EX-10.6



 





Exhibit 10.6




AMENDMENT NO. 5




          Amendment No. 5, dated as of May 11, 2007 (“Amendment No. 5”), by and among LIFEPOINT
HOSPITALS, INC. (formerly known as LAKERS HOLDING CORP.), a Delaware corporation
(“Borrower”), the Lenders party hereto, CITICORP NORTH AMERICA, INC., as administrative
agent for the Lenders (the “Administrative Agent”), and BANK OF AMERICA, N.A., as Issuing
Bank, to the Credit Agreement dated as of April 15, 2005 (as amended, amended and restated,
supplemented or otherwise modified from time to time, the “Credit Agreement”), among
Borrower, the financial institutions listed on Schedule 2.01 thereto, as such Schedule may from
time to time be supplemented and amended (the “Lenders”), the Administrative Agent, CIBC
WORLD MARKETS CORP., BANK OF AMERICA, N.A., UBS SECURITIES LLC and SUNTRUST BANK, as co-syndication
agents, and CITIGROUP GLOBAL MARKETS INC., as sole lead arranger and sole bookrunner. Terms used
herein without definition shall have the meanings assigned to such terms in the Credit Agreement.



          WHEREAS, Borrower has requested that the Administrative Agent and the Requisite Lenders amend
certain provisions of the Credit Agreement;



          WHEREAS, the Administrative Agent and the Requisite Lenders have considered and agreed to
Borrower’s requests, upon the terms and conditions set forth in this Amendment No. 5;



          NOW, THEREFORE:



          SECTION 1. Amendments.



          (a) Amendments to Section 1.01. Defined Terms.



               (1) The following defined terms shall be added to Section 1.01 of the Credit Agreement in
alphabetical order:



          “Amendment No. 5” means Amendment No. 5 to this Agreement dated as of May 11, 2007.



          “Amendment No. 5 Effective Date” means the date on which all conditions precedent set
forth in Section 3 of Amendment No. 5 are satisfied.



          “Available Amount” means, at any time (the “Reference Date”), an amount equal
to (a) 50% of Consolidated Net Income for the period commencing at the beginning of the Fiscal
Quarter in which the Amendment No. 5 Effective Date occurs and ending on the last day of the most
recent Fiscal Quarter or Fiscal Year, as applicable, for which financial statements and the related
Compliance Certificate required to be delivered pursuant to Section 5.01(a) or Section 5.01(b) have
been received by the Administrative Agent (or in the case such Consolidated Net Income for such
period is a deficit, minus 100% of such deficit), plus (b) $100,000,000, minus (c) the aggregate
amount of any Investment made pursuant to Section 6.04(xviii) or any Restricted Payment made
pursuant to Section 6.07(xi) or any payment made pursuant to clause



 









 







(i)(B) of the proviso to Section 6.10(b) during the period commencing on the Closing Date and
ending on or prior to the Reference Date.



          “Bond Hedge” shall have the meaning set forth in Section 6.04(xviii).



          “Bond Hedge Counterparties” shall have the meaning set forth in Section 6.04(xviii).



          “Not Otherwise Applied” means, with reference to the Available Amount that is proposed
to be applied to a particular use or transaction, that such amount (a) was not required to be
applied to prepay the Loans pursuant to Section 2.05(b) and (b) has not previously been (and is not
simultaneously being) applied to anything other than that such particular use or transaction.



          “Warrants” shall have the meaning set forth in Section 6.07(xii).



               (2) (i) The definition of “Excess Cash Flow Percentage” is hereby amended by deleting
“2.0:1.0” in both places where it appears and replacing it with “3.0:1.0”.


(ii) Clauses (2) and (3) of the definition of “Permitted Convertible Debt” are hereby
deleted in their entirety.



(iii) Clause (4) of the definition of “Permitted Convertible Debt” is hereby amended by
deleting the proviso to such clause and adding at the end of such clause the following
words: “except with respect to a fundamental change pursuant to clause (3) below”.



(iv) Clause (5) of the definition of “Permitted Convertible Debt” is hereby amended by
adding immediately preceding the words “and covenants thereunder” the following words: “,
repurchase upon a fundamental change provisions”.



(v) Clauses (4), (5), (6) and (7) of the definition of “Permitted Convertible Debt” are
hereby renumbered as clauses (2), (3), (4) and (5) respectively.



(vi) The definition of “Permitted Convertible Debt” is hereby amended by adding to the end
of such definition a new sentence as follows: “For avoidance of doubt, (i) any payment of
cash shall be subject to the limitations set forth in this Agreement and the other Loan
Documents and (ii) Borrower’s existing 3.25% Convertible Senior Subordinated Debentures due
2025 shall be deemed to be “Permitted Convertible Debt” for all purposes hereunder.”




          (b) Amendments to Section 2.05. Optional and Mandatory Prepayments of Loans;
Repayments of Term B Loans. Section 2.05 of the Credit Agreement is hereby amended by adding
to the end of Section 2.05(e) a new sentence as follows:




“Notwithstanding the foregoing, the first $500,000,000 of Net Proceeds of Permitted
Convertible Debt issued after the Amendment No. 5 Effective Date, after purchase of
any Bond Hedge in respect thereof, shall be applied to repay outstanding Revolving
Loans (without a commitment reduction) and any excess of



 









 







such first $500,000,000 of Net Proceeds after repayment in full of such outstanding
Revolving Loans shall be used to repay Term B Loans. Any proceeds of Permitted
Convertible Debt in excess of such first $500,000,000 of Net Proceeds after the
Amendment No. 5 Effective Date shall be applied as may be otherwise set forth in
this Agreement.”



          (c) Amendments to Section 2.21. Increase in Commitments. Section 2.21 of the
Credit Agreement is hereby amended by (i) deleting the amount “$400,000,000” in clause (i) of
Section 2.21(a) and replacing it with “$600,000,000 (it being understood that $200,000,000 of such
amount was used prior to the Amendment No. 5 Effective Date)”, (ii) deleting the amount
“$100,000,000” in clause (ii) of Section 2.21(a) and replacing it with “$150,000,000 (it being
understood that $50,000,000 of such amount was used prior to the Amendment No. 5 Effective Date)”
and (iii) adding the following immediately preceding the final sentence of Section 2.21(a):




