SECOND AMENDMENT TO CREDIT AGREEMENT

Exhibit 10.3

THIS SECOND AMENDMENT TO CREDIT AGREEMENT dated as of March 14, 2005 (the “Amendment”) is entered into among Quanta Services, Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto and Bank of America, N.A., as 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 Borrower, the Guarantors, the Lenders and the Administrative Agent entered into that certain Credit Agreement dated as of December 19, 2003 (as amended and modified from time to time, the “Credit Agreement”); and

WHEREAS, the Borrower has requested that the Lenders amend certain terms of 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:

1. Amendments. The Credit Agreement is hereby amended as follows:

(a) The word “and” at the end of clause (d) in the definition of “Cash Equivalents” in Section 1.01 is hereby deleted and replaced with a “,” and the following language is hereby added at the end of the definition of “Cash Equivalents” following clause (e) and shall read as follows:

, (f) Investments in money market mutual funds that comply with Rule 2a-7 under the Investment Company Act of 1940, as amended, (g) auction rate securities rated AAA (or the equivalent thereof) or better by at least two nationally recognized rating agencies and having a put/auction option no more than 90 days from the date of purchase, irrespective of whether taxable or tax free, and (h) variable rate demand notes having a letter of credit from an Approved Bank and having a put option no longer than seven days from the date of purchase, irrespective of whether taxable or tax free.

(b) The definition of “Loan Documents” in Section 1.01 is hereby amended to read as follows:

“Loan Documents” means this Agreement, each Note, each Letter of Credit, each Letter of Credit Application, each Joinder Agreement, the Collateral Documents, the Intercreditor Agreement, each Request for Credit Extension, each Compliance Certificate, the Fee Letter and each other document, instrument or agreement from time to time executed by the Borrower or any of its Subsidiaries or any Responsible Officer thereof and delivered in connection with this Agreement.

(c) The following sentence is hereby added at the end of the definition of “Non-Cash Charges” in Section 1.01 and shall read as follows:

For the avoidance of doubt, Non-Cash Charges shall not include any depreciation expense.

(d) The following definitions are hereby added in Section 1.01 in the appropriate alphabetical order and shall read as follows:

“Intercreditor Agreement” means (i) that certain Intercreditor Agreement dated as of March 14, 2005 by and between the Administrative Agent, on behalf of the Lenders, and Federal Insurance Company, an Indiana corporation, its affiliates and subsidiaries and their respective co-sureties bound therein, and their respective successors and permitted assigns, as amended or modified from time to time in accordance with the terms hereof and thereof or (ii) any additional or replacement intercreditor agreement between the Administrative Agent and any Surety containing terms substantially identical to (unless any term is changed in a manner more favorable to the Lenders in the sole discretion of the Administrative Agent), and no less favorable to the Lenders than, the terms of the intercreditor agreement described in clause (i) above, as amended or modified from time to time in accordance with the terms hereof and thereof.

“Surety” means (i) Federal Insurance Company, an Indiana corporation, its affiliates and subsidiaries and any other companies writing bonds for which the Underwriting Agreement is consideration (and other companies from whom such Person procures bonds for the Principal (as defined in the Underwriting Agreement)), and their co-sureties and reinsurors, and their respective successors and permitted assigns or (ii) any Person (together with its affiliates and subsidiaries and other companies writing bonds for which an Underwriting Agreement is consideration (and other companies from whom such Person procures bonds for the Principal (as defined in the Underwriting Agreement)) who replaces or supplements the Persons identified in clause (i) above under the Surety Credit Documents as executor or procurer of bonds pursuant to the Surety Credit Documents, and their co-sureties and reinsurors, and their respective successors and permitted assigns.

“Surety Credit Documents” has the meaning specified in the Intercreditor Agreement (such incorporation to include the defined terms contained in the definition of Surety Credit Documents contained in the Intercreditor Agreement).

“Surety Priority Collateral” has the meaning specified in the Intercreditor Agreement (such incorporation to include the defined terms contained in the definition of Surety Priority Collateral contained in the Intercreditor Agreement).

