AMENDMENT AGREEMENT
Exhibit 99.(k)(x)
AMENDMENT AGREEMENT
AMENDMENT AGREEMENT (“Amendment”) dated as of May 14, 2010 to the Committed Facility Agreement dated September 26, 2008 between BNP Paribas Prime Brokerage, Inc. (“BNPP PB, Inc.”) (fka Banc of America Finance Services Inc. (“BAFSI”)) and Fiduciary/Claymore MLP Opportunity Fund (“Customer”)
WHEREAS, Bank of America, N.A., London Branch (“BAL”) and Customer previously entered into a Committed Facility Agreement dated as of September 26, 2008 (the “Agreement”);
WHEREAS, the Agreement was previously assigned to BAL’s affiliate, Banc of America Finance Services, Inc., and BAFSI subsequently changed its name to BNP Paribas Prime Brokerage, Inc.;
WHEREAS, the parties hereto desire to amend the Financing Rate (as defined in the Agreement) and amend the Agreement as provided herein.
NOW THEREFORE, in consideration of the mutual agreements provided herein, the parties agree to amend the Agreement as follows:
1. Amendment to “Financing Rate”
Appendix B of the Agreement is hereby amended by replacing the current Customer Debit Rate “3 Month Libor + 150bps)” with “3 Month Libor + 95bps”.
2. Amendment to “Commitment Fee”
Appendix B of the Agreement is hereby amended by replacing the Commitment Fee “Customer shall pay a commitment fee equal to 115 bps on the amount of undrawn Maximum Commitment Financing., to be paid when the amount calculated under the Financing Rate above is due” with “Customer shall pay a commitment fee equal to 70 bps on the amount of undrawn Maximum Commitment Financing., to be paid when the amount calculated under the Financing Rate above is due” .
3. Representations
Each party represents to the other party that all representations contained in the Agreement are true and accurate as of the date of this Amendment and that such representations are deemed to be given or repeated by each party, as the case may be, on the date of this Amendment.
4. Miscellaneous
(a) Definitions. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings specified for such terms in the Agreement.
(b) Entire Agreement. This Amendment constitutes the entire agreement and understanding of the parties with respect to its subject matter and supersedes all oral communications and prior writings (except as otherwise provided herein) with respect thereto.
(c) Counterparts. This Amendment may be executed and delivered in counterparts (including by facsimile transmission), each of which will be deemed an original.
(d) Headings. The headings used in this Amendment are for convenience of reference only and are not to affect the construction of or to be taken into consideration in interpreting this Amendment.
(e) Governing Law. This Amendment will be governed by and construed in accordance with the laws of the State of New York (without reference to choice of law doctrine).
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IN WITNESS WHEREOF the parties have executed this Amendment with effect from the first date specified on the first page of this Amendment.
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