“In addition to and notwithstanding the foregoing, so long as the conditions set
forth in clauses (x) and (y) of the first sentence of this Section 2.21(a) are
satisfied (substituting “Incremental Term A Loans” for “Incremental Term Loans” in
each case in such clauses), Borrower may from time to time request (i) additional
term A loans (the “Incremental Term A Loans” and the related commitments,
the “Incremental Term A Loan Commitments”) in an aggregate principal amount
for all such Incremental Term A Loans not to exceed $250,000,000; provided
that any such increase shall be in an aggregate amount of $25,000,000 or any whole
multiple of $1,000,000 in excess thereof; provided, further, that
any existing Lender approached to provide all or a portion of the Incremental Term A
Loans and related commitments may elect or decline, in its sole discretion, to
provide such loans and commitments. The Incremental Term A Loans (A) shall rank
pari passu in right of payment and right of security in respect of
the Collateral with the Term B Loans and (B) other than amortization, pricing and
maturity date, shall have the same terms as Term B Loans existing immediately prior
to the effectiveness of the amendment creating such Incremental Term Loans;
provided that (x) the Incremental Term A Loans shall not have a final
maturity date earlier than the Revolving Credit Maturity Date and (y) amortization
of Incremental Term A Loans shall not shall not be greater than pro rata across the
life of the Incremental Term A Loans. Any Lender or additional bank or financial
institution electing to make available an Incremental Term A Loan Commitment (an
“Incremental Term A Lender”) shall become a Lender or make its Incremental
Term A Commitment under this Agreement, pursuant to an Incremental Facility
Amendment to this Agreement giving effect to the modifications permitted by this
Section 2.21 and, as appropriate, the other Loan Documents, executed by the Loan
Parties, each Incremental Term A Lender and the Administrative Agent, and to any
other documentation, in each case on terms and documentation satisfactory to the
Administrative Agent and the Lead Arranger.”


and (iii) inserting “or Incremental Term A Loan Commitments, as the case may be,” “or
Incremental Term A Loans, as the case may be,” following “Incremental Term Loan
Commitments” and “Incremental Term Loans”, respectively, in Sections 2.21(b) and (c).




 









 








          (d) Amendment to Section 6.01. Indebtedness; Certain Equity Securities.
Section 6.01(xi) of the Credit Agreement is hereby amended by adding at the end of such clause (xi)
the following:




“provided, further, that, notwithstanding the foregoing, the
proceeds of the first $500,000,000 of Net Proceeds of Permitted Convertible Debt
issued after the Amendment No. 5 Effective Date, after purchase of any Bond Hedge in
respect thereof, shall be applied to repay outstanding Revolving Loans (without a
reduction of Revolving Credit Commitments) as set forth in the last sentence of
Section 2.05(e);”



          (e) Amendments to Section 6.04. Investments, Loans, Advances, Guarantees and
Acquisitions. Section 6.04 of the Credit Agreement is hereby amended by (i) deleting the word
“and” at the end of clause (xvi), (ii) replacing the “.” at the end of clause (xvii) with “;” and
(iii) adding new clauses (xviii) and (xix) as follows:




“(xviii) Investments in a convertible bond hedging transaction (a “Bond
Hedge”) comprised of over-the-counter call options purchased from one or more
financial institutions (the “Bond Hedge Counterparties”) substantially
concurrently with the issuance of Permitted Convertible Debt to be hedged thereby
and relating to a number of shares of Borrower common stock not to exceed the number
of shares of Borrower common stock underlying such Permitted Convertible Debt; and




(xix) so long as no Default or Event of Default shall have occurred and be
continuing, Investments not to exceed the Available Amount that is Not Otherwise
Applied.”



          (f) Amendments to Section 6.05. Asset Sales. Section 6.05(xi) of the Credit
Agreement is hereby amended by inserting the words “and the Warrants” immediately preceding the
semicolon at the end of such clause.



          (g) Amendments to Section 6.07. Restricted Payments. Section 6.07 of the
Credit Agreement is hereby amended by (i) deleting sub-clause (x) of clause (vii) in its entirety,
(ii) deleting the words “(y) in addition to the foregoing clause (x)” in subclause (y) of clause
(vii), (iii) deleting the word “and” at the end of clause (ix), (iv) deleting the “.” at the end of
clause (x) and replacing it with “;” and (v) adding new clauses (xi), (xii) and (xiii) as follows:




“(xi) so long as no Default or Event of Default shall have occurred and be
continuing, Restricted Payments not to exceed the Available Amount that is Not
Otherwise Applied;




“(xii) the issuance and sale to the Bond Hedge Counterparties, substantially concurrently
with the issuance of any related Permitted Convertible Debt, of warrants
(“Warrants”) relating to a number of shares of Borrower common stock not to exceed
the number of shares of Borrower common stock underlying such Permitted Convertible Debt;
provided, that the exercise or settlement of the Warrants shall be satisfied solely
in shares of Borrower common stock (or the type consideration received by holders of
Borrower common stock in any merger, amalgamation, consolidation, binding share exchange,
reclassifica-



 









 







tion, recapitalization, takeover, tender offer, nationalization or insolvency in which
common stock of the Borrower is converted into, is exchanged for or constitutes the right to
receive cash, securities other than common stock of the Borrower or other property); and




“(xiii) the performance by Borrower of its obligations under the Warrants (including, but
not limited to, settlement thereof as contemplated by clause (xii) above).”



          (h) Amendments to Section 6.10. Amendments or Waivers of Certain Documents;
Prepayments of Certain Indebtedness. Section 6.10(b) of the Credit Agreement is hereby amended
by (i) adding immediately preceding the words “to the extent” in clause (i) of the proviso of such
section “(A)” and (ii) adding immediately preceding the comma at the end of such clause the
following: “and (B) so long as no Default or Event of Default shall have occurred and be
continuing, using the Available Amount that is Not Otherwise Applied”.



          SECTION 2. Representations, Warranties and Covenants. The Loan Parties represent,
warrant and covenant to the Administrative Agent that:




     (a) this Amendment No. 5 has been duly authorized, executed and delivered by them and
constitutes a legal, valid and binding obligation of each Loan Party party hereto,
enforceable against such Loan Party in accordance with its terms;




     (b) after giving effect to this Amendment No. 5, the representations and warranties set
forth in Article III of the Credit Agreement and the other Loan Documents will be true and
correct with the same effect as if made on and as of the date hereof (unless expressly
stated to relate to an earlier date, in which case such representations and warranties shall
be true and correct as of such earlier date); and




     (c) no Default or Event of Default has occurred and is continuing.



          SECTION 3. Conditions to Effectiveness. This Amendment No. 5 shall become effective
when:




     (a) the Administrative Agent shall have received counterparts of this Amendment No. 5
that, when taken together, bear the signatures of Lenders constituting the Requisite Lenders
and the Loan Parties;




     (b) all corporate and other proceedings taken or to be taken in connection with this
Amendment No. 5 and all documents incidental thereto, whether or not referred to herein,
shall be reasonably satisfactory in form and substance to the Administrative Agent; and




     (c) all fees and expenses required to be paid or reimbursed by Borrower pursuant to the
Credit Agreement, including all invoiced fees and expenses of counsel to the Administrative
Agent, shall have been paid or reimbursed, on or prior to effectiveness as applicable.