“Underwriting Agreement” means (i) that certain Underwriting, Continuing Indemnity and Security Agreement dated as of March 14, 2005 by and among the Principal (as defined in the Intercreditor Agreement) and the Surety, as amended or modified from time to time in accordance with the terms hereof and thereof or (ii) any additional or replacement Underwriting, Continuing Indemnity and Security Agreement by and among the Principal (as defined in the Intercreditor Agreement) and the Surety containing terms substantially identical to (unless any term is changed in a manner more favorable to the Lenders in the sole discretion of the Administrative Agent), and no less favorable to the Loan Parties and the Lenders than, the terms of the Underwriting, Continuing Indemnity and Security Agreement described in clause (i) above, as amended or modified from time to time in accordance with the terms hereof and thereof.

(e) Subsection (i) of Section 7.02(e) is hereby amended to read as follows:

(i) copies of each annual report, proxy or financial statement or other report or communication sent to the stockholders of the Borrower, and copies of all annual, regular, periodic and special reports and registration statements which the Borrower may deliver, file or be required to file with the SEC under Section 13 or 15(d) of the Securities Exchange Act of 1934 or to a holder of any Indebtedness owed by the Borrower or any Subsidiary in its capacity as such a holder (including, without limitation, copies of all notices and other information delivered to or received from the Surety) and not otherwise required to be delivered to the Administrative Agent pursuant hereto and

(f) Clause (ii) of the proviso in the first sentence of the last paragraph of Section 7.02 is hereby amended to read as follows:

(ii) the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent and each Lender of the posting of any such documents.

(g) A new clause (f) is hereby added to Section 7.03 immediately following clause (e) in Section 7.03 and shall read as follows:

(f) Promptly notify the Administrative Agent and each Lender of the occurrence of (i) any Event of Default under and as defined in the Underwriting Agreement or (ii) any fact, condition or event that only with the giving of notice or passage of time or both, would become an Event of Default under and as defined in the Underwriting Agreement.

(h) The paragraph at the end of Section 7.03 is hereby amended to read as follows:

Each notice pursuant to this Section 7.03(a), (b), (c), (d) and (f) shall be accompanied by a statement of a Responsible Officer of the Borrower setting forth details of the occurrence referred to therein and stating what action the Borrower has taken and proposes to take with respect thereto. Each notice pursuant to Section 7.03(a) shall describe with particularity any and all provisions of this Agreement and any other Loan Document that have been breached by any Loan Party. Each notice pursuant to Section 7.03(f) shall describe with particularity any and all provisions of any Surety Credit Document that have been breached.

(i) The word “and” at the end of Section 8.01(o) is hereby deleted, and the “.” at the end of Section 8.01(p) is hereby deleted and replaced with “; and” and a new clause (q) is hereby added at the end of Section 8.01 and shall read as follows:

(q) (i) Liens in favor of the Surety on the Surety Priority Collateral arising pursuant to any of the Surety Credit Documents; provided that such Liens remain subject to the terms of the Intercreditor Agreement and (ii) Liens (provided that those of the Surety shall be subject to the terms of the Intercreditor Agreement) arising as a matter of law which secure the obligations of the Borrower or any Subsidiary under any surety bond provided in the ordinary course of business.

(j) Section 8.03(e) is hereby amended to read as follows:

(e) (i) obligations of the Borrower under surety bonds provided in the ordinary course of business and (ii) obligations of the Borrower and its Subsidiaries under the Surety Credit Documents; provided that such obligations are subject to the terms of the Intercreditor Agreement;

(k) Section 8.06(c) is hereby amended to read as follows:

(c) provided that no Default or Event of Default exists immediately prior to and after giving effect to any such purchase, redemption, acquisition or retirement, (i) during the fiscal year ending December 31, 2005, the Borrower may make dividends and purchase, redeem, acquire or retire shares of its Capital Stock of any class or any warrants or options to purchase any such shares of its Capital Stock in an aggregate amount not to exceed $25,000,000 and (ii) subsequent to December 31, 2005, the Borrower may make dividends and purchase, redeem, acquire or retire shares of its Capital Stock of any class or any warrants or options to purchase any such shares of its Capital Stock in an aggregate amount not to exceed in any fiscal year an amount equal to twenty five percent (25%) of the sum of (i) Consolidated Net Income for the immediately prior fiscal year plus (ii) the amount of Non-Cash Charges for the immediately prior fiscal year (to the extent such Non-Cash Charges reduced Consolidated Net Income for such fiscal year).

(l) The word “or” at the end clause (5) of Section 8.09(a) is hereby deleted and replaced with a “,” and the “.” at the end of Section 8.09(a) is hereby deleted and replaced with the word “or” and a new clause (7) is hereby added at the end of Section 8.09(a) and shall read as follows:

(7) the Underwriting Agreement.

(m) A new clause (d) is hereby added to Section 8.12 immediately following clause (c) and shall read as follows:

(d) Amend or modify any of the terms of the Underwriting Agreement or the Indemnity Agreement (as defined in the Underwriting Agreement) if any such amendment or modification would add or change any terms in a manner adverse to the Lenders or the Indemnitors (as defined in the Intercreditor Agreement); provided that this Section 8.12(d) shall not prohibit any issuance of Bonds (as defined in the Underwriting Agreement), the joinder of or other change in any parties to the Surety Credit Documents in accordance with their terms or any amendments or modifications which do not require the consent of any Loan Party or Subsidiary.

(n) The “.” at the end of the Section 9.01(n) is hereby deleted and replaced with “; or” and a new clause (o) is hereby added at the end of Section 9.01(n) and shall read as follows:

(o) Underwriting Agreement. There shall occur an “Event of Default” under, and as defined in, the Underwriting Agreement.

2. Authorization. The Lenders hereby approve the terms of any Intercreditor Agreement including the Intercreditor Agreement dated as of March 14, 2005 by and between the Administrative Agent, on behalf of the Lenders, and Federal Insurance Company, an Indiana corporation, in substantially the form attached hereto as Exhibit A, and authorize the Administrative Agent to execute and deliver such Intercreditor Agreement on behalf of all Lenders.

3. Conditions Precedent. This Amendment shall be effective upon satisfaction of the following conditions precedent:

(a) Receipt by the Administrative Agent of counterparts of this Amendment duly executed by the Borrower, the Guarantors, the Lenders holding a majority of the Revolving Commitments, the Required Lenders and the Administrative Agent;

(b) Receipt by the Administrative Agent of a copy, certified by a Responsible Officer of the Borrower as true and complete, of (i) the Underwriting Agreement (together with all exhibits and schedules thereto) dated as of March 14, 2005 by the Borrower and certain of its affiliates and subsidiaries in favor of Federal Insurance Company, an Indiana corporation and (ii) the General Agreement of Indemnity (together with all exhibits and schedules thereto) dated as of December 2, 1999 executed by the Borrower, on its behalf and the behalf of its subsidiaries in favor of Federal Insurance Company, an Indiana corporation, its affiliates and subsidiaries and various other identified parties;

(c) The Intercreditor Agreement shall have been executed and delivered by the Administrative Agent and Federal Insurance Company; and

(d) Receipt by the Administrative Agent of all attorney fees of the Administrative Agent payable in connection with this Amendment and the Intercreditor Agreement referenced in clause (c) above.

4. Miscellaneous.

(a) The Credit Agreement, as amended by this Amendment, 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.

(b) 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 other Loan Documents.

(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 against such Loan Parties in accordance with its terms, except as such enforceability may be subject to (i) bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium or similar laws affecting creditors’ rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding at law or in equity).

(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, other than those that have already been obtained and are in full force and effect.

