Exhibit 10.32


 


AMENDMENT NO. 11 TO THIRD AMENDED AND RESTATED

CREDIT AND REIMBURSEMENT AGREEMENT


 


Dated as of June 29, 2007


 


AMENDMENT NO. 11 TO THIRD AMENDED AND
RESTATED CREDIT AND REIMBURSEMENT AGREEMENT (this “Amendment”) among The AES Corporation, a Delaware corporation
(the “Borrower”), the Subsidiary
Guarantors, the Bank Parties listed on the signature pages hereto, CITICORP USA,
INC., as administrative agent (the “Agent”)
and CITIBANK, N.A., as Collateral Agent, for the Bank Parties (the “Collateral Agent”).


 


PRELIMINARY
STATEMENTS


 


(1)                                  WHEREAS, the Borrower
is party to a Third Amended and Restated Credit and Reimbursement Agreement
dated as of March 17, 2004 (as amended, amended and restated, supplemented or
otherwise modified up to the date hereof, the “Credit Agreement”; capitalized terms used herein but not
defined shall be used herein as defined in the Credit Agreement) among the
Subsidiary Guarantors, the Bank Parties, CITIGROUP GLOBAL MARKETS, INC., as
Lead Arranger and Book Runner, BANC OF AMERICA SECURITIES LLC, as Lead Arranger
and Book Runner and as Co-Syndication Agent (for the Initial Term Loan Facility),
DEUTSCHE BANK SECURITIES INC., as Lead Arranger and Book Runner (for the
Initial Term Loan Facility), UNION BANK OF CALIFORNIA, N.A., as Co-Syndication
Agent (for the Initial Term Loan Facility) and as Lead Arranger and Book Runner
and as Syndication Agent (for the Revolving Credit Facility),  LEHMAN COMMERCIAL PAPER INC.,  as Co-Documentation Agent (for the Initial
Term Loan Facility), UBS SECURITIES LLC, as Co-Documentation Agent (for the
Initial Term Loan Facility), SOCIÉTÉ GÉNÉRALE, as Co-Documentation Agent (for
the Revolving Credit Facility), CREDIT LYONNAISE NEW YORK BRANCH, as
Co-Documentation Agent (for the Revolving Credit Facility), the Agent and the
Collateral Agent;


 


(2)                                  WHEREAS, the Borrower
has requested that the Required Banks agree to amend certain provisions of the
Credit Agreement; and


 


(3)                                  WHEREAS, the Required
Banks have agreed, subject to the terms and conditions hereinafter set forth,
to amend certain provisions of the Credit Agreement as set forth below.


 


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


 


SECTION 1.                                Amendment.
As of the Effective Date, Section 5.01(e) of the Credit Agreement is hereby
amended by deleting (a) “(i)” appearing in the third line thereof and


 

















 


(b) the words “, and (ii) confirming the calculations
set forth in the officer’s certificate delivered simultaneously therewith
pursuant to clause (d) above” appearing at the end thereof.


 


SECTION 2.                                Conditions
to Effectiveness. This Amendment shall become effective when, and only
when, and as of the date (the
“Effective Date”) on which (a) the
Agent shall have received counterparts of this Amendment executed by the
Borrower and each of the Subsidiary Guarantors and the Required Banks or, as to
any of the Required Banks, advice satisfactory to the Agent that such Bank
Party has executed this Amendment, (b) the Agent shall have received payment of all
accrued fees and expenses of the Agent (including the reasonable and accrued
fees of counsel to the Agent invoiced on or prior to the date hereof), (c) the
Agent shall have received a favorable opinion of the Counsel of
the Borrower regarding the due authorization, execution and delivery of this Amendment
and other matters reasonably requested by the Agent and (d) the Agent shall have
received a certificate signed by a duly authorized officer of the
Borrower dated the Effective Date, to the effect that, after giving effect to
this Amendment: (i) the representations and warranties contained in each
of the Financing Documents are true and correct in all material respects on and
as of the Effective Date as though made on and as of such date (unless stated
to relate solely to an earlier date, in which case such representations and warranties
are true and correct in all material respects as of such earlier date); and
(ii) no Default has occurred and is continuing.


 


This Amendment is subject to the provisions
of Section 10.05 of the Credit Agreement.


 


SECTION 3.                                Representations
and Warranties. The Borrower represents and warrants as follows:


 


(a)                                  The
representations and warranties contained in each of the Financing Documents,
after giving effect to this Amendment, are correct in all material respects on
and as of the date of this Amendment, as though made on and as of such date
(unless stated to relate solely to an earlier date, in which case such
representations and warranties are true and correct in all material respects as
of such earlier date).


 


(b)                                 After
giving effect to this Amendment, no Default has occurred and is continuing on
the date hereof.