          SECTION 4. Applicable Law. THIS AMENDMENT NO. 5 SHALL BE CONSTRUED IN ACCORDANCE WITH
AND GOVERNED BY THE LAWS OF THE



 









 







STATE OF NEW YORK. SECTION 9.11 OF THE CREDIT AGREEMENT SHALL APPLY TO THIS AMENDMENT NO 5.



          SECTION 5. Credit Agreement; Loan Document. Except as expressly set forth herein,
this Amendment No. 5 shall not by implication or otherwise limit, impair, constitute a waiver of,
or otherwise affect the rights and remedies of any party under, the Credit Agreement, nor alter,
modify, amend or in any way affect any of the terms, conditions, obligations, covenants or
agreements contained in the Credit Agreement, all of which are ratified and affirmed in all
respects and shall continue in full force and effect. For the avoidance of doubt, this Amendment
No. 5 shall be deemed to be a “Loan Document” within the meaning of the Credit Agreement.



          SECTION 6. Counterparts. This Amendment No. 5 may be executed in two or more
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 a signature page of
this Amendment No. 5 by facsimile transmission shall be as effective as delivery of a manually
executed counterpart of this Amendment No. 5.



          SECTION 7. Roles. Citigroup Global Markets Inc. shall act in the capacity as Sole
Lead Arranger and Sole Bookrunner with respect to this Amendment No. 5, but in such capacities
shall not have any obligations, duties or responsibilities, nor shall incur any liabilities, under
this Amendment No. 5 or any other Loan Document.



[Signature Pages Follow]




 









 








          IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 5 to be duly executed by
their authorized officers as of the date set forth above.



	 	 	 	 	 
	 	LIFEPOINT HOSPITALS, INC.

 	 
	 	By:  	/s/ William F. Carpenter III
 	 
	 	 	Name:  	William F. Carpenter III 	 
	 	 	Title:  	President and Chief Executive Officer 	 
	 
	 	EACH OF THE SUBSIDIARIES LISTED

ON SCHEDULE I HERETO (other than LifePoint Asset Management Company, Inc.)

 	 
	 	By:  	/s/ Gary D. Willis
 	 
	 	 	Name:  	Gary D. Willis 	 
	 	 	Title:  	Senior Vice President and Chief
Accounting Officer 	 
	 
	 	LIFEPOINT ASSET MANAGEMENT COMPANY, INC. 

 	 
	 	By:  	/s/ Gary D. Willis
 	 
	 	 	Name:  	Gary D. Willis 	 
	 	 	Title:  	Senior Vice President and Chief
Accounting Officer 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 	 	 	 	 	 	 
	CONSENTED TO:	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	CITICORP NORTH AMERICA, INC.,	 	 	 	 	 	 	 	 
	 

	 	as Administrative Agent	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:
	 	/s/ John W. Peruzzi	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 
	 

	 	Name: John W. Peruzzi	 	 	 	 	 	 	 	 
	 

	 	Title: Managing Director	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	CITICORP NORTH AMERICA, INC.,	 	 
	 

	 	 	 	 	 	 	 	as a Lender	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	By:	 	/s/ John W. Peruzzi	 	 
	 

	 	 	 	 	 	 	 	 

Name: John W. Peruzzi
	 	 
	 

	 	 	 	 	 	 	 	Title: Managing Director	 	 






[Amendment No. 5]





 









 





	 	 	 	 	 
	 	CIBC Inc., as a Lender 

 	 
	 	By:  	/s/ Caroline Adams
 	 
	 	 	Name:  	Caroline Adams 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	Blue Shield of California, as a Lender

 	 
	 	By:  	/s/ David Ardini
 	 
	 	 	Name:  	David Ardini 	 
	 	 	Title:  	Vice President 	 
	 
	 	Franklin CLO I, Limited, as a Lender

 	 
	 	By:  	/s/ David Ardini
 	 
	 	 	Name:  	David Ardini 	 
	 	 	Title:  	Vice President 	 
	 
	 	Franklin CLO IV, Limited, as a Lender

 	 
	 	By:  	/s/ David Ardini
 	 
	 	 	Name:  	David Ardini 	 
	 	 	Title:  	Vice President 	 
	 
	 	Franklin CLO V, LTD, as a Lender

 	 
	 	By:  	/s/ David Ardini
 	 
	 	 	Name:  	David Ardini 	 
	 	 	Title:  	Vice President 	 
	 
	 	WestLB AG, New York Branch, as a Lender

 	 
	 	By:  	/s/ Steven Berman
 	 
	 	 	Name:  	Steven Berman 	 
	 	 	Title:  	Director 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	 	 
	 	By:  	                      /s/ Brendan McGlynn
 	 
	 	 	Name:  	Brendan McGlynn 	 
	 	 	Title:  	Manager 	 
	 
	 	IKB Capital Corporation, as a Lender

 	 
	 	By:  	/s/ Mickey Chadha
 	 
	 	 	Name:  	Mickey Chadha 	 
	 	 	Title:  	Portfolio Manager 	 
	 
	 	BlackRock Senior Income Series

BlackRock Senior Income Series IV

BlackRock Floating Rate Income Strategies

Fund, Inc.

Master Senior Floating Rate Trust, as a Lender

 	 
	 	By:  	/s/ Thomas Colwell
 	 
	 	 	Name:  	Thomas Colwell 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	Commerzbank, AG, New York and

Grand Cayman Branches, as a Lender

 	 
	 	By:  	/s/ Edward C.A. Forsberg, Jr.
 	 
	 	 	Name:  	Edward C.A. Forsberg, Jr. 	 
	 	 	Title:  	SVP & Manager 	 
	 
	 	 	 
	 	By:  	            /s/ Nivedita Persaud
 	 
	 	 	Name:  	Nivedita Persaud 	 
	 	 	Title:  	Vice President 	 
	 
	 	Regions Bank, as a Lender

 	 
	 	By:  	/s/ Craig Gardella
 	 
	 	 	Name:  	Craig Gardella 	 
	 	 	Title:  	Senior Vice President 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	USB AG, Stamford Branch, as a Lender 

 	 
	 	By:  	/s/ Douglas Gervollno
 	 
	 	 	Name:  	Douglas Gervolino 	 
	 	 	Title:  	Director Banking Products
Services, US 	 
	 
	 	 	 
	 	By:  	          /s/ Toba Lumbantobing
 	 
	 	 	Name:  	Toba Lumbantobing 	 
	 	 	Title:  	Associate Director
Banking Products Services, US 	 
	 
	 	U.S. Bank, N.A., as a Lender

 	 
	 	By:  	/s/ Thomas A. Heckman
 	 
	 	 	Name:  	Thomas A. Heckman 	 
	 	 	Title:  	Vice President 	 
	 
	 	Bank of America, N.A., as a Lender

 	 
	 	By:  	/s/ Jill J. Hogan
 	 
	 	 	Name:  	Jill J. Hogan 	 
	 	 	Title:  	Vice President 	 
	 
	 	Beecher CBNA Loan Funding LLC, as a Lender

 	 
	 	By:  	/s/ Roy Hykal
 	 
	 	 	Name:  	Roy Hykal 	 
	 	 	Title:  	Attorney-in-Fact 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Van Kampen