(d) The Loan Parties represent and warrant to the Lenders that (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 with the same effect as if made on and as of the date hereof, except to the extent such representations and warranties expressly relate solely to an earlier date, and except that the representations and warranties contained in subsections (a) and (b) of Section 6.05 of the Credit Agreement shall be deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01 of the Credit Agreement, and (ii) after giving effect to this Amendment, no event has occurred and is continuing which constitutes a Default or an Event of Default.

(e) 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.

(f) 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]

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.


BORROWER:	QUANTA SERVICES, INC., a Delaware corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

GUARANTORS:	ARBY CONSTRUCTION, INC. AUSTIN TRENCHER, INC. CCLC, INC. XXXXX COMMUNICATIONS, INC. XXXXX ELECTRIC COMPANY, INC. XXXXXXX XXXXX CONSTRUCTION COMPANY DRIFTWOOD ELECTRICAL CONTRACTORS, INC. GLOBAL ENERCOM MANAGEMENT, INC. GOLDEN STATE UTILITY CO. X.X. XXXXXXX PIPELINE CONSTRUCTION, INC. XXXXXX BROS., INC. XXXXX GROUP, INC. NETWORK ELECTRIC COMPANY NORTH SKY COMMUNICATIONS, INC. PARKSIDE SITE & UTILITY COMPANY CORPORATION PARKSIDE UTILITY CONSTRUCTION CORP. PWR FINANCIAL COMPANY QPC, INC. QSI, INC. QUANTA DELAWARE, INC. QUANTA GOVERNMENT SERVICES, INC. QUANTA GOVERNMENT SOLUTIONS, INC. QUANTA LVII ACQUISITION, INC. QUANTA LVIII ACQUISITION, INC. QUANTA LIX ACQUISITION, INC. QUANTA LX ACQUISITION, INC. QUANTA LXI ACQUISITION, INC. QUANTA LXII ACQUISITION, INC. QUANTA LXIII ACQUISITION, INC. QUANTA LXIV ACQUISITION, INC. QUANTA LXV ACQUISITION, INC., each a Delaware corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	QUANTA LXVI ACQUISITION, INC. QUANTA LXVII ACQUISITION, INC. QUANTA LXVIII ACQUISITION, INC. QUANTA LXIX ACQUISITION, INC. QUANTA LXX ACQUISITION, INC. QUANTA LXXI ACQUISITION, INC. QUANTA LXXII ACQUISITION, INC. QUANTA LXXIII ACQUISITION, INC. QUANTA UTILITY INSTALLATION COMPANY, INC. X.X. XXXXXXXXXXX & CO., INC. SOUTHEAST PIPELINE CONSTRUCTION, INC. SOUTHWESTERN COMMUNICATIONS, INC. SPALJ CONSTRUCTION COMPANY SUMTER UTILITIES, INC. XXX XXXXX CONSTRUCTION COMPANY TTGP, INC. TTLP, INC. TXLP, INC. UNDERGROUND CONSTRUCTION CO., INC. UTILITY LINE MANAGEMENT SERVICES, INC. VCI TELCOM, INC. W.C. COMMUNICATIONS, INC., each a Delaware corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	ADVANCED TECHNOLOGIES AND INSTALLATION CORPORATION, ALLTECK LINE CONTRACTORS (USA), INC. POTELCO, INC., each a Washington corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	BRADFORD BROTHERS, INCORPORATED TTM, INC., each a North Carolina corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	CMI SERVICES, INC. XXXXXXX CONSTRUCTION COMPANY, INC., each a Florida corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	CROWN FIBER COMMUNICATIONS, INC., a Virginia corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	ENVIRONMENTAL PROFESSIONAL ASSOCIATES, LIMITED W.H.O.M. CORPORATION each a California corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	FIVE POINTS CONSTRUCTION CO. XXXXX PERSONNEL SERVICES, INC. TRANS TECH ACQUISITION, INC. SOUTHWEST TRENCHING COMPANY, INC. each a Texas corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	INTERMOUNTAIN ELECTRIC, INC., a Colorado corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	XXXX CONSTRUCTION COMPANY, a Mississippi corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	METRO UNDERGROUND SERVICES, INC. OF ILLINOIS, PROFESSIONAL TELECONCEPTS, INC., each an Illinois corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	PAR ELECTRICAL CONTRACTORS, INC., a Missouri corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	PROFESSIONAL TELECONCEPTS, INC., a New York corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	THE XXXX COMPANY, INC., a Massachusetts corporation
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	QDE, LLC, a Delaware limited liability company
	By:	PWR Financial Company, Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	QUANTA ASSET MANAGEMENT LLC, a Delaware limited liability company
	By:	QSI, Inc., Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	TOTAL QUALITY MANAGEMENT SERVICES, LLC, a Delaware limited liability company COAST TO COAST, LLC, a California limited liability company
	By:	Environmental Professional Associates, Limited, Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	QUANTA UTILITY SERVICES, LLC, a Delaware limited liability company
	By:	Xxxxx Personnel Services, Inc., Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	XXXXXX, L.L.C. OKAY CONSTRUCTION COMPANY, LLC each a Delaware limited liability company
	By:	Spalj Construction Company, Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	XXXXX/CPG LLC XXXXX ENGINEERING/ LLC XXXXX/HDD, LLC XXXXX SERVICES LLC each a Michigan limited liability company
	By:	Xxxxx Group, Inc., The Sole Member of each of the foregoing limited liability companies
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	S.K.S. PIPELINERS, LLC, a Delaware limited liability company
	By:	Arby Construction, Inc., Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	TNS-VA, LLC, a Delaware limited liability company
	By:	Professional Teleconcepts, Inc., Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	NORTH HOUSTON POLE LINE, X.X. XXXXXXX ELECTRIC, L.P. DIGCO UTILITY CONSTRUCTION, L.P. each a Texas limited partnership
	By:	Xxxxx Personnel Services, Inc., Its General Partner
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	QUANTA SERVICES MANAGEMENT PARTNERSHIP, L.P. QUANTA ASSOCIATES, L.P. each a Texas limited partnerships
	By:	QSI, Inc., Its General Partner
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	TRANS TECH ELECTRIC, L.P., a Texas limited partnership
	By:	TTGP, Inc., Its General Partner
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	PWR NETWORK, LLC, a Delaware limited liability company
	By:	PWR Financial Company, Its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