 


SECTION 4.                                Reference
to and Effect on the Financing Documents. (a)  On and after the Effective Date, each
reference in the Credit Agreement to “this
Agreement”, “hereunder”,
“hereof” or words of like import
referring to the Credit Agreement, and each reference in the Notes and each of
the other Financing Documents to “the
Agreement”, “thereunder”,
“thereof”, or words of like
import referring to the Credit Agreement shall mean and be a reference to the
Credit Agreement, as modified hereby.


 


(b)                                 The
Credit Agreement, the Notes and each of the other Financing Documents, as
specifically modified by this Amendment, are and shall continue to be in full
force and effect and are hereby in all respects ratified and confirmed. Without
limiting the generality of the foregoing, the Collateral Documents and all of
the Collateral described therein 


 


2

















 


do and shall continue to secure the payment
of all Obligations of the Loan Parties under the Financing Documents, in each
case as modified by this Amendment.


 


(c)                                  The
execution, delivery and effectiveness of this Amendment shall not, except as
expressly provided herein, operate as a waiver of any right, power or remedy of
the Banks, nor constitute an amendment or waiver of any provision of the Credit
Agreement or the other Financing Documents.


 


SECTION 5.                                Affirmation
of Subsidiary Guarantors. Each Subsidiary Guarantor hereby consents to the
amendments to the Credit Agreement effected hereby, and hereby confirms
and agrees that, notwithstanding the effectiveness of this Amendment, the
obligations of such Subsidiary Guarantor contained in Article IX of the Credit
Agreement or in any other Financing Documents to which it is a party are, and
shall remain, in full force and effect and are hereby ratified and confirmed in
all respects, except that, on and after the effectiveness of this Amendment,
each reference in Article IX of the Credit Agreement and in each of the other Financing
Documents to “the Agreement”, “thereunder”, “thereof” or words of like import shall mean and be a
reference to the Credit Agreement, as modified by this Amendment. Without limiting
the generality of the foregoing, the Collateral Documents to which such
Subsidiary Guarantor is a party and all of the Collateral described therein do,
and shall continue to secure, payment of all of the Secured Obligations (in
each case, as defined therein).


 


SECTION 6.                                GOVERNING
LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HERETO
SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE
LAWS OF THE STATE OF NEW YORK.


 


SECTION 7.                                WAIVER
OF JURY TRIAL. EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES ALL RIGHTS TO
TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON
CONTRACT, TORT OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS AMENDMENT OR
THE ACTIONS OF THE COLLATERAL TRUSTEES OR THE AGENT IN THE NEGOTIATION, ADMINISTRATION,
PERFORMANCE OR ENFORCEMENT THEREOF.


 


SECTION 8.                                Execution
in Counterparts. This Amendment may be executed by one or more of the
parties to this Amendment on any number of separate counterparts, and all of
said counterparts taken together shall be deemed to constitute one and the same
instrument.


 


SECTION 9.                                Costs
and Expenses. The Borrower hereby agrees to pay all reasonable costs and
expenses associated with the preparation, execution, delivery, administration,
and enforcement of this Amendment, including, without limitation, the fees and
expenses of the Collateral Trustees’ and the Agent’s counsel and other out-of-pocket
expenses related hereto. Delivery of an executed counterpart of a signature
page to this Amendment by telecopier shall be effective as delivery of a
manually executed counterpart of this Amendment.


 


3

















 


IN WITNESS WHEREOF, the parties hereto have
caused this Amendment to be duly executed and delivered by their respective
proper and duly authorized officers as of the day and year first above written.


 


THE AES CORPORATION,

as Borrower


 


 


	
  By: 

  	
  /s/ Willard C. Hoagland III

  	
   

  
	
   

  	
  Title:

  	
  Vice President and Treasurer

  
	
   

  	
  Address:

  	
  4300 Wilson Boulevard

  
	
   

  	
   

  	
  Arlington, VA 22203

  
	
   

  	
  Fax:

  	
  (703) 528-4510

  
				



 


4

















 


SUBSIDIARY GUARANTORS:


 


AES HAWAII MANAGEMENT COMPANY, INC.,


as Subsidiary Guarantor


 


	
  By: 

  	
  /s/ Willard C. Hoagland III

  	
   

  
	
   

  	
  Title:

  	
  Vice President and Treasurer

  
	
   

  	
  Address:

  	
  4300 Wilson Boulevard

  
	
   

  	
   

  	
  Arlington, VA 22203

  
	
   

  	
  Fax:

  	
  (703) 528-4510

  
				



 


AES NEW YORK FUNDING, L.L.C.,


as Subsidiary Guarantor


 


	
  By: 

  	
  /s/ Willard C. Hoagland III

  	
   