Senior Loan Fund

 	 
	 	by:  	Van Kampen Asset Management, as a 
Lender
 	 
	 	 	 
	 	By:  	/s/ Christina Jamieson
 	 
	 	 	Name:  	Christina Jamieson 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Van Kampen Senior Income Trust

 	 
	 	by:  	Van Kampen Asset Management, as a 
Lender
 	 
	 	 	 
	 	By:  	/s/ Christina Jamieson
 	 
	 	 	Name:  	Christina Jamieson 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Bushnell CBNA Loan Funding LLC,

for itself or as agent for Bushnell CFPI Loan

Funding LLC, as a Lender

 	 
	 	By:  	/s/ Adam Kaiser
 	 
	 	 	Name:  	Adam Kaiser 	 
	 	 	Title:  	Attorney-in-Fact 	 
	 
	 	Citibank, N.A., as a Lender

 	 
	 	By:  	/s/ Christine M. Kanicki
 	 
	 	 	Name:  	Christine M. Kanicki 	 
	 	 	Title:  	Attorney-in-Fact 	 
	 
	 	Augusta Funding LLC, as a Lender

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



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Jupiter Loan Funding LLC, as a Lender 

 	 
	 	By:  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 
	 	Harbour Town Funding LLC, as a Lender

 	 
	 	By:  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 
	 	Long Lane Master Trust IV, as a Lender

 	 
	 	By:  	/s/ Tara E. Kenny
 	 
	 	 	Name:  	Tara E. Kenny 	 
	 	 	Title:  	Assistant Vice President 	 
	 
	 	Muirfield Trading, as a Lender

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

Portfolios LLC: Fidelity Floating

Rate Central Investment Portfolio, as a Lender

 	 
	 	By:  	/s/ Peter L. Lydecker
 	 
	 	 	Name:  	Peter L. Lydecker 	 
	 	 	Title:  	Assistant Treasurer 	 
	 
	 	SunTrust Bank, as a Lender

 	 
	 	By:  	/s/ Mark D. Mattson
 	 
	 	 	Name:  	Mark D. Mattson 	 
	 	 	Title:  	Managing Director 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	AMMC CLO IV, LIMITED 

 	 
	 	By:  	American Money Management Corp.,
as Collateral Manager, as a Lender
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	          /s/ David P. Meyer
 	 
	 	 	Name:  	David P. Meyer 	 
	 	 	Title:  	Senior Vice President 	 
	 



	 	 	 	 	 
	 	AMMC CLO V, LIMITED

 	 
	 	By:  	American Money Management Corp.,
as Collateral Manager, as a Lender
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	          /s/ David P. Meyer
 	 
	 	 	Name:  	David P. Meyer 	 
	 	 	Title:  	Senior Vice President 	 
	 



	 	 	 	 	 
	 	AMMC CLO VI, LIMITED

 	 
	 	By:  	American Money Management Corp.,
as Collateral Manager, as a Lender
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	          /s/ David P. Meyer
 	 
	 	 	Name:  	David P. Meyer 	 
	 	 	Title:  	Senior Vice President 	 
	 



	 	 	 	 	 
	 	AMMC VII, LIMITED

 	 
	 	By:  	American Money Management Corp.,
as Collateral Manager, as a Lender
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	          /s/ David P. Meyer
 	 
	 	 	Name:  	David P. Meyer 	 
	 	 	Title:  	Senior Vice President 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	General Electric Capital Corporation, as a

Lender

 	 
	 	By:  	/s/ Dionne D. Miller
 	 
	 	 	Name:  	Dionne D. Miller 	 
	 	 	Title:  	Its Duly Authorized Signatory, as a
Lender 	 
	 
	 	Ares Enhanced Loan Investment Strategy II, 

Ltd.

 	 
	 	By:  	Ares Enhanced Loan Management II, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	Ares Enhanced Loan GP II, LLC 
Its General Partner
 	 
	 



	 	 	 	 	 
	 	By:  	                        /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



	 	 	 	 	 
	 	MFL Ares Enhanced Loan Investment Strategy

IR Ltd., as Trustee of the Ares Enhanced Loan

Investment Strategy IR Trust

 	 
	 	By:  	Ares Enhanced Loan Management IR, L.P., 
as Portfolio Manager
 	 



	 	 	 	 	 
	 	By:  	Ares Enhanced Loan IR GP, LLC, as its 
General Partner
 	 



	 	 	 	 	 
	 	By:  	Ares Management LLC, as its Manager
 	 
	 



	 	 	 	 	 
	 	By:  	                /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



[Amendment No. 5]




 









 









	 	 	 	 	 
	 	Ares Leveraged Finance General I 

 	 
	 	By:  	Ares CLO Management XI, L.P.
 	 



	 	 	 	 	 
	 	By:  	Ares CLO GP XI, LLC, its General Partner
 	 



	 	 	 	 	 
	 	By:  	Ares Management LLC, its Manager
 	 



	 	 	 	 	 
	 	By:  	/s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 
	 	Ares X CLO Ltd.

 	 
	 	By:  	Ares CLO Management X, L.P., Investment 
Manager
 	 



	 	 	 	 	 
	 	By:  	Ares CLO GP X, LLC, its General Partner
 	 



	 	 	 	 	 
	 	By:  	                        /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 



	 	 	 	 	 
	 	Ares IIR CLO Ltd.

 	 
	 	By:  	Ares CLO Management IIR, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	Ares CLO GP IIR, LLC,
Its General Partner
 	 



	 	 	 	 	 
	 	By:  	                     /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Ares IIIR/IVR CLO Ltd. 

 	 
	 	By:  	Ares CLO Management IIIR/IVR, L.P.
 	 



	 	 	 	 	 
	 	By:  	                                              Ares CLO GP IIIR/IVR, LLC, Its General 
Partner
 	 



	 	 	 	 	 
	 	By:  	                Ares Management LLC, Its Manager
 	 



	 	 	 	 	 
	 	By:  	                /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 



	 	 	 	 	 
	 	Ares VR CLO Ltd.

 	 
	 	By:  	Ares CLO Management VR, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	                 Ares CLO GP VR, LLC,
Its General Partner
 	 



	 	 	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 



	 	 	 	 	 
	 	Ares VIR CLO Ltd.

 	 
	 	By:  	Ares CLO Management VIR, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	                 Ares CLO GP VIR, LLC,
Its General Partner
 	 



	 	 	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Ares VIII CLO Ltd. 

 	 
	 	By:  	
Ares CLO Management VIII, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	                 Ares CLO GP VIII, LLC,
Its General Partner
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



	 	 	 	 	 
	 	Ares IX CLO Ltd.