	QUANTA RECEIVABLES, LP, a Delaware limited partnership
	By:	PWR Network, LLC, Its General Partner
	By:	PWR Financial Company, its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President

	Q RESOURCES, LLC, a Delaware limited liability company
	By:	QSI, Inc., its Sole Member
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Vice President


ADMINSTRATIVE AGENT:	BANK OF AMERICA, N.A., as Administrative Agent
	By:	/s/ Xxxxxxx X. Xxxx
	Name:	Xxxxxxx X. Xxxx
	Title:	Vice President

LENDERS:	BANK OF AMERICA, N.A., as a Lender, Swing Line Lender, L/C Issuer and Credit-Linked L/C Issuer
	By:	/s/ Xxxx X. Xxxxxx
	Name:	Xxxx X. Xxxxxx
	Title:	Senior Vice President


LENDERS:
	LANDMARK III CDO LIMITED
	By:	Aladdin Capital Management LLC as Manager
	By:	/s/ Xxxxxx Xxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxx
	Title:	Director

	LANDMARK II CDO LIMITED
	By:	Aladdin Capital Management LLC as Manager
	By:	/s/ Xxxxxx Xxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxx
	Title:	Director

	LANDMARK I CDO LIMITED
	By:	Aladdin Capital Management LLC as Manager
	By:	/s/ Xxxxxx Xxxxxxxxx
	Name:	Xxxxxx Xxxxxxxxx
	Title:	Director

	BALLANTYNE FUNDING LLC
	By:	/s/ Xxxxxxxx X. Xxxxxxx
	Name:	Xxxxxxxx X. Xxxxxxx
	Title:	Assistant Vice President