  
	
   

  	
  Title:

  	
  Vice President and Treasurer

  
	
   

  	
  Address:

  	
  4300 Wilson Boulevard

  
	
   

  	
   

  	
  Arlington, VA 22203

  
	
   

  	
  Fax:

  	
  (703) 528-4510

  
				



 


AES OKLAHOMA HOLDINGS, L.L.C.,

as Subsidiary Guarantor


 


	
  By: 

  	
  /s/ Willard C. Hoagland III

  	
   

  
	
   

  	
  Title:

  	
  Vice President and Treasurer

  
	
   

  	
  Address:

  	
  4300 Wilson Boulevard

  
	
   

  	
   

  	
  Arlington, VA 22203

  
	
   

  	
  Fax:

  	
  (703) 528-4510

  
				



 


AES WARRIOR RUN FUNDING, L.L.C.,

as Subsidiary Guarantor


 


	
  By: 

  	
  /s/ Willard C. Hoagland III

  	
   

  
	
   

  	
  Title:

  	
  Vice President and Treasurer

  
	
   

  	
  Address:

  	
  4300 Wilson Boulevard

  
	
   

  	
   

  	
  Arlington, VA 22203

  
	
   

  	
  Fax:

  	
  (703) 528-4510

  
				



 


 


5

















 


AGENTS:


 


CITICORP USA, INC.,

as Agent


 


 


	
  By: 

  	
  /s/ Nietsche Rodricks

  	
   

  
	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
  Address:

  	
  388 Greenwich Street, 21st Floor

  
	
   

  	
   

  	
  New York, NY  10013

  
	
   

  	
  Fax:

  	
  (212) 816-8098

  
	
   

  	
  Attention:

  	
  Nietzsche Rodricks

  
	
   

  	
  Email:

  	
  oploanswebadmin@citigroup.com

  
				



 


 


CITIBANK N.A.,

as Collateral Agent


 


 


	
  By: 

  	
  /s/ Nietsche Rodricks

  	
   

  
	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
  Address:

  	
  388 Greenwich Street, 21st Floor

  
	
   

  	
   

  	
  New York, NY  10013

  
	
   

  	
  Fax:

  	
  (212) 816-8098

  
	
   

  	
  Attention:

  	
  Nietzsche Rodricks

  
				



 


6

















 


UNION BANK OF CALIFORNIA, N.A.


as Lender


 


 


	
  By: 

  	
  /s/ Susan K. Johnson

  	
   

  
	
   

  	
  Name:

  	
  Susan K. Johnson

  
	
   

  	
  Title:

  	
  Vice President

  
				



 

















 


LEHMAN COMMERCIAL PAPER INC.


as Lender


 


 


	
  By: 

  	
  /s/ Craig Malloy

  	
   

  
	
   

  	
  Name:

  	
  Craig Malloy

  
	
   

  	
  Title:

  	
  Authorized Signatory

  
				



 


2

















 


BANK OF AMERICA, N.A.


as Lender


 


 


	
  By: 

  	
  /s/ Patrick Martin

  	
   

  
	
   

  	
  Name:

  	
  Patrick Martin

  
	
   

  	
  Title:

  	
  Vice President

  
				



 


3

















 


DEUTSCHE BANK TRUST COMPANY AMERICAS


as Lender


 


 


	
  By: 

  	
  /s/ Marcus M. Tarkington

  	
   

  
	
   

  	
  Name:

  	
  Marcus M. Tarkington

  
	
   

  	
  Title:

  	
  Director

  
				



 


	
  By: 

  	
  /s/ Paul O’Leary

  	
   

  
	
   

  	
  Name:

  	
  Paul O’Leary

  
	
   

  	
  Title:

  	
  Vice President

  
				



 


4

















 


CREDIT SUISSE, CAYMAN ISLAND BRANCH


as Lender


 


 


	
  By: 

  	
  /s/ Brian Caldwell

  	
   

  
	
   

  	
  Name:

  	
  Brian Caldwell

  
	
   

  	
  Title:

  	
  Director

  
				



 


	
  By: 

  	
  /s/ Nupur Kumar

  	
   

  
	
   

  	
  Name:

  	
  Nupur Kumar

  
	
   

  	
  Title:

  	
  Associate

  
				



 


5

















 


BARCLAYS BANK PLC


as Lender


 


 


	
  By: 

  	
  /s/ Nicholas Bell

  	
   

  
	
   

  	
  Name:

  	
  Nicholas Bell

  
	
   

  	
  Title:

  	
  Director

  
				



 


6

















 


SOCIETE GENERALE


as Lender


 


 


	
  By: 

  	
  /s/ Yao Wang

  	
   

  
	
   

  	
  Name:

  	
  Yao Wang

  
	
   

  	
  Title:

  	
  Vice President

  
				



 


7

















 


ADDISON CDO, LIMITED


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


8

















 


AMERICAN SKANDIA TRUST HIGH YIELD PORTFOLIO


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


9

















 


DELANO COMPANY


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


10

















 


FAIRWAY LOAN FUNDING COMPANY


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


11

















 


GLOBAL ENHANCED LOAN FUND S.A.