 	 
	 	By:  	Ares CLO Management IX, L.P.,
Investment Manager
 	 



	 	 	 	 	 
	 	By:  	                 Ares CLO GP IX, LLC,
Its General Partner
 	 



	 	 	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



	 	 	 	 	 
	 	Confluent 2 Limited

 	 
	 	By:  	Ares Private Account Management I, L.P.,
 as Sub-Manager
 	 



	 	 	 	 	 
	 	By:  	                                              Ares Private Account Management I GP, 
LLC, as General Partner
 	 



	 	 	 	 	 
	 	By:  	                 Ares Management LLC, as Manager
 	 



	 	 	 	 	 
	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 



[Amendment No. 5]





 









 





	 	 	 	 	 
	 	Ares VII CLO Ltd.

 	 
	 	By:  	
Ares CLO Management VII, L.P.,
 	 
	 	 	Investment Manager 	 
	 	 	 
	 	By:  	                 Ares CLO GP VII, LLC,
 	 
	 	 	Its General Partner 	 
	 	 	 
	 	By:  	                 /s/ Jeff Moore
 	 
	 	 	Name:  	Jeff Moore 	 
	 	 	Title:  	Vice President 	 
	 
	 	Trumbull THC2 Loan Funding LLC, for itself or as

agent for Trumbull THC2 CFPI Loan Funding LLC, as a
Lender

 	 
	 	By:  	/s/ Jason Muelver
 	 
	 	 	Name:  	Jason Muelver 	 
	 	 	Title:  	Attorney-in-Fact 	 
	 
	 	Stedman CBNA Loan Funding LLC, for itself or as agent
for Stedman CFPI Loan Funding LLC, as a Lender

 	 
	 	By:  	/s/ Richard Newcomb
 	 
	 	 	Name:  	Richard Newcomb 	 
	 	 	Title:  	Attorney-in-Fact 	 
	 
	 	Carlyle Loan Investment, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle Loan Opportunity Fund, as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 



[Amendment No. 5]















 






	 	 	 	 	 
	 	Carlyle Capital Investment Limited, as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle High Yield Partners X, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle High Yield Partners IX, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle High Yield Partners VIII, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle High Yield Partners VI, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Carlyle High Yield Partners IV, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	Carlyle High Yield Partners VII, Ltd., as a Lender

 	 
	 	By:  	/s/ Linda Pace
 	 
	 	 	Name:  	Linda Pace 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Raymond James Bank, FSB, as a Lender

 	 
	 	By:  	/s/ Steven F. Paley
 	 
	 	 	Name:  	Steven F. Paley 	 
	 	 	Title:  	Vice President 	 
	 
	 	The Hartford Mutual Funds, Inc., on behalf of the

Hartford Floating Rate Fund by Hartford Investment

Management Company, its sub-advisor, as a Lender

 	 
	 	By:  	/s/ Michael A. Pineau
 	 
	 	 	Name:  	Michael A. Pineau 	 
	 	 	Title:  	Vice President 	 
	 
	 	The Hartford Mutual Funds, Inc., on behalf of The

Hartford Income Fund

 	 
	 	By  	Hartford Investment Management Company its Subadvisor, as a Lender
 	 
	 	 	 
	 	By:  	                       /s/ Michael A. Pineau
 	 
	 	 	Name:  	Michael A. Pineau 	 
	 	 	Title:  	Vice President 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	The Hartford Mutual Funds, Inc., on behalf of The

Hartford Inflation Plus Fund

 	 
	 	By  	Hartford Investment Management Company its Subadvisor, as a Lender
 	 
	 	 	 
	 	By:  	                       /s/ Michael A. Pineau
 	 
	 	 	Name:  	Michael A. Pineau 	 
	 	 	Title:  	Vice President 	 
	 
	 	Hartford Series Fund, Inc., on behalf of Hartford

Total Return Bond HLS Fund

 	 
	 	By  	Hartford Investment Management Company its Subadvisor, as a Lender
 	 
	 	 	 
	 	By:  	                       /s/ Michael A. Pineau
 	 
	 	 	Name:  	Michael A. Pineau 	 
	 	 	Title:  	Vice President 	 
	 
	 	The Hartford Mutual Funds, Inc., on behalf of The

Hartford Total Return Bond Fund

 	 
	 	By  	Hartford Investment Management Company its Subadvisor, as a Lender
 	 
	 	 	 
	 	By:  	                       /s/ Michael A. Pineau
 	 
	 	 	Name:  	Michael A. Pineau 	 
	 	 	Title:  	Vice President 	 
	 
	 	ING PRIME RATE TRUST

 	 
	 	By:  	ING Investment Management Co.
 	 
	 	 	as its Investment Manager 	 
	 	 	 
	 	By:  	              /s/ Michael Prince
 	 
	 	 	Name:  	Michael Prince, CFA 	 
	 	 	Title:  	Senior Vice President 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	ING SENIOR INCOME FUND

 	 
	 	By:  	ING Investment Management Co.
 	 
	 	 	as its Investment Manager 	 
	 	 	 
	 	By:  	              /s/ Michael Prince
 	 
	 	 	Name:  	Michael Prince, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	Fall Creek CLO, Ltd., as a Lender

 	 
	 	By:  	/s/ Jason M. Riehle
 	 
	 	 	Name:  	Jason M. Riehle 	 
	 	 	Title:  	Authorized Signor 	 
	 
	 	Bear Stearns Loan Trust

 	 
	 	By:  	Bear Stearns Asset Management, Inc.,
 	 
	 	 	as its attorney-in-fact, as a Lender 	 
	 	 	 
	 	By:  	                       /s/ Neil D. Rosenberg
 	 
	 	 	Name:  	Neil D. Rosenberg 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Bear Stearns Institutional Loan Master Fund

 	 
	 	By:  	Bear Stearns Asset Management Inc.
 	 
	 	 	as its attorney-in-fact, as a Lender 	 
	 	 	 
	 	By:  	       /s/ Neil D. Rosenberg
 	 
	 	 	Name:  	Neil D. Rosenberg 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Gallatin Funding I Ltd.

 	 
	 	By:  	Bear Stearns Asset Management Inc.
 	 
	 	 	as its Collateral Manager, as a Lender 	 
	 	 	 
	 	By:  	       /s/ Neil D. Rosenberg
 	 
	 	 	Name:  	Neil D. Rosenberg 	 
	 	 	Title:  	Managing Director 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	Gallatin CLO II 2005-1 LTD.

 	 
	 	By:  	Bear Stearns Asset Management Inc.
 	 
	 	 	as its Collateral Manager, as a Lender 	 
	 	 	 
	 	By:  	       /s/ Neil D. Rosenberg
 	 
	 	 	Name:  	Neil D. Rosenberg 	 
	 	 	Title:  	Managing Director 	 
	 
	 	Gallatin CLO III 2007-1, Ltd.