	Hanover Square CLO Ltd. By: Blackstone Debt Advisors L.P. As Collateral Manager
	By:	/s/ Xxxx Craires
	Name:	Xxxx Xxxxxxx
	Title:	Managing Director


	Union Square CDO Ltd. By: Blackstone Debt Advisors L.P. As Collateral Manager
	By:	/s/ Xxxx Craires
	Name:	Xxxx Xxxxxxx
	Title:	Managing Director

	Monument Park CDO Ltd. By: Blackstone Debt Advisors L.P. As Collateral Manager
	By:	/s/ Xxxx Craires
	Name:	Xxxx Xxxxxxx
	Title:	Managing Director

	Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO IV, LTD., or an affiliate
	By:	/s/ Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Vice President

	Denali Capital LLC, managing member of DC Funding Partners, portfolio manager for DENALI CAPITAL CLO III, LTD., or an affiliate
	By:	/s/ Xxxxxx X. Xxxxx
	Name:	Xxxxxx X. Xxxxx
	Title:	Vice President

	FRANKLIN FLOATING RATE DAILY ACCESS FUND
	By:	/s/ Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President


	FRANKLIN FLOATING RATE MASTER SERIES
	By:	/s/ Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President

	FRANKLIN FLOATING RATE TRUST
	By:	/s/ Xxxxxxx Xxx
	Name:	Xxxxxxx Xxx
	Title:	Vice President

	Xxxxx CLO II Limited
	By:	/s/ Xxxxxxx X. Xxxxxx
	Name:	Xxxxxxx X. Xxxxxx
	Title:	Authorized Signatory

	LightPoint CLO 2004-I, Ltd.
	By:	/s/ Xxxxxxx X. Xxx Xxxx
	Name:	Xxxxxxx X. Xxx Xxxx
	Title:	Managing Director

	Nationwide Life Insurance Company
	By:	/s/ Xxxxxx X. Xxxxxxx
	Name:	Xxxxxx X. Xxxxxxx
	Title:	Associate Vice President Public Bonds

	Nationwide Mutual Fire Insurance Company
	By:	/s/ Xxxxxx X. Xxxxxxx
	Name:	Xxxxxx X. Xxxxxxx
	Title:	Associate Vice President Public Bonds


	Nationwide Mutual Insurance Company
	By:	/s/ Xxxxxx X. Xxxxxxx
	Name:	Xxxxxx X. Xxxxxxx
	Title:	Associate Vice President Public Bonds

	Xxxxxxxxxxx Senior Floating Rate Fund
	By:	/s/ Xxxx Xxxxxxx
	Name:	Xxxx Xxxxxxx
	Title:	AVP

	HarbourView CLO IV, Ltd.
	By:	/s/ Xxxx Xxxxxxx
	Name:	Xxxx Xxxxxxx
	Title:	AVP

	HarbourView CLO V, Ltd.
	By:	/s/ Xxxx Xxxxxxx
	Name:	Xxxx Xxxxxxx
	Title:	AVP

	TORONTO DOMINION (NEW YORK), LLC
	By:	/s/ Masood Pikree
	Name:	Masood Pikree
	Title:	Authorized Signatory

	APEX (Trimaran) CDO I, LTD. By Trimaran Advisors, L.L.C.
	By:	/s/ Xxxxx X. Xxxxxxxx
	Name:	Xxxxx X. Xxxxxxxx
	Title:	Managing Director


	SAWGRASS TRADING LLC
	By:	/s/ Xxxxxxxx X. Xxxxxxx
	Name:	Xxxxxxxx X. Xxxxxxx
	Title:	Assistant Vice President

	JPMORGAN CHASE BANK
	By:	/s/ Xxxxxx X. Xxxxxxx
	Name:	Rodber X. Xxxxxxx
	Title:	Vice President

Document Metadata

Table of Contents

SECOND AMENDMENT TO CREDIT AGREEMENT

Document Metadata