Censorio

  
	
   

  	
   

  	
  Name:
  

  	
  David
  Censorio

  
	
   

  	
   

  	
  Title:
  

  	
  VP

  
						



 

















 


	
  RACE
  POINT IV CLO, LTD.

  	
   

  	
  RIVERSOURCE
  LIFE INSURANCE 

  
	
  By:

  	
  Sankaty
  Advisors, LLC

  	
   

  	
  COMPANY as a Lender

  
	
   

  	
  as
  Collateral Manager

  	
   

  	
   

  
	
  as
  a Lender

  	
   

  	
  By:
  

  	
  /s/
  Robin C. Stancil

  
	
   

  	
   

  	
  Name:
  

  	
  Robin
  C. Stancil

  
	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  	
   

  	
  Title:
  

  	
  Assistant
  Vice President

  
	
  Name:
  

  	
  Jeffrey
  Hawkins

  	
   

  	
   

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
   

  
	
   

  	
  Chief
  Operating Officer

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  RIVERSOURCE
  STRATEGIC

  ALLOCATION
  SERIES, INC. – 

  RIVERSOURCE
  STRATEGIC INCOME

  ALLOCATION
  FUND as a Lender

  	
   

  	
  SANKATY
  ADVISORS, LLC as Collateral

  Manager
  for Castle Hill I – INGOTS, Ltd., as

  Term
  Lender as a Lender

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  
	
  By:
  

  	
  /s/
  Robin C. Stancil

  	
   

  	
  Name:
  

  	
  Jeffrey
  Hawkins

  
	
  Name:
  

  	
  Robin
  C. Stancil

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
  Title:
  

  	
  Assistant
  Vice President

  	
   

  	
   

  	
  Chief
  Operating Officer

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  SANKATY
  ADVISORS, LLC as Collateral

  Manager
  for Castle Hill III CLO, Limited, as

  Term
  Lender as a Lender

  	
   

  	
  SANKATY
  ADVISORS, LLC as Collateral

  Manager
  for Loan Funding XI LLC, As Term

  Lender
  as a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  	
   

  	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  
	
  Name:
  

  	
  Jeffrey
  Hawkins

  	
   

  	
  Name:
  

  	
  Jeffrey
  Hawkins

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
   

  	
  Chief
  Operating Officer

  	
   

  	
   

  	
  Chief
  Operating Officer

  
	
   

  	
   

  	
   

  
	
  SANKATY
  ADVISORS, LLC as Collateral

  Manager
  for Race Point CLO, Limited, as

  Term
  Lender as a Lender

  	
   

  	
  SANKATY
  ADVISORS, LLC as Collateral

  Manager
  for Race Point II CLO, Limited, as

  Term
  Lender as a Lender

  
	
   

  	
   

  	
   

  
	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  	
   

  	
  By:
  

  	
  /s/
  Jeffrey Hawkins

  
	
  Name:
  

  	
  Jeffrey
  Hawkins

  	
   

  	
  Name:
  

  	
  Jeffrey
  Hawkins

  
	
  Title:
  

  	
  Managing
  Director

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
   

  	
  Chief
  Operating Officer

  	
   

  	
   

  	
  Chief
  Operating Officer

  
	
   

  	
   

  	
   

  
	
  SENIOR
  DEBT PORTFOLIO

  	
   

  	
  SERVES
  2006-1, Ltd.

  
	
  By:
  

  	
  Boston
  Management and Research as

  	
   

  	
   

  
	
   

  	
  Investment
  Advisor as Lender

  	
   

  	
  By:

  	
  /s/
  Chris Kappas

  
	
   

  	
   

  	
   

  	
  PPM
  America, Inc., as Collateral Manager

  
	
  By:
  

  	
  /s/ Michael B. Botthof

  	
   

  	
   

  	
  Chris
  Kappas

  
	
  Name:
  

  	
  Michael
  B. Botthof

  	
   

  	
   

  	
  Managing
  Director

  
	
  Title:
  

  	
  Vice
  President

  	
   

  	
   

  
							



 

















 


	
  SYMPHONY
  CLO IV

  	
   

  	
  TRALEE
  CDO I, LTD.,

  
	
  as
  a Lender

  	
   

  	
  as
  a Lender

  
	
  By:
  Symphony Asset Management, LLC

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Joseph Matteo

  
	
  By:
  

  	
  /s/
  James Kim

  	
   

  	
  Name:
  

  	
  Joseph
  Matteo

  
	
  Name:

  	
  James
  Kim

  	
   

  	
  Title:
  

  	
  Authorized
  Signatory

  
	
  Title:
  

  	
  Associate
  Portfolio Manager

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  TRILOGY
  PORTFOLIO CO., LLC

  	
   

  	
  WACHOVIA
  BANK, N.A. as a Lender

  
	
  as
  a Lender

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  C. Mark Hedrick

  
	
  By:
  

  	
  /s/
  Paul S. Greenberg

  	
   

  	
  Name:
  

  	
  C.
  Mark Hedrick

  
	
  Name:
  

  	
  Paul
  S. Greenberg

  	
   

  	
  Title:
  

  	
  Managing
  Director

  
	
  Title:
  

  	
  Principal

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  ZOHAR
  III, LIMITED

  	
   

  	
  EACH
  OF THE ACCOUNTS LISTED ON  

  
	
  as
  a Lender

  	
   

  	
  ANNEX
  A, INDIVIDUALLY, AND

  
	
  By:
  

  	
  Patriarch
  Partners XV, LLC, its Collateral

  	
   

  	
  SEVERALLY
  NOT JOINTLY as a Lender:

  
	
   

  	
  Manager

  	
   

  	
  ·  

  	
  WELLINGTON
  TRUST COMPANY,  

  
	
   

  	
   

  	
   

  	
  NATIONAL
  ASSOCIATION

  
	
  By:
  

  	
  /s/
  Lynn Tilton

  	
   

  	
   

  	
  MULTIPLE
  COMMON TRUST

  
	
  Name:
  

  	
  Lynn
  Tilton

  	
   

  	
   

  	
  INVESTMENT
  FUNDS TRUST,  

  
	
  Title:
  

  	
  Manager

  	
   

  	
   

  	
  OPPORTUNISTIC
  FIXED INCOME

  
	
   

  	
   

  	
   

  	
  ALLOCATION

  
	
   

  	
   

  	
  ·

  	
   HISCOX INSURANCE COMPANY 

  
	
   

  	
   

  	
   

  	
  (BERMUDA)
  LTD.

  
	
   

  	
   

  	
  ·  

  	
  HISCOX
  SYNDICATE 33

  
	
   

  	
   

  	
  ·  

  	
  WELLINGTON
  TRUST COMPANY,   

  
	
   

  	
   

  	
   

  	
  NATIONAL
  ASSOCIATION

  
	
   

  	
   

  	
   

  	
  MULTIPLE
  COMMON TRUST FUNDS

  
	
   

  	
   

  	
   

  	
  TRUST,
  OPPORTUNISTIC

  
	
   

  	
   

  	
   

  	
  INVESTMENT
  PORTFOLIO

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:
  

  	
  /s/
  Robert J. Toner

  
	
   

  	
   

  	
  Name:
  

  	
  Robert
  J. Toner

  
	
   

  	
   

  	
  Title:
  

  	
  Vice
  President and Counsel