As Assignee

 	 
	 	By:  	Bear Stearns Asset Management Inc.
 	 
	 	 	as its Collateral Manager, as a Lender 	 
	 	 	 
	 	By:  	       /s/ Neil D. Rosenberg
 	 
	 	 	Name:  	Neil D. Rosenberg 	 
	 	 	Title:  	Managing Director 	 
	 
	 	NAVIGARE TOTAL RETURN LOAN FUND I

(SEGREGATED PORTFOLIO), as a Lender

 	 
	 	By:  	/s/ Sheryl A. Rothman
 	 
	 	 	Name:  	Sheryl A. Rothman 	 
	 	 	Title:  	Managing Director 	 
	 
	 	AIM FLOATING RATE FUND

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Sub-Adviser
 	 
	 	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	ALZETTE EUROPEAN CLO S.A.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	AVALON CAPITAL LTD. 3

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Asset Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	BELHURST CLO LTD.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	DIVERSIFIED CREDIT PORTFOLIO LTD.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. as Investment Adviser
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	LIMEROCK CLO I

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Investment Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	LOAN FUNDING IX LLC, for itself or as agent for

Corporate Loan Funding IX LLC

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Portfolio Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	MOSELLE CLO S.A.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	NAUTIQUE FUNDING LTD.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	NAUTIQUE FUNDING II LTD.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	PETRUSSE EUROPEAN CLO S.A.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Collateral Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	SARATOGA CLO I, LIMITED

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As the Asset Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	WASATCH CLO LTD.

 	 
	 	By:  	INVESCO Senior Secured Management, Inc. As Portfolio Manager
 	 
	 	 	 
	 	By:  	                     /s/ Joseph Rotondo
 	 
	 	 	Name:  	Joseph Rotondo 	 
	 	 	Title:  	Authorized Signatory 	 
	 
	 	National City Bank, as a Lender

 	 
	 	By:  	/s/ Deroy Scott
 	 
	 	 	Name:  	Deroy Scott 	 
	 	 	Title:  	Senior Vice President 	 



[Amendment No. 5]














 






	 	 	 	 	 
	 	SECURITY BENEFIT LIFE INSURANCE COMPANY, as a Lender

 	 
	 	By:  	Four Corners Capital Management LLC, As Sub-Adviser
 	 
	 	 	 
	 	By:  	                     /s/ Kapil Singh, CFA
 	 
	 	 	Name:  	Kapil Singh, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	FIRST TRUST/FOUR CORNERS SENIOR FLOATING RATE INCOME
FUND II, as a Lender

 	 
	 	By:  	Four Corners Capital Management LLC, As Sub-Adviser
 	 
	 	 	 
	 	By:  	                     /s/ Kapil Singh, CFA
 	 
	 	 	Name:  	Kapil Singh, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES

DIVIDEND & INCOME FUND, as a Lender

 	 
	 	By:  	Four Corners Capital Management LLC, As Sub-Adviser
 	 
	 	 	 
	 	By:  	                     /s/ Kapil Singh, CFA
 	 
	 	 	Name:  	Kapil Singh, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	FORTRESS PORTFOLIO TRUST, as a Lender

 	 
	 	By:  	Four Corners Capital Management LLC, As Investment Manager
 	 
	 	 	 
	 	By:  	                     /s/ Kapil Singh, CFA
 	 
	 	 	Name:  	Kapil Singh, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 



[Amendment No. 5]














 





	 	 	 	 	 
	 	FOUR CORNERS CLO 2005-I, LTD., as a Lender 

 	 
	 	By:  	Four Corners Capital Management LLC,
 	 
	 	 	As Collateral Manager 

	 
	 	By:  	                     /s/ Kapil Singh, CFA
 	 
	 	 	Name:  	Kapil Singh, CFA 	 
	 	 	Title:  	Senior Vice President 	 
	 
	 	Veritas CLO II Ltd., as a Lender

 	 
	 	By:  	/s/  John T. Spellman
 	 
	 	 	Name:  	John T. Spellman 	 
	 	 	Title:  	Attorney-in-fact 	 
	 	
Prospero CLO I, BV, as a Lender

 	 
	 	By:  	/s/  John T. Spellman
 	 
	 	 	Name:  	John T. Spellman 	 
	 	 	Title:  	Attorney-in-fact 	 
	 
	 	Atlas Loan Funding (CENT I) LLC

 	 
	 	By:  	RiverSource Investments, LLC
 	 
	 	 	Attorney-in-fact, as a Lender 	 
	 	 	 	 
	 	By:  	             /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	
Centurion CDO II, Ltd.
 	 
	 	By:  	RiverSource Investments, LLC 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Centurion CDO III, Limited

 	 
	 	By:  	RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	

Centurion CDO VI, Ltd.

 	 
	 	By:  	RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	

Centurion CDO VII, Ltd.

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	
Centurion CDO 8, Limited

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	

Centurion CDO 9, Ltd.

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	Cent CDO XI, Limited

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	

Cent CDO 12, Limited

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	
RiverSource Bond Series, Inc. -

RiverSource Floating Rate Fund, as a Lender

 	 
	 	By:  	/s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Assistant Vice President 	 
	 	
Sequils-Centurion V, Ltd.

 	 
	 	By:  	           RiverSource Investments, LLC
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	 	 	 
	 	By:  	           /s/ Robin C. Stancil
 	 
	 	 	Name:  	Robin C. Stancil 	 
	 	 	Title:  	Director of Operations 	 
	 	

Hamilton Floating Rate Fund, LLC, as a Lender

 	 
	 	By:  	/s/ Dean Stephan
 	 
	 	 	Name:  	Dean Stephan 	 
	 	 	Title:  	Managing Director 	 
	 



[Amendment No. 5]





 









 








	 	 	 	 	 
	 	OWS CLO I, Ltd., as a Lender

 	 
	 	By:  	/s/ Dean Stephan
 	 
	 	 	Name:  	Dean Stephan 	 
	 	 	Title:  	Managing Director 	 
	 	

The Bank of New York, as a Lender

 	 
	 	By:  	/s/ Dean Stephan
 	 
	 	 	Name:  	Dean Stephan 	 
	 	 	Title:  	Managing Director 	 
	 	
U.S. Bank Loan Fund (M) (Master Trust), as a Lender

 	 
	 	By:  	/s/ Dean Stephan
 	 
	 	 	Name:  	Dean Stephan 	 
	 	 	Title:  	Managing Director 	 
	 	
Ameriprise Certificate Company

 	 
	 	By:  	RiverSource Investments, LLC as Collaeral Manager,
 as a Lender	 
	 	 	 	 
	 	 	 
	 	By:  	                   /s/ Yvonne E. Stevens
 	 
	 	 	Name:  	Yvonne E. Stevens 	 
	 	 	Title:  	Senior Managing Director 	 
	 	
RiverSource Life Insurance Company

 	 
	 	By:  	RiverSource Investments, LLC as
Collaeral Manager, as a Lender 	 
	 	 	 	 
	 	By:  	                   /s/ Yvonne E. Stevens
 	 
	 	 	Name:  	Yvonne E. Stevens 	 
	 	 	Title:  	Senior Managing Director 	 
	 



[Amendment No. 5]




