Exhibit 10.1
------------
Execution Version
SIXTH AMENDMENT
SIXTH AMENDMENT, dated as of September 7, 2004 (this "Amendment"),
to the Amended and Restated Credit Agreement, dated as of April 25, 2002 (as
amended, supplemented or otherwise modified from time to time, the "Credit
Agreement"), among Interstate Bakeries Corporation, a Delaware corporation
("Holdings"), Interstate Brands Corporation, a Delaware corporation ("Brands"
or the "Borrower"), the several banks and other financial institutions or
entities from time to time parties thereto (the "Lenders"), The Bank of Nova
Scotia, BNP Paribas, Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A.
"Rabobank International", New York Branch, and SunTrust Bank, each as a
co-documentation agent, Bank of America, N.A., as syndication agent, and
JPMorgan Chase Bank, as administrative agent (in such capacity, the
"Administrative Agent").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, pursuant to the Credit Agreement, the Lenders have agreed
to make, and have made, certain loans and other extensions of credit to the
Borrower;
WHEREAS, the Borrower has requested, and, upon this Amendment
becoming effective, the Lenders have agreed, that certain provisions of the
Credit Agreement are amended as set forth below;
NOW, THEREFORE, the parties hereto hereby agree as follows:
SECTION 1. Defined Terms. Terms defined in the Credit Agreement and
used herein shall have the meanings given to them in the Credit Agreement.
SECTION 2. Amendment to Section 1.1 of the Credit Agreement [Defined
Terms].
(a) Section 1.1 of the Credit Agreement is hereby further amended by deleting
the pricing grid set forth in the definition of "Pricing Grid" and substituting
in lieu thereof the following:
"Pricing Grid": the table set forth below:
=============================================================================================================
Facility Applicable Applicable Applicable Applicable Applicable Applicable Applicable Applicable
Fee Margin for Margin for Margin for Margin Margin for Margin for Margin for Margin
Rate Eurodollar ABR Eurodollar for ABR Eurodollar ABR Tranche Eurodollar for ABR
Revolving Revolving Tranche A Tranche A Tranche B B Tranche C Tranche C
Loans Loans Term Loans Term Loans Term Loans Term Loans Term Loans Term Loans
-------------------------------------------------------------------------------------------------------------
.500% 3.50% 2.50% 4.00% 3.00% 4.25% 3.25% 4.00% 3.00%
=============================================================================================================
(b) Section 1.1 of the Credit Agreement is hereby further amended
by deleting the definition of "Interest Payment Date" and substitution in lieu
thereof the following definition:
"Interest Payment Date": (a) as to any ABR Loan, the last day of each
month and the final maturity date of such Loan, (b) as to any
Eurodollar Loan having an Interest Period of three months or less, the
last day of such Interest Period and the last day of each month ending
during such Interest Period, (c) as to any Eurodollar Loan having an
Interest Period longer than three months, each day that is three
months, or a whole multiple thereof, after the first day of such
Interest Period, the last day of each month ending during such
Interest Period and the last day of such Interest Period, (d) as to
any Fixed Rate Loan, the last day of the Interest Period applicable to
such Loan, the last day of each month ending during such Interest
Period and, in the case of a Fixed Rate Loan with an Interest Period
of more than 90 days' duration (unless otherwise specified in the
applicable Notice of Competitive Bid Request), the last day of each
month ending during such Interest Period and each day prior to the
last day of such Interest Period that occurs at intervals of 90 days'
duration after the first day of such Interest Period, and any other
dates that are specified in the applicable Notice of Competitive Bid
Request as Interest Payment Dates with respect to such Fixed Rate
Loan, (e) as to any Money Market Rate Loan, the last day of the
Interest Period applicable to such Loan and the last day of each month
ending during such Interest Period, (f) as to any Loan (other than any
Revolving Loan that is an ABR Loan and any Swingline Loan that is an
ABR Loan), the date of any repayment or prepayment made in respect
thereof and (g) as to any Loan, the Revolving Termination Date or such
earlier date on which the Loans become due and payable and the
Commitments are terminated.
SECTION 3. Amendment to Section 8 of the Credit Agreement [Events
of Default]. Clause (c) of Section 8 of the Credit Agreement is hereby amended
by inserting "Section 6.1(a)," immediately after the phrase "any agreement
contained in".