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


12

















 


LOAN FUNDING III LLC


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


13

















 


MAYPORT CLO LTD.


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


14

















 


MET INVESTORS SERIES TRUST PIMCO TOTAL RETURN PORTFOLIO


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


15

















 


PACIFIC SELECT MANAGED BOND FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


16

















 


PIMCO CAYMAN GLOBAL HIGH INCOME FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


17

















 


PIMCO CORPORATE INCOME FUND


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


18

















 


PIMCO CORPORATE OPPORTUNITY FUND


 


	
  By: 

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


19

















 


PIMCO FLOATING INCOME FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


20

















 


PIMCO FLOATING RATE INCOME FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


21

















 


PIMCO FLOATING RATE STRATEGY FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


22

















 


PIMCO GIS HIGH YIELD BOND FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


23

















 


PIMCO GLOBAL HIGH YIELD STRATEGY FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


24

















 


PIMCO HIGH YIELD FUND


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


25

















 


PIMCO HIGH YIELD BOND PORTFOLIO


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor, acting through Investors

  
	
   

  	
   

  	
  Fiduciary Trust Company in the Nominee Name of IFTCO

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


26

















 


SOUTHPORT CLO, LIMITED


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


27

















 


WAVELAND – INGOTS, LTD.


 


	
  By:

  	
   

  	
  Pacific Investment Management Company LLC,

  
	
   

  	
   

  	
  As its Investment Advisor

  



 


 


	
  By: 

  	
  /s/ Arthur Y. D. Ong

  	
   

  
	
   

  	
  Name:

  	
  Arthur Y. D. Ong

  
	
   

  	
  Title:

  	
  Senior Vice President

  
				



 


28

















 


JPMORGAN CHASE BANK, N.A.


as Lender


 


 


	
  By: 

  	
  /s/ Ivan W. Chan

  	
   

  
	
   

  	
  Name:

  	
  Ivan W. Chan

  
	
   

  	
  Title:

  	
  Vice President

  
				



 


29

















 


OLYMPIC CLO I


as Lender


 


 


	
  By: 

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
  Title:

  	
  Senior Managing Director

  
				



 


30

















 


SAN GABRIEL CLO I


as Lender


 


 


	
  By: 

  	
  /s/ John M. Casparian

  	
   

  
	
   

  	
  Name:

  	
  John M. Casparian

  
	
   

  	
  Title:

  	
  Senior Managing Director

  
				



 


31

















 


AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED


as Lender


 


 


	
  By: 

  	
  /s/ John W. Wade

  	
   

  
	
   

  	
  Name:

  	
  John W. Wade

  
	
   

  	
  Title:

  	
  Director

  
				



 


32

















 


CITIBANK, N.A.


as Lender


 


 


	
  By: 

  	
  /s/ John W. Wade

  	
   

  
	
   

  	
  Name:

  	
  Thomas A. Neville

  
	
   

  	
  Title:

  	
  Attorney-in-fact

  
				



 


33

















 


BNP PARIBAS


as Lender


 


 


	
  By: 

  	
  /s/ Francis J. Delaney

  	
   

  
	
   

  	
  Name:

  	
  Francis J. Delaney

  
	
   

  	
  Title:

  	
  Managing Director

  
				



 


	
  By: 

  	
  /s/ Leonardo Osorio

  	
   

  
	
   

  	
  Name:

  	
  Leonardo Osorio

  
	
   

  	
  Title:

  	
  Director

  
				



 


34

















 


UBS AG, STAMFORD BRANCH


as Lender


 


 


	
  By: 

  	
  /s/ Irja R. Otsa

  	
   

  
	
   

  	
  Name:

  	
  Irja R. Otsa

  
	
   

  	
  Title:

  	
  Associate Director

  
				



 


	
  By: 

  	
  /s/ Richard L. Tavrow

  	
   

  
	
   

  	
  Name:

  	
  Richard L. Tavrow

  
	
   

  	
  Title:

  	
  Director

  
				



 


35

















 


MERRILL LYNCH CAPITAL CORPORATION


as Lender


 


 


	
  By: 

  	
  /s/ Carol J.E. Feeley

  	
   

  
	
   

  	
  Name:

  	
  Carol J.E. Feeley

  
	
   

  	
  Title:

  	
  Vice President

  
				



 


36