 









 







	 	 	 	 	 
	 	Fifth Third Bank, as a Lender

 	 
	 	By:  	/s/ John Stringfield
 	 
	 	 	Name:  	John Stringfield 	 
	 	 	Title:  	Vice President 	 
	 	


UBS LOAN FINANCE LLC, as a Lender

 	 
	 	By:  	/s/ Richard L. Tavrow
 	 
	 	 	Name:  	Richard L. Tavrow 	 
	 	 	Title:  	Director 	 
	 
	 	By:  	               /s/ Mary E. Evans
 	 
	 	 	Name:  	Mary E. Evans 	 
	 	 	Title:  	Associate Director 	 
	 	

KEYBANK NATIONAL ASSOCIATION, as a Lender

 	 
	 	By:  	/s/ J. T. Taylor
 	 
	 	 	Name:  	J. T. Taylor 	 
	 	 	Title:  	Senior Vice President 	 
	 	

Denali Capital LLC, managing member of DC Funding
Partners LLC, portfolio manager for DENALI CAPITAL
CLO III, LTD., or an affiliate

 	 
	 	By:  	/s/ John P. Thacker
 	 
	 	 	Name:  	John P. Thacker 	 
	 	 	Title:  	Chief Credit Officer 	 
	 	

Denali Capital LLC, managing member of DC Funding
Partners, LLC, portfolio manager for DENALI CAPITAL CLO IV, LTD., or an affiliate

 	 
	 	By:  	/s/ John P. Thacker
 	 
	 	 	Name:  	John P. Thacker 	 
	 	 	Title:  	Chief Credit Officer 	 
	 
	 	Denali Capital LLC, managing member of DC Funding
Partners, LLC, portfolio manager for DENALI CAPITAL
CLO V, LTD., or an affiliate

 	 
	 	By:  	/s/ John P. Thacker
 	 
	 	 	Name:  	John P. Thacker 	 
	 	 	Title:  	Chief Credit Officer 	 



[Amendment No. 5]






 









 







	 	 	 	 	 
	 	

Denali Capital LLC, managing member of DC Funding
Partners, LLC, portfolio manager for DENALI CAPITAL
CLO VI, LTD., or an affiliate

 	 
	 	By:  	/s/ John P. Thacker
 	 
	 	 	Name:  	John P. Thacker 	 
	 	 	Title:  	Chief Credit Officer 	 
	 
	 	Denali Capital LLC, managing member of DC Funding
Partners, LLC, portfolio manager for DENALI CAPITAL CLO VII, LTD., or an affiliate

 	 
	 	By:  	/s/
 	 
	 	 	Name:  	John P. Thacker 	 
	 	 	Title:  	Chief Credit Officer 	 
	 	

Greywolf CLO I, Ltd., as a Lender

 	 
	 	By:  	/s/ William Troy
 	 
	 	 	Name:  	William Troy 	 
	 	 	Title:  	Authorized Signer 	 
	 	
WhiteHorse I, Ltd.

 	 
	 	By:  	WhiteHorse Capital Partners, L.P.
 	 
	 	 	As Collateral Manager
 	 
	 	By:  	                /s/ Ethan Underwood
 	 
	 	 	Name:  	Ethan Underwood 	 
	 	 	Title:  	Manager 	 
	 	
WhiteHorse II, Ltd.

 	 
	 	By:  	WhiteHorse Capital Partners, L.P.
 	 
	 	 	As Collateral Manager
 	 
	 	By:  	                /s/ Ethan Underwood
 	 
	 	 	Name:  	Ethan Underwood 	 
	 	 	Title:  	Manager 	 
	 	
WhiteHorse III, Ltd.

 	 
	 	By:  	WhiteHorse Capital Partners, L.P.
 	 
	 	 	As Collateral Manager
 	 
	 	By:  	                /s/ Ethan Underwood
 	 
	 	 	Name:  	Ethan Underwood 	 
	 	 	Title:  	Manager 	 



[Amendment No. 5]





 









 








	 	 	 	 	 
	 	KNIGHT CBNA LOAN FUNDING-

KNIGHT CFPI LOAN FUNDING LLC



Knight CBNA Loan Funding LLC, for itself or as Agent

for Knight CFPI Loan Funding LLC, as a Lender

 	 
	 	By:  	/s/ Erich VanRavenswaay
 	 
	 	 	Name:  	Erich VanRavenswaay 	 
	 	 	Title:  	Assistant Vice President 	 
	 	

LCM IV, Ltd.

 	 
	 	By:  	           Lyon Capital Management LLC,
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 	 
	 	

LCM II LIMITED PARTNERSHIP

 	 
	 	By:  	           Lyon Capital Management LLC,
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 	 
	 	

LCM III, Ltd.

 	 
	 	By:  	           Lyon Capital Management LLC,
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 	 



[Amendment No. 5]




 









 








	 	 	 	 	 
	 	LCM V, LTD.

 	 
	 	By:  	           Lyon Capital Management LLC,
 	 
	 	 	As Collateral Manager, as a Lender
 	 
	 	By:  	           /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 	 
	 	

LCM VI, LTD.

 	 
	 	By:  	            Lyon Capital Management LLC,
 	 
	 	 	as Attorney-in-fact, as a Lender
 	 
	 	By:  	            /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 	 
	 	
LCM VII, LTD.

 	 
	 	By:  	Lyon Capital Management LLC,
 	 
	 	 	as Attorney-in-fact, as a Lender 	 
	 	 	 	 	 
	 	By:  	            /s/ Sophie A. Venon
 	 
	 	 	Name:  	Sophie A. Venon 	 
	 	 	Title:  	Portfolio Manager 
	 
	 	
PPM America, Inc., as Attorney-in-fact, on behalf of Jackson National Life Insurance Company, as a Lender

 	 
	 	By:  	/s/ David C. Wagner
 	 
	 	 	Name:  	David C. Wagner 	 
	 	 	Title:  	Managing Director
 	 
	 	Sovereign Bank, as a Lender

 	 
	 	By:  	/s/ Vicki A. Woodard
 	 
	 	 	Name:  	Vicki A. Woodard 	 
	 	 	Title:  	Senior Vice President 	 
	 



[Amendment No. 5]



 









 








Exhibit 10.6




SCHEDULE I




GUARANTORS




America Management Companies, LLC

AMG-Crockett, LLC

AMG-Hilcrest, LLC

AMG-Hillside, LLC

AMG-Livingston, LLC

AMG-Logan, LLC

AMG-Southern Tennessee, LLC

AMG-Trinity, LLC

Andalusia Physician Practices, LLC

Ashland Physician Services, LLC

Ashley Valley Medical Center, LLC

Ashley Valley Physician Practice, LLC

Athens Physician Practice, LLC

Athens Regional Medical Center, LLC

Barrow Medical Center, LLC

Bartow General Partner, LLC

Bartow Healthcare System, Ltd.

Bartow Memorial Limited Partner, LLC

Bourbon Community Hospital, LLC

Bourbon Physician Practice, LLC

Brim Hospitals, Inc.

Buffalo Trace Radiation Oncology Associates, LLC

Care Health Company, Inc.

Castleview Hospital, LLC

Castleview Medical, LLC

Castleview Physician Practice, LLC

Clinch Professional Physician Services, LLC

Clinch Valley Endocrinology, LLC

Clinch Valley Pulmonology, LLC

Clinch Valley Urology, LLC

Coastal Carolina Physician Practices, LLC

Colorado Plains Physician Practices, LLC

Community Hospital of Starke, Inc

Community Medical, LLC

Crockett Hospital, LLC

Crockett PHO, LLC

Danville Diagnostic Imaging Center, LLC

Danville Physician Practices, LLC

Danville Regional Medical Center, LLC

Danville Regional Medical Center School of Health Professions, LLC

Dodge City Healthcare Group, LP

Dodge City Healthcare Partner, Inc




 









 





Eunice Community Medical Center, LLC

Galen-Med, Inc.

Georgetown Community Hospital, LLC

Georgetown Rehabilitation, LLC

Guyan Valley Hospital, LLC

Halstead Hospital, LLC

HCK Logan Memorial, LLC

HDP Starke, LLC

HDP Georgetown, LLC

Hillside Hospital, LLC

Historic LifePoint Hospitals, Inc.

HRMC, LLC

HST Physician Practice, LLC

HTI Georgetown, LLC

HTI PineLake, LLC

Integrated Physician Services, LLC

Kansas Healthcare Management Company, Inc.

Kansas Healthcare Management Services, LLC

Kentucky Hospital, LLC

Kentucky Medserv, LLC

Kentucky MSO, LLC

Kentucky Physician Services, Inc.

Lake Cumberland Physician Practices, LLC

Lake Cumberland Regional Hospital, LLC

Lake Cumberland Regional Physician Hospital Organization, LLC

Lakeland Community Hospital, LLC

Lakeland Physician Practices, LLC

Lander Valley Medical Center, LLC

Lander Valley Physician Practices, LLC

Las Cruces Physician Practices, LLC

LHSC, LLC

LifePoint Acquisition Corp.

LifePoint Asset Management Company, Inc.

LifePoint Billing Services, LLC

LifePoint Corporate Services, General Partnership

LifePoint CSGP, LLC

LifePoint CSLP, LLC

LifePoint Holdings 2, LLC

Lifepoint Holdings 3, Inc.

LifePoint Hospitals, Inc.

LifePoint Hospitals Holdings, Inc.

LifePoint Medical Group — Hillside, Inc

LifePoint of GAGP, LLC

LifePoint of Georgia, Limited Partnership

LifePoint of Kentucky, LLC

LifePoint of Lake Cumberland, LLC




 









 





LifePoint RC, Inc.

LifePoint VA Holdings, Inc.

LifePoint WV Holdings, Inc.

Livingston Regional Hospital, LLC

Logan General Hospital, LLC

Logan Healthcare Partner, LLC

Logan Medical, LLC

Logan Memorial Hospital, LLC

Logan Physician Practice, LLC

Los Alamos Physician Practices, LLC

Martinsville Physician Practices, LLC

Meadowview Physician Practice, LLC

Meadowview Regional Medical Center, LLC

Meadowview Rights, LLC

Mexia Principal Healthcare Limited Partnership

Mexia-Principal, Inc.

Northwest Medical Center-Winfield, LLC

NWMC-Winfield Physician Practices, LLC

Orthopedics of Southwest Virginia, LLC

Outpatient Services, Inc.

Opelousas Imaging Center Partners, LLC

Palestine-Principal G.P., Inc.

PHC-Ashland. L.P.

PHC-Aviation, Inc.

PHC-Belle Glade, Inc.

PHC-Charlestown, L.P.

PHC-Cleveland, Inc.

PHC-Doctors’ Hospital, Inc.

PHC-Elko, Inc.

PHC-Eunice, Inc.

PHC-Fort Mohave, Inc.

PHC-Fort Morgan, Inc.

PHC-Hospitals, LLC

PHC-Indiana, Inc.

PHC-Jasper, Inc.

PHC-Knox, Inc.

PHC-Lake Havasu, Inc.

PHC-Lakewood, Inc.

PHC-Las Cruces, Inc.

PHC-Los Alamos, Inc.

PHC-Louisiana, Inc.

PHC-Martinsville, Inc.

PHC-Minden G.P., Inc.

PHC-Minden, L.P.

PHC-Morgan City, L.P.

PHC-Morgan Lake, Inc.




 









 





PHC-Opelousas, L.P.

PHC-Palestine, Inc.

PHC-Selma, LLC

PHC-Tennessee, Inc.

PineLake Physician Practice, LLC

PineLake Regional Hospital, LLC

Poitras Practice, LLC

PRHC-Alabama, LLC

PRHC-Ennis G.P., Inc.

PRHC-Ennis, L.P.

Principal Hospital Company of Nevada, Inc.

Principal Knox, L.L.C.

Principal Knox, L.P.

Principal-Needles, Inc.

Province Healthcare Company

Putnam Ambulatory Surgery Center, LLC

Putnam Community Medical Center, LLC

R. Kendall Brown Practice, LLC

Raleigh General Hospital, LLC

River Parishes Holdings, LLC

River Parishes Hospital, LLC

River Parishes Partner, LLC

River Parishes Physician Practice, LLC

Riverton Memorial Hospital, LLC

Riverton Physician Practices, LLC

Riverview Medical Center, LLC

Russellville Hospital, LLC

Russellville Physician Practices, LLC

Select Healthcare, LLC

Selma Diagnostic Imaging, LLC

Siletchnik Practice, LLC

Smith County Memorial Hospital, LLC

Somerset Surgery Partner, LLC

Southern Tennessee EMS, LLC

Southern Tennessee Medical Center, LLC

Southern Tennessee PHO, LLC

Springhill Medical Center, LLC

Spring View Hospital, LLC

Spring View Physician Practices, LLC

Starke Physician Practices, LLC

The MRI Center of Northwest Alabama, LLC

THM Physician Practice, LLC

Vaughan Physician Practices, LLC

Ville Platte Medical Center, LLC

Ville Platte Physician Practices, LLC

West Virginia Management Services Organization, Inc.




 









 





Western Plains Regional Hospital, LLC

Woodford Hospital, LLC

Wyoming Holdings, LLC

Wythe County Community Hospital, LLC

Wythe County Physician Practices, LLC

Zone, Incorporated