SECTION 4. Amendment to Section 10.7 of the Credit Agreement
[Adjustments; Set-off]. Clause (b) of Section 10.7 of the Credit Agreement is
hereby amended by deleting the clause "upon any amount becoming due and payable
by Holdings or the Borrower hereunder (whether at the stated maturity, by
acceleration or otherwise), to set off and appropriate and apply against such
amount" and inserting in lieu thereof the clause "upon the occurrence, and
during the continuance, of an Event of Default, to set off and appropriate and
apply against any of the Obligations arising under the Loan Documents".
SECTION 5. Further Agreement Regarding Revolving Loans.
Notwithstanding anything to the contrary in the Credit Agreement, including
Section 5.2 of the Credit Agreement, and unless otherwise agreed by holders of
more than 66 2/3% of the sum of (1) the aggregate unpaid principal amount of
the Term Loans then outstanding and (2) the Total Revolving Commitments then in
effect (or, if the Revolving Commitments have been terminated, the Total
Revolving Extensions of Credit then outstanding) (the "Supermajority Lenders"),
from and after September 6, 2004, the Borrower shall be permitted to make a
borrowing request for Revolving Loans or Swingline Loans or for the issuance of
Letters of Credit, and the Revolving Lenders shall honor such request, in
accordance with the following terms:
(a) until the later date referred to in paragraph (b) below, the
aggregate amount of Revolving Loans, Swingline Loans and Letters
of Credit outstanding shall not exceed $235,000,000;
(b) from the later of September 13, 2004 and the date the Borrower
delivers to the Administrative Agent a weekly cash flow forecast
for the period from the September 6, 2004 through and including
September 30, 2004, in form and substance satisfactory to the
Administrative Agent, the aggregate amount of Revolving Loans,
Swingline Loans and Letters of Credit outstanding shall not
exceed $245,000,000;
(c) from the later of September 20, 2004 and the date the Borrower
delivers to the Administrative Agent preliminary financial
statements for the fiscal quarter ended August 22, 2004 that
demonstrate compliance with Section 7.1 of the Credit Agreement,
in form and substance satisfactory to the Administrative Agent,
the aggregate amount of Revolving Loans, Swingline Loans and
Letters of Credit outstanding shall not exceed $255,000,000;
(d) all Revolving Loans and Swingline Loans extended to the Borrower
pursuant to this Amendment shall be deposited in [Account Number
and Name] at JPMorgan Chase Bank at 000 Xxxx Xxxxxx, Xxx Xxxx,
Xxx Xxxx and maintained therein pending use thereof and the
Borrower shall promptly execute and deliver a blocked account
agreement, in form and substance satisfactory to the
Administrative Agent, in respect of the account referenced in
this clause (d); and
(e) at the time of any borrowing pursuant to this Section 5, no Event
of Default shall have occurred or continue to exist other than an
Event of Default, if any, arising by reason of the Borrower's
failure to comply with Sections 6.4 (as to the Requirements of
Law regarding timely filing of a Form 10-K), 6.6(a) and 7.1
(until the later date referred to in clause (c) above) of the
Credit Agreement.
In addition to the foregoing, (x) from and after September 8, 2004,
the Borrower shall not be permitted to request Swingline Loans and (y) from and
after September 26, 2004, any requests for Revolving Loans, Swingline Loans and
Letters of Credit shall be approved by the Supermajority Lenders.
SECTION 6. Payment of Expenses. In addition to its obligations
under Section 10.5 of the Credit Agreement, Holdings and the Borrower agree to
pay, including without limitation, (a) all out-of-pocket costs and reasonable
expenses of investment bankers, financial or other advisors retained by the
Administrative Agent, and (b) the Administrative Agent for all of its
out-of-pocket costs and reasonable expenses incurred in connection with this
Amendment, any other documents prepared in connection herewith and the
transaction contemplated hereby, including, without limitation, the reasonable
fees and disbursements of counsel, and any financial or other advisors, to the
Administrative Agent.
SECTION 7. Release and Acknowledgement. Each Loan Party hereby
releases and discharges the Administrative Agent, the Lenders and all of the
directors, officers, employees, agents, attorneys, financial advisors, legal
representatives, successors and assigns of the Administrative Agent or any
Lender, from all claims, counterclaims, setoffs, action and causes of action of
any kind or nature whatsoever, whether known or unknown, that, directly or
indirectly, arise out of, are based upon or in any manner connected with any
transaction, event, circumstances, action, failure to act or occurrence of any
sort or type, whether known or unknown, which occurred, existed, was taken,
permitted or begun prior to the date hereof, in each case, relating to the
Credit Agreement or any other Loan Document, including without limitation any
approval or acceptance given or denied. Each Loan Party acknowledges and agrees
that such Loan Party is truly and justly indebted to the Lenders and the
Administrative Agent for the Obligations, without defense, counterclaim or
offset of any kind, and such Loan Party ratifies and reaffirms the validity,
enforceability and binding nature of such Obligations.
SECTION 8. Conditions to Effectiveness of Amendment. This Amendment
shall be effective on the date on which all of the following conditions
precedent have been satisfied or waived (the "Effective Date"):
(a) the Administrative Agent (or its counsel) shall have
received a counterpart of the Amendment, executed and delivered by a
duly authorized officer of each of (i) the Borrower, (ii) the
Guarantors and (iii) each of the Lenders constituting the Required
Lenders;
(b) the Administrative Agent shall have received $1,000,000
from the Borrower as a retainer for the Administrative Agent's counsel
and advisors and such payment shall be made either in the form of
direct payment from the Borrower or by the Administrative Agent, being
authorized to deduct $1,000,000 from [Account listed above] on the
date of the first borrowing on or after the Effective Date; and
(c) the Borrower shall have paid the reasonable fees and
expenses of counsel and advisors to the Administrative Agent for which
invoices have been timely presented prior to the Effective Date.
SECTION 9. Effect on the Loan Documents. (a) Except as specifically
amended above, the Credit Agreement and all other Loan Documents shall continue
to be in full force and effect and are hereby in all respects ratified and
confirmed.
(b) The execution, delivery and effectiveness of this Amendment shall
not operate as a waiver of any right, power or remedy of any Lender or the
Administrative Agent under any of the Loan Documents, nor constitute a waiver
of any provision of any of the Loan Documents.
SECTION 10. 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 11. 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.
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.
INTERSTATE BRANDS CORPORATION, as Borrower
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: President
INTERSTATE BAKERIES CORPORATION, as Guarantor
By: /s/ Xxxxxx X. Xxxxxxxxxx
--------------------------------------
Name: Xxxxxx X. Xxxxxxxxxx
Title: Executive Vice President
and Chief Financial Officer
IBC SALES CORPORATION, as Guarantor
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: President
XXXXX'X INN QUALITY BAKED GOODS, LLC, as
Guarantor
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: President
IBC SERVICES, LLC, as Guarantor
By: /s/ Xxxxxx X. Xxxx
--------------------------------------
Name: Xxxxxx X. Xxxx
Title: Treasurer
IBC TRUCKING, LLC, as a Guarantor
By: /s/ Xxxxxx X. Xxxx
________________________________
Name: Xxxxxx X. Xxxx
Title: Treasurer
XX XXXXXX CHASE BANK, as Administrative
Agent, an Issuing Lender and a Lender
By: /s/ Xxxxx X. Xxxxxx
________________________________
Name: Xxxxx X. Xxxxxx
Title: Managing Director
00XX XXXXXX FUNDING INC.
By: /s/ Xxxxxxxx Xxxxx
________________________________
Name: Xxxxxxxx Xxxxx
Title: Authorized Signatory
AMMC CDO II, LIMITED
By American Money Management Corp., as
Collateral Manager
(Name of Lender)
By: /s/ Xxxxx X. Xxxxx
________________________________
Name: Xxxxx X. Xxxxx
Title: Vice President
AMMC CDO III, LIMITED
By American Money Management Corp., as
Collateral Manager
(Name of Lender)
By: /s/ Xxxxx X. Xxxxx
________________________________
Name: Xxxxx X. Xxxxx
Title: Vice President
AURUM CLO 2002-1 LTD.
By Columbia Management Advisors, Inc.
as Investment Manager.
By: /s/ Xxxx X. Xxxxx
------------------------------------
Name: Xxxx X. Xxxxx
Title: Vice President
Sankaty Advisors, LLC as Collateral
Manager for XXXXX POINT CLO,
Ltd., as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
BANK OF AMERICA, N.A., as Syndication Agent
and a Lender
By: /s/ Xxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Vice President
THE BANK OF NOVA SCOTIA
(Name of Lender)
By: /s/ X. X. Xxxxxxxxx
------------------------------------
Name: X. X. Xxxxxxxxx
Title: Managing Director
BIG SKY SENIOR LOAN FUND, LTD.
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
BNP Paribas
By: /s/ Jo Xxxxx Xxxxxx
------------------------------------
Name: Jo Xxxxx Xxxxxx
Title: Managing Director
By: /s/ Xxxxxxxxx X. Xxxxxx
------------------------------------
Name: Xxxxxxxxx X. Xxxxxx
Title: Director
Sankaty Advisors, LLC as Collateral
Manager for Castle Hill I - INGOTS,
Ltd., as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
Sankaty Advisors, LLC as Collateral
Manager for Castle Hill II - INGOTS,
Ltd., as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
Sankaty Advisors, LLC as Collateral
Manager for Castle Hill III CLO,
Limited., as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
CoBank, ACB
(Name of Lender)
By: /s/ Xxxxx X. Xxxxxx
------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
Phone: 000-000-0000
Fax: 000-000-0000
E-Mail: xxxxxxx@xxxxxx.xxx
Comerica Bank
By: /s/ Xxxxxxx X. Xxxx
------------------------------------
Name: Xxxxxxx X. Xxxx
Title: Vice President
Commerce Bank, N.A.
(Name of Lender)
By: /s/ Xxxxx Xxxxxx
-----------------------------------
Name: XXXXX XXXXXX
Title: Senior Vice President
COSTANTINUS XXXXX XXXXX CDO V, LTD
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
DBS Bank Ltd.
By: /s/ Xxxx Xxxxxxxxxx
------------------------------------
Name: Xxxx Xxxxxxxxxx
Title: Country Credit Officer
XXXXX XXXXX CDO II, LTD.
BY: XXXXX XXXXX MANAGEMENT AS INVESTMENT
ADVISOR (Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX CDO III, LTD.
BY: XXXXX XXXXX MANAGEMENT AS INVESTMENT
ADVISOR (Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX CDO VI, LTD. BY: XXXXX XXXXX
MANAGEMENT AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX INSTITUTIONAL SENIOR LOAN FUND
BY: XXXXX XXXXX MANAGEMENT AS
INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX
LIMITED DURATION INCOME FUND BY: XXXXX XXXXX
MANAGEMENT AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX SENIOR
FLOATING-RATE TRUST
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
XXXXX XXXXX SENIOR INCOME TRUST
BY: XXXXX XXXXX MANAGEMENT AS
INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
ELC (CAYMAN) LTD. CDO SERIES 1999-I
By: /s/ Xxxxxxx X. XxXxxxxx
------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Managing Director
Babson Capital Management LLC
As Collateral Manager
Farm Credit Services of Minnesota
Valley, PCA dba FCS Commercial Finance Group
By: /s/ Xxxxx X. Xxxxxxxx
------------------------------------
Name: Xxxxx X. Xxxxxxxx
Title: Vice President Credit
Farm Credit Services of Missouri, PCA
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President, Agribusiness
XXXXXXX & CO.
BY: BOSTON MANAGEMENT AND RESEARCH AS
INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
HARBOUR TOWN FUNDING LLC
By: /s/ Xxxxx X. Xxxxx
------------------------------------
Name: XXXXX X. XXXXX
Title: ASSISTANT VICE PRESIDENT
LONG LANE MASTER TRUST IV
By: /s/ Xxxxx X. Xxxxx
------------------------------------
Name: XXXXX X. XXXXX
Title: AUTHORIZED AGENT
MASSACHUSETTS MUTUAL LIFE INSURANCE
By: /s/ Xxxxxx X. Xxxx
------------------------------------
Name: Xxxxxx X. Xxxx
Title: Second Vice President and
Associate General Counsel
NATIONAL BANK OF KUWAIT, S.A.K.
GRAND CAYMAN BRANCH
(as a Lender)
By: /s/ Xxxxxx X. XxXxxxx
------------------------------------
Name: Xxxxxx X. XxXxxxx
Title: Assistant General Manager
By: /s/ Xxx X. Xxxxxxxxxx
------------------------------------
Name: Xxx X. Xxxxxxxxxx
Title: Assistant General Manager
NORTHWOODS CAPITAL II, LIMITED
BY: XXXXXX, XXXXXX & CO., L.P.,
AS COLLATERAL MANAGER
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Signatory
NORTHWOODS CAPITAL III, LIMITED
BY: XXXXXX, XXXXXX & CO., L.P.,
AS COLLATERAL MANAGER
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Signatory
NORTHWOODS CAPITAL IV, LIMITED
BY: XXXXXX, XXXXXX & CO., L.P.,
AS COLLATERAL MANAGER
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Authorized Signatory
OXFORD STRATEGIC INCOME FUND
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
Sankaty Advisors, LLC as Collateral
Manager for Race Point CLO, Limited,
as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
Sankaty Advisors, LLC as Collateral
Manager for Race Point II CLO,
Ltd., as Term Lender
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: MANAGING DIRECTOR
PORTFOLIO MANAGER
SENIOR DEBT PORTFOLIO
BY: BOSTON MANAGEMENT AND RESEARCH
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
SIMSBURY CLO, LIMITED
By: Massachusetts Mutual Life Insurance
Company as Collateral Manager
By: /s/ Xxxxxx X. Xxxx
------------------------------------
Name: Xxxxxx X. Xxxx
Title: Second Vice President and
Associate General Counsel
Smoky River CDO, L.P.,
By RBC Leveraged Capital as
Portfolio Advisor
By: /s/ Xxxxxxx Xxxxxx
------------------------------------
Name: Xxxxxxx Xxxxxx
Title: Authorized Signatory
SRF 2000, INC.
By: /s/ Xxxxx X. Xxxxx
------------------------------------
Name: XXXXX X. XXXXX
Title: ASSISTANT VICE PRESIDENT
XXXXX XXX & FARNHAM CLO 1 LTD.
By Columbia Management Advisors, Inc.
as Portfolio Manager
By: /s/ Xxxx X. Xxxxx
------------------------------------
Name: Xxxx X. Xxxxx
Title: Vice President
SUFFIELD CLO, LIMITED
By: Babson Capital Management LLC
as Collateral Manager
By: /s/ Xxxxxxx X. XxXxxxxx
------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Managing Director
TOLLI & CO
BY: XXXXX XXXXX MANAGEMENT
AS INVESTMENT ADVISOR
(Name of Lender)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
Toronto Dominion (New York), Inc.
(Name of Lender)
By: /s/ Xxxxx Xxxxx
------------------------------------
Name: XXXXX XXXXX
Title: VICE PRESIDENT
TRS 1 LLC
(Name of Lender)
By: /s/ Xxxxxx Xxxxxxxx
------------------------------------
Name: Xxxxxx Xxxxxxxx
Title: Vice President
UBS AG Stamford Branch
(Name of Lender)
By: /s/ Xxxxxxxx X. Saint
------------------------------------
Name: Xxxxxxxx X. Saint
Title: Director
Banking Products Services, US
By: /s/ Winslowe Ogbourne
------------------------------------
Name: Winslowe Obgourne
Title: Associate Director
Banking Products, US
UMB Bank, N.A.
By: /s/ Xxxxxx X. Xxxxx
------------------------------------
Name: Xxxxxx X. Xxxxx
Title: Senior Vice President
U.S. AGBANK, FCB, fka FARM CREDIT
BANK OF WICHITA,
as a Lender
By: /s/ Xxxxxxx Xxxx
------------------------------------
Name: Xxxxxxx Xxxx
Title: Vice President
U.S. Bank
National
Association (Name
of Lender)
By: /s/ Xxxxx X. Xxxxxx
------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
Wachovia Bank
(Name of Lender)
By: /s/ Eames May
------------------------------------
Name: Eames May
Title: Vice President
