INCREMENTAL ASSUMPTION AGREEMENT
Exhibit 10.6
INCREMENTAL ASSUMPTION AGREEMENT
INCREMENTAL ASSUMPTION AGREEMENT, dated as of February 3, 2011 (this “Incremental Assumption Agreement”), by and among Domus Intermediate Holdings Corp. (“Holdings”), Realogy Corporation (the “Borrower”), the First Lien Lenders party hereto and JPMorgan Chase Bank, N.A. (“JPMorgan Chase Bank”), as administrative agent (the “Administrative Agent”).
W I T N E S S E T H:
WHEREAS, reference is hereby made to the Credit Agreement, dated as of April 10, 2007, as amended by the First Amendment dated as of the date hereof (the “Credit Agreement”; capitalized terms used but not defined herein shall have the meaning provided in the Credit Agreement), by and among Holdings, the Borrower, the Lenders party thereto from time to time, the Administrative Agent, the Syndication Agent and the Documentation Agents;
WHEREAS, pursuant to Section 2.20(e) of the Credit Agreement, the Borrower may, pursuant to an Extension Offer, request Extended First Lien Term Loans, Extended Revolving Facility Commitments and Extended Synthetic L/C Commitments;
WHEREAS, pursuant to Section 2.20(h) of the Credit Agreement, the Borrower may, pursuant to an Extension Offer, request an extension of the Revolving Facility Maturity Date applicable to any Revolving Facility Commitments and convert such Revolving Facility Commitments to Extended First Lien Term Loans;
WHEREAS, the Borrower hereby requests that the First Lien Lenders (a) extend the maturity date with respect to all or a portion of their existing First Lien Term Loans (such extended Loans, for purposes hereof, the “Extended FL Term Loans”), (b) extend the maturity date with respect to all or a portion of their Revolving Facility Commitments after giving effect to the Converted Term Loans described below (such extended Commitments, for purposes hereof, the “Extended RF Commitments”), (c) extend the Synthetic L/C Maturity Date applicable to all or a portion of the Synthetic L/C Commitments of such Lenders (such extended Commitments, for purposes hereof, the “Extended Synthetic Commitments”) and (d) convert a portion of their Revolving Facility Commitments to Extended FL Term Loans (such converted Revolving Facility Commitments, “Converted Term Loans”), all on the terms set forth in this Incremental Assumption Agreement;
WHEREAS, the terms of this Incremental Assumption Agreement shall be deemed to be the Extension Offer required by Sections 2.20(e) and (h) of the Credit Agreement;
WHEREAS, on the Incremental Assumption Closing Date (as defined below) the Borrower shall make a prepayment on account of the principal of the Extended FL Term Loans (excluding for this purpose Converted Term Loans) in an amount equal to the gross proceeds of the First and a Half Lien Refinancing Notes, which shall not be less than $700,000,000 (such prepayment, the “Incremental Assumption Closing Date Prepayment”);
WHEREAS, the First Lien Lenders party hereto are willing to (a) extend all or a portion of their existing First Lien Term Loans, Revolving Facility Commitments and/or the Synthetic L/C Maturity Date applicable to all or a portion of the Synthetic L/C Commitments of such Lenders and/or (b) convert all or a portion of their Revolving Facility Commitments to Converted Term Loans, in each case as and to the extent indicated on such Lender’s signature page attached hereto; and
WHEREAS, the terms of the Extended FL Term Loans (including the Converted Term Loans), to the extent different from those provided for Term B Loans in the Loan Documents, are reasonably satisfactory to the Administrative Agent, in each case as evidenced by the Administrative Agent being party hereto;
NOW, THEREFORE, the parties hereto agree as follows:
SECTION. Defined Terms. Terms used but not otherwise defined herein shall have the meanings assigned thereto in the Credit Agreement. As used in this Incremental Assumption Agreement, the following terms shall have the meanings specified below:
“Converted Term Loans” shall have the meaning assigned to such term in the fourth WHEREAS paragraph hereof.
“Extended First Lien Term Lender” shall mean a Lender with outstanding Extended FL Term Loans.
“Extended FL Term Loans” shall have the meaning assigned to such term in the fourth WHEREAS paragraph hereof, and shall include Converted Term Loans (except to the extent otherwise specifically excluded therefrom pursuant to the terms of this Incremental Assumption Agreement).
“Extended RF Availability Period” shall mean the period from and including the Incremental Assumption Closing Date to but excluding the earlier of the Extended RF Maturity Date and the date of termination of the Extended RF Commitments.
“Extended RF Commitments” shall have the meaning assigned to such term in the fourth WHEREAS paragraph hereof.
“Extended RF Lender” shall mean a Lender with Extended RF Commitments or outstanding Extended RF Loans.
“Extended RF Loans” shall mean, at any time with respect to each Extended RF Lender, a portion of such Extended RF Lender’s Revolving Facility Loans equal to the product of (x) the aggregate amount of Revolving Facility Loans of such Extended RF Lender outstanding at such time and (y) the Extended RF Percentage of such Extended RF Lender.
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“Extended RF Maturity Date” shall mean April 10, 2016.
“Extended RF Percentage” shall mean, at any time with respect to each Extended RF Lender, (x) the Extended RF Commitments of such Lender in effect at such time divided by (y) the sum of the Extended RF Commitments and Non-Extended Revolving Facility Commitments of such Lender in effect at such time, in each case after giving effect to this Incremental Assumption Agreement and the conversion of Revolving Facility Commitments to Extended FL Term Loans effected hereunder.
“Extended Synthetic Commitments” shall have the meaning assigned to such term in the fourth WHEREAS paragraph hereof.
“Extended Synthetic Lenders” shall mean Synthetic L/C Lenders with Extended Synthetic Commitments.
“Incremental Assumption Closing Date” shall mean the date on which the conditions set forth in Section 8 are satisfied, which date shall be February 3, 2011.
“Incremental Assumption Closing Date Prepayment” shall have the meaning assigned to such term in the sixth WHEREAS paragraph hereof.
“Newly Extended Revolving Facility Commitments” shall have the meaning assigned to such term in Section 4(d).
“Newly Extended Revolving Loans” shall have the meaning assigned to such term in Section 4(d).
“Newly Extended Synthetic Commitments” shall have the meaning assigned to such term in Section 5(c).
“Newly Extended Term Loans” shall have the meaning assigned to such term in Section 2(c).
“Non-Extended FL Term Loans” shall mean any Term B Loans that are not Extended FL Term Loans.
“Non-Extended RF Commitments” shall mean any Revolving Facility Commitments that are not Extended RF Commitments.
“Specified Extended RF Lender” shall mean each of JPMorgan Chase Bank, N.A., Barclays Bank PLC, Credit Suisse AG, Cayman Islands Branch and Xxxxxxx Xxxxx Lending Partners LLC.
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SECTION 2. Terms of the Extended FL Term Loans.
(a) Credit Agreement Governs. Except as set forth in this Incremental Assumption Agreement, the Extended FL Term Loans shall have the same terms as the Term B Loans and the Extended FL Term Loans shall be subject to the provisions of the Credit Agreement and the other Loan Documents as modified hereby.
(b) Applicable Rate. The Applicable Margin with respect to the Extended FL Term Loans shall be 4.25% per annum in the case of any Eurocurrency Loan and 3.25% per annum in the case of any ABR Loan; provided that if at any time any Non-Extended FL Term Loans become Extended Term Loans (“Newly Extended Term Loans”) and such Newly Extended Term Loans have an effective yield higher than the effective yield of the Extended FL Term Loans, the Applicable Margin with respect to the Extended FL Term Loans shall be increased such that the effective yield of the Extended FL Term Loans is equal to the effective yield of the Newly Extended Term Loans.
(c) Maturity Date and Amortization. The Incremental Term Facility Maturity Date for the Extended FL Term Loans shall be October 10, 2016, and on such date the Borrower shall repay to the Administrative Agent for the ratable account of the Extended First Lien Term Lenders the aggregate principal amount of all Extended FL Term Loans then outstanding. After giving effect to the Incremental Assumption Closing Date Prepayment, the Extended FL Term Loans shall have no scheduled amortization prior to the Incremental Term Facility Maturity Date.
(d) Optional Prepayments. Notwithstanding anything to the contrary in Section 2.11(a) of the Credit Agreement, the Borrower shall not have the right to make any optional prepayment of the Extended FL Term Loans unless the Non-Extended FL Term Loans are prepaid on at least a pro rata basis.
(e) Mandatory Prepayments. (i) Other than as set forth in clause (ii) of this Section 2(e) or as otherwise provided in Section 2.11(f) or Section 2.11(g) of the Credit Agreement, mandatory prepayments of First Lien Term Loans shall be made on a pro rata basis among the Extended FL Term Loans and Non-Extended FL Term Loans.
(ii) The Incremental Assumption Closing Date Prepayment shall be applied to prepay the Extended FL Term Loans of the Extended First Lien Term Lenders (but excluding for this purpose the Converted Term Loans) at par on a pro rata basis among such Lenders; provided that each such Lender may, by notifying the Administrative Agent in writing on or before the second Business Day prior to the Incremental Assumption Closing Date, elect to decline its share of the Incremental Assumption Closing Date Prepayment with respect to all (but not a portion) of its Extended FL Term Loans. If any Extended First Lien Term Lender makes such an election, then such Lender’s Extended FL Term Loans may nevertheless be prepaid, but only to the extent provided in Section 2.11(g) of the Credit Agreement.
SECTION 3. Terms of the Converted Term Loans.
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(a) Credit Agreement Governs. Except as set forth in this Incremental Assumption Agreement, the Converted Term Loans shall have the same terms as the Extended FL Term Loans and the Converted Term Loans shall be subject to the provisions of the Credit Agreement and the other Loan Documents as modified hereby.
(b) Converted Term Loans. Each Specified Extended RF Lender agrees that 16.67% of its Extended RF Commitments (except for certain Extended RF Commitments, to be agreed solely between the Specified Extended RF Lender with respect to any such Extended RF Commitment and the Borrower, which are held in trading accounts by such Specified Extended RF Lenders) shall be converted to Converted Term Loans and each other Extended RF Lender agrees that 27.5% of its Extended RF Commitments shall be converted to Converted Term Loans on the Incremental Assumption Closing Date.
(c) Prepayments. After the Incremental Assumption Closing Date, as Extended FL Term Loans, the Converted Term Loans shall be entitled to share on a pro rata basis in all optional and mandatory prepayments as provided in Section 2(d) and (e) above other than with respect to the Incremental Assumption Closing Date Prepayment.
SECTION 4. Terms of the Extended RF Commitments.
(a) Credit Agreement Governs. Except as set forth in this Incremental Assumption Agreement, the Extended RF Commitments shall (i) have the same terms as the Revolving Facility Commitments, (ii) shall be deemed to be Revolving Facility Commitments for all purposes under the Credit Agreement and (iii) shall be subject to the provisions of the Credit Agreement and the other Loan Documents as modified hereby.
(b) Availability. For all purposes of the Loan Documents the “Availability Period” with respect to the Extended RF Commitments shall mean the “Extended RF Availability Period”.
(c) Maturity. For all purposes of the Loan Documents , the “Revolving Facility Maturity Date” solely with respect to the Extended RF Commitments and the Extended RF Loans shall be April 10, 2016. To the extent not previously paid, outstanding Extended RF Loans shall be due and payable on the Extended RF Maturity Date.
(d) Applicable Rate. The Applicable Margin with respect to Extended RF Loans shall be 3.25% per annum in the case of any Eurocurrency Loan and 2.25% per annum in the case of any ABR Loan; provided that if at any time any Revolving Facility Commitments that are not Extended RF Commitments become Extended Revolving Facility Commitments (“Newly Extended Revolving Facility Commitments”) and the Loans made pursuant to such Newly Extended Revolving Facility Commitments (“Newly Extended Revolving Loans”) have an effective yield higher than the effective yield of the Extended RF Loans, the Applicable Margin with respect to the Extended RF Loans shall automatically be increased such that the effective yield of the Extended RF Loans is equal to the effective yield of the Newly Extended Revolving Loans.
(e) Fees. The L/C Participation Fee payable by the Borrower to the Administrative
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Agent for the account of each Extended RF Lender from time to time with respect to the participations in Revolving Letters of Credit acquired by each such Lender in respect of its Extended RF Commitment shall be the Applicable Margin applicable to any Extended RF Loan that is a Eurocurrency Loan. The Applicable Commitment Fee payable to the Administrative Agent for the account of each Extended RF Lender from time to time in respect of its unused Extended RF Commitment shall be as set forth in the Credit Agreement.
(f) Revolving Letter of Credit Sublimit. The Revolving Letter of Credit Sublimit will not be modified after the Revolving Facility Maturity Date occurs with respect to the Non-Extended RF Commitments.
SECTION 5. Terms of the Extended Synthetic Commitments.
(b) Credit Agreement Governs. Except as set forth in this Incremental Assumption Agreement, the Extended Synthetic Commitments shall have the same terms as the Synthetic L/C Commitments and the Extended Synthetic Commitments shall be subject to the provisions of the Credit Agreement and the other Loan Documents as modified hereby.
(c) Maturity Date. For all purposes of the Loan Documents the “Synthetic L/C Maturity Date” solely with respect to the Extended Synthetic Commitments and the Credit-Linked Deposits of Extended Synthetic Lenders shall be October 10, 2016.
(d) Participation Fee. The participation fee payable by the Borrower to the Administrative Agent for the account of each Extended Synthetic Lender with respect to participations in Synthetic Letters of Credit acquired by each such Lender in respect of its Extended RF Commitment shall accrue at 4.25% per annum on the average daily amount of such Extended Synthetic Lender’s Credit-Linked Deposit related to its Extended Synthetic Commitments; provided that if at any time any Synthetic L/C Commitments that are not Extended Synthetic Commitments become Extended Synthetic L/C Commitments (“Newly Extended Synthetic Commitments”) and the participation fee payable in respect of such Newly Extended Synthetic Commitments is higher than the participation fee payable in respect of the Extended Synthetic Commitments, the participation fee applicable to the Extended Synthetic Commitments shall be increased such that it is equal to the participation fee applicable to the Newly Extended Synthetic Commitments.
SECTION 6. Extension Offer; Extended FL Term Loans and Converted Term Loans as One Facility and Tranche. (a) The terms of this Incremental Assumption Agreement shall be deemed the Extension Offers required pursuant to Section 2.20 of the Credit Agreement.
(b) With respect to the Extension Offers with respect to the Extended FL Term Loans, Extended RF Commitments and Extended Synthetic Commitments, each Lender may extend all or a portion of its First Lien Term Loans, Revolving Facility Commitments and Synthetic L/C Commitments, or any combination thereof, as specified on the signature page hereof with respect to each such Lender.
(c) The Extended FL Term Loans (which shall be comprised of extended Initial
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Term B Loans and Delayed Draw Term B Loans) and Converted Term Loans shall constitute one Facility and one Tranche after giving effect to such extensions, conversions and the Incremental Assumption Closing Date Prepayment contemplated hereby.
(d) In accordance with Section 2.11(g)(z) of the Credit Agreement, each First Lien Lender party hereto agrees that the aggregate amount of First Lien Net Proceeds received by the Borrower after the Incremental Assumption Closing Date may be applied to prepay Term Loans or permanently reduce Non-Extended RF Commitments.
SECTION 7. Representations. To induce the First Lien Lenders and the Administrative Agent to enter into this Incremental Assumption Agreement, the Borrower hereby represents and warrants to them that:
(a) The representations and warranties set forth in the Loan Documents are true and correct in all material respects as of the Incremental Assumption Closing Date, with the same effect as though made on and as of the Incremental Assumption Closing Date, except to the extent any such representation or warranty expressly relates to an earlier date (in which case such representation or warranty was true and correct in all material respects as of such earlier date).
(b) The Borrower’s consolidated balance sheet as at September 30, 2010 and its consolidated statements of income, stockholders equity and cash flows for the fiscal quarter and the portion of the fiscal year ended September 30, 2010, which were contained in the Borrower’s Form 10-Q, dated November 9, 2010, present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such date and for such period in accordance with GAAP, subject to year-end audit adjustments.
SECTION 8. Conditions to Effectiveness of Incremental Assumption Agreement.
(a) This Incremental Assumption Agreement shall become effective on the Incremental Assumption Closing Date subject to the satisfaction of each of the following conditions or the waiver thereof by the Administrative Agent:
(i) The Administrative Agent shall have received counterparts of this Incremental Assumption Agreement, duly executed and delivered by Holdings, the Borrower, the Administrative Agent and the applicable First Lien Lenders.
(ii) The First Amendment Effective Date shall have occurred (or shall occur simultaneously with the Incremental Assumption Closing Date).
(iii) The Administrative Agent shall have received the Acknowledgement and Confirmation, substantially in the form of Annex I hereto, duly executed and delivered by each of the Loan Parties.
(iv) The Administrative Agent shall have received all fees payable
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thereto on or prior to the Incremental Assumption Closing Date and, to the extent invoiced, all other amounts due and payable pursuant to the Loan Documents on or prior to the Incremental Assumption Closing Date, including, to the extent invoiced, reimbursement or payment of all reasonable out-of-pocket expenses (including reasonable fees, charges and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx LLP) required to be reimbursed or paid by the Loan Parties under any Loan Document.
(b) The changes to the Applicable Margins and to the participation fees payable with respect to the Extended FL Term Loans (including the Converted Term Loans), Extended RF Commitments and the Extended Synthetic Commitments shall commence accruing as of the Incremental Assumption Closing Date.
SECTION 9. Expenses. The Borrower hereby agrees to pay or reimburse the Administrative Agent for all its reasonable documented out-of-pocket costs and expenses incurred in connection with this Incremental Assumption Agreement, and any other documents prepared in connection herewith and the transactions contemplated hereby (including, without limitation, reasonable fees, charges and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx LLP), in each case to the extent required by Section 10.05 of the Credit Agreement.
SECTION 10. Administrative Agent Consent. The Administrative Agent hereby agrees, for purposes of Section 2.20 of the Credit Agreement and without prejudice to or affecting Section 11, that any of the terms of the Extended FL Term Loans and Converted Term Loans provided in this Incremental Assumption Agreement, to the extent such terms differ from those provided for Term B Loans in the Loan Documents, are reasonably satisfactory to the Administrative Agent.
SECTION 11. Amendments; Execution in Counterparts. (a) This Incremental Assumption Agreement may not be amended nor may any provision hereof be waived on or prior to the Incremental Assumption Closing Date except pursuant to a writing signed by Holdings, the Borrower, the Administrative Agent and the First Lien Lenders party hereto and thereafter except as provided for in Section 10.08 of the Credit Agreement.
(b) This Incremental Assumption Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts, including by means of facsimile or electronic transmission, each of which when so executed and delivered shall be an original, but all of which shall together constitute one and the same instrument.
[Remainder of page intentionally left blank.]
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IN WITNESS WHEREOF, the parties hereto have caused this Incremental Assumption Agreement to be duly executed and delivered by their respective proper and duly authorized officers as of the day and year first above written.
DOMUS INTERMEDIATE HOLDINGS CORP. | ||||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Chief Financial Officer |
[Signature Page to Incremental Assumption Agreement]
REALOGY CORPORATION | ||||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Chief Financial Officer |
[Signature Page to Incremental Assumption Agreement]
JPMORGAN CHASE BANK, N.A., as Administrative Agent and as Issuing Bank | ||||
By: | /s/ Xxxx X. Xxxxxx | |||
Name: | Xxxx X. Xxxxxx | |||
Title: | Managing Director |
[Signature Page to Incremental Assumption Agreement]
1888 FUND, LTD., as an Extending First Lien Lender | ||
By: | Guggenheim Investment Management, LLC as Collateral Manager | |
By: | /s/ Xxxxxxx Xxxxx | |
Name: Xxxxxxx Xxxxx | ||
Title: Managing Director |
[Signature Page to Incremental Assumption Agreement]
Stone Tower CLO VIII Ltd. | ||
By: | Stone Tower Debt Advisors LLC | |
as Its Collateral Manager, | ||
as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. DeiPercio | |
Name: Xxxxxxx X. DeiPercio | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Contrarian Funds, LLC | ||
By: Contrarian Capital Management, L.L.C., as Manager, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx X. Xxxxxxx | |
Name: Xxxxxx X. Xxxxxxx | ||
Title: Member |
[Signature Page to Incremental Assumption Agreement]
BBT Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxxx | |
Name: Xxxxxxx X. Xxxxxxx | ||
Title: Vice President |
[Signature Page to Incremental Assumption Agreement]
CAP Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxxx | |
Name: Xxxxxxx X. Xxxxxxx | ||
Title: Vice President |
[Signature Page to Incremental Assumption Agreement]
SRI Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxxx | |
Name: Xxxxxxx X. Xxxxxxx | ||
Title: Vice President |
[Signature Page to Incremental Assumption Agreement]
JNL/PPM America Floating Rate Income Fund, a series of the JNL Series Trust | ||
By: | PPM America, Inc., as sub-adviser | |
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Managing Director |
[Signature Page to Incremental Assumption Agreement]
SERVES 2006-1 LTD, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Managing Director |
[Signature Page to Incremental Assumption Agreement]
Manulife Floating Rate Income Fund, | ||
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: XX XXX |
[Signature Page to Incremental Assumption Agreement]
Veer Cash Flow CLO, Limited | ||
By its investment advisor MJX Asset Management, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxxx X. Xxxxxx | |
Name: Xxxxxxxxx X. Xxxxxx | ||
Title: Managing Director |
[Signature Page to Incremental Assumption Agreement]
Vista Leveraged Income Fund | ||
By its investment advisor MJX Asset Management LLC as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxxx X. Xxxxxx | |
Name: Xxxxxxxxx X. Xxxxxx | ||
Title: Managing Director |
[Signature Page to Incremental Assumption Agreement]
X.X. Xxxxxx Whitefriars Inc., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx X. Xxxxxx | |
Name: Xxxxxxxx X. Xxxxxx | ||
Title: Attorney-in-Fact |
[Signature Page to Incremental Assumption Agreement]
PACIFIC LIFE INSURANCE COMPANY as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Assistant Vice President | ||
By: | /s/ Xxxxxx X. Xxxxxxxxxx | |
Name: Xxxxxx X. Xxxxxxxxxx | ||
Title: Assistant Secretary |
[Signature Page to Incremental Assumption Agreement]
PPM Monarch Bay Funding LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Assistant Vice President |
[Signature Page to Incremental Assumption Agreement]
Hartford Mutual Funds, Inc., on behalf of The Hartford Floating Rate Fund | ||
By Hartford Investment Management Company, its Sub-advisor | ||
By: | /s/ Xxxxxxxxx Xxxxxx | |
Name: Xxxxxxxxx Xxxxxx | ||
Title: Senior Vice President |
[Signature Page to Incremental Assumption Agreement]
XXXXXXXXX LOAN OPPORTUNITY LTD. | ||
By: | XxXxxxxxx Investment Management, LLC, as Investment Manager, | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx X. Xxxx | |
Name: Xxxxxxxx X. Xxxx | ||
Title: Vice President |
[Signature Page to Incremental Assumption Agreement]
Xxxxxxxxx Xxxxxx – Floating Rate Income Fund., as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Xxxxxxxxx Xxxxxx Strategic Income Fund., as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
EOS Senior Loans Master Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx X. Xxxxxxxx | |
Name: Xxxxxx X. Xxxxxxxx | ||
Title: Director |
[Signature Page to Incremental Assumption Agreement]
Nob Hill CLO, Limited, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Portfolio Manager |
[Signature Page to Incremental Assumption Agreement]
Nob Hill CLO II, Limited, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Portfolio Manager |
[Signature Page to Incremental Assumption Agreement]
BlackRock Senior Income Series IV | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Ariel Reinsurance Company Ltd. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Managed Account Series: High Income Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Floating Rate Income Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Strategic Bond Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Defined Opportunity Credit Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock High Yield Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Limited Duration Income Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Funds II BlackRock Floating Rate Income Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock High Income Fund of BlackRock Bond Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Funds II - High Yield Bond Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Senior Income Series V Limited | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock High Income Portfolio of BlackRock Series Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock High Income V.I. Fund of BlackRock Variable Series Funds, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
California State Teachers’ Retirement System | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Corporate High Yield Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Corporate High Yield Fund III, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Global High Yield Bond Fund, a series of DSBI - Global Investment Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Debt Strategies Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Diversified Income Strategies Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Employees’ Retirement Fund of the City of Dallas | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Fixed Income Global Opportunities Master Unit Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Floating Rate Income Strategies Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Floating Rate Income Strategies Fund II, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Global Investment Series: Income Strategies Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock High Income Shares | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Corporate High Yield Fund VI, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Corporate High Yield Fund V, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Ironshore Bank Loan Porfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
LGT Multi Manager Bond High Yield (USD) | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Lockheed-Xxxxxx Corporation Master Retirement Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Magnetite V CLO, Limited | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Master Senior Floating Rate LLC | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
MET Investors Series Trust - BlackRock High Yield Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Missouri State Employees’ Retirement System | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Fixed Income Portable Alpha Master Series Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Navy Exchange Service Command Retirement Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
The Obsidian Master Fund | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Pensioenfonds Horeca & Catering | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
The PNC Financial Services Group, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
PPL Sercies Corporation Retirement Master Trust | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Senior High Income Fund, Inc. | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Funds II. BlackRock Strategic Income Opportunities Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
BlackRock Senior Floating Rate Portfolio | ||
By: | /s/ C. Xxxxxx Xxxxxxxx | |
Name: C. Xxxxxx Xxxxxxxx | ||
Title: Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
MacKay Short Duration Alpha Fund, as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Investment Adviser and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
New York Life Insurance Company (Guaranteed Products), as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Investment Adviser and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
New York Life Insurance Company, GP - Portable Alpha, as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Investment Adviser and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
Mainstay High Yield Opportunities Fund, a series of Eclipse Funds Inc. (F/K/A MainStay 130/30 High Yield Fund), as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Investment Adviser and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
MainStay Diversified Income Fund, a series of MainStay Funds, as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Investment Adviser and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
First Trust High Income Long/Short Fund, as an Extending First Lien Lender | ||
By: | MacKay Xxxxxxx LLC, as Sub-advisor and not individually | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Sr. Managing Director |
[Signature Page to Incremental Assumption Agreement]
Xxxxxxxxx Xxxx Credit (Master), L.P., as an Extending First Lien Lender | ||
By: | XxXxxx Xxxxx Capital LLC, as Investment Manager | |
By: | /s/ Xxxxxx Xxxxxx | |
Name: Xxxxxx Xxxxxx | ||
Title: Managing Director | ||
Authorized Signatory |
[Signature Page to Incremental Assumption Agreement]
Ballantyne Funding LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Assistant Vice President |
[Signature Page to Incremental Assumption Agreement]
Nuveen Floating Rate Income Fund | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Nuveen Multi-Strategy Income and Growth Fund | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Nuveen Multi-Strategy Income and Growth Fund 2 | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Nuveen Floating Rate Income Opportunity Fund | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Nuveen Senior Income Fund | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Symphony Credit Opportunities Fund LTD | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Symphony CLOV, LTD | ||
By: | Symphony Asset Management LLC, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Xxx | |
Name: Xxxxx Xxx | ||
Title: Co-Head of Credit Research |
[Signature Page to Incremental Assumption Agreement]
Xxxxxxxxxxx Senior Floating Rate Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: AVP |
[Signature Page to Incremental Assumption Agreement]
Ellis Lake Master Fund, LP, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxx | |
Name: Xxxxxxx Xxxxxx | ||
Title: Chief Financial Officer |
[Signature Page to Incremental Assumption Agreement]
FRANKLIN TEMP 4845 VAR INSURANCE PRDCTSTRST MUTUAL GLBL DISCOVERY SECURITIES FD, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
MUTUAL BEACON FUND CANADA, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
MUTUAL DISCOVERY FUND (CANADA), as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN 4447 MUTUAL RECOVERY FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN 11578-ING FRANKLIN MUTUAL SHARES PORTFOLIO, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN 11252-JNL FRANKLIN XXXXXXXXX MUTUAL SHARES FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
EQ ADVISORS TRUST – EQ/MUTUAL LARGE CAPEQUITY PORTFOLIO, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN 11583 XXXX XXXXXXX TRUST MUTUALSHARES, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
MET/FRANKLIN MUTUAL SHARES PORTFOLIO C/O FRANKLIN MUTUAL ADVISERS LLC, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN MUT13777-AZL/MUTUAL SHARES STRATEGY CP/FRANKLIN MUTUAL ADVISERS LLC, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
American High-Income Trust | ||
By: Capital Research and Management Company, for and on behalf of American High-Income Trust, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
The Bond Fund of America, Inc. | ||
By: Capital Research and Management Company, for and on behalf of The Bond Fund of America, Inc., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
The Income Fund of America | ||
By: Capital Research and Management Company, for and on behalf of The Income Fund of America, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
American Funds Insurance Series, Asset Allocation Fund | ||
By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Asset Allocation Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxx | |
Name: Xxxxxxx Xxxxxx | ||
Title: Senior Vice President and Secretary |
American Funds Insurance Series, Bond Fund | ||
By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxx | |
Name: Xxxxxxx Xxxxxx | ||
Title: Senior Vice President and Secretary |
American Funds Insurance Series, Global Bond Fund | ||
By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, Global Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
American Funds Insurance Series, High-Income Bond Fund | ||
By: Capital Research and Management Company, for and on behalf of American Funds Insurance Series, High-Income Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
Capital World Bond Fund | ||
By: Capital Research and Management Company, for and on behalf of Capital World Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Senior Vice President and Secretary |
Capital Guardian U.S. High-Yield Fixed-Income Master Fund | ||
By: Capital Guardian Trust Company, for and on behalf of Capital Guardian U.S. High-Yield Fixed-Income Master Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxx | |
Name: Xxxx Xxxxxxxx | ||
Title: Senior Vice President |
[CCP Credit Acquisition Holdings, LLC], as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxxx | ||
Title: Authorized Signatory |
Midtown Acquisitions L.P. | ||
By: Midtown Acquisitions GP LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxxxx | |
Name: Xxxxx Xxxxxxxx | ||
Title: Manager |
Trilogy Portfolio Company, LLC | ||
By: Trilogy Capital, LLC, as Managing Member, as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Authorized Signatory |
PFM Meritage Offshore Fund, Ltd., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Chief Financial Officer |
PFM Diversified Offshore Fund, Ltd., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Chief Financial Officer |
PFM Meritage Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Chief Financial Officer |
PFM Diversified Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Chief Financial Officer |
PFM Diversified Eureka Fund, L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxx | |
Name: Xxxx X. Xxxxx | ||
Title: Chief Financial Officer |
This consent is made by the following Lender, acting through the undersigned as an Extending First Lien Lender | ||
X. Xxxx Price Institutional Floating Rate Fund | ||
By: | /s/ Xxxxx Xxxxx | |
Name: Xxxxx Xxxxx | ||
Title: Vice President |
This consent is made by the following Lender, acting through the undersigned as an Extending First Lien Lender | ||
X. Xxxx Price High Yield Fund, Inc. | ||
By: | /s/ Xxxxx Xxxxx | |
Name: Xxxxx Xxxxx | ||
Title: Vice President |
This consent is made by the following Lender, acting through the undersigned as an Extending First Lien Lender | ||
X. Xxxx Price Institutional High Yield Fund | ||
By: | /s/ Xxxxx Xxxxx | |
Name: Xxxxx Xxxxx | ||
Title: Vice President |
TURF MOOR, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxx | |
Name: Xxxxx Xxxx | ||
Title: Authorized Signatory |
DEXTERA, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxx | |
Name: Xxxxx Xxxx | ||
Title: Authorized Signatory |
Xxxxxx Xxxxxxx Senior Funding, Inc., as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxx | |
Name: Xxxx Xxxxxxxx | ||
Title: Authorized Signatory |
Taconic Capital Partners 1.5 L.P., | ||
By: | Taconic Capital Advisors L.P., as Investment Advisor, as an Extending First Lien Lender | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Principal |
Taconic Opportunity Fund L.P., | ||
By: | Taconic Capital Advisors L.P., as Investment Advisor, as an Extending First Lien Lender | |
By: | /s/ Xxx Xxxxxxx | |
Name: Xxx Xxxxxxx | ||
Title: Principal |
Ares NF CLO XV Ltd, as an Extending First Lien Lender | ||
Ares NF CLO XV Ltd | ||
By: | Ares NF CLO XV Management, L.P., its collateral manager | |
By: | Ares NF CLO XV Management LLC, its general partner | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
ARES ENHANCED CREDIT OPPORTUNITIES FUND LTD., as an Extending First Lien Lender | ||
ARES ENHANCED CREDIT OPPORTUNITIES FUND LTD. | ||
BY: | ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT, L.P., ITS MANAGER | |
BY: | ARES ENHANCED CREDIT OPPORTUNITIES FUND MANAGEMENT GP, LLC, AS GENERAL PARTNER | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
FUTURE FUND BOARD OF GUARDIANS, as an Extending First Lien Lender | ||
FUTURE FUND BOARD OF GUARDIANS | ||
BY: | ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISOR IV, L.P., ITS INVESTMENT MANAGER (ON BEHALF OF THE XXXX XX SUB ACCOUNT) | |
BY: | ARES ENHANCED LOAN INVESTMENT STRATEGY ADVISOR IV GP, LLC, ITS GENERAL PARTNER | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
ARES INSTITUTIONAL LOAN FUND B.V., as an Extending First Lien Lender | ||
ARES INSTITUTIONAL LOAN FUND B.V. | ||
BY: | ARES MANAGEMENT LIMITED, AS MANAGER | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
SEI INSTITUTIONAL INVESTMENTS TRUST ENHANCED LIBOR OPPORTUNITIES FUND, as an Extending First Lien Lender | ||
SEI INSTITUTIONAL INVESTMENTS TRUST ENHANCED LIBOR OPPORTUNITIES FUND | ||
BY: | ARES MANAGEMENT LIMITED, AS MANAGER | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
SEI INSTITUTIONAL MANAGED TRUST ENHANCED INCOME FUND, as an Extending First Lien Lender | ||
SEI INSTITUTIONAL MANAGED TRUST ENHANCED INCOME FUND | ||
BY: | ARES MANAGEMENT LIMITED, AS MANAGER | |
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
Protean CBNA Loan Funding LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxx | |
Name: Xxxxx Xxxxx | ||
Title: Director |
First Trust Senior Floating Rate Income Fund II | ||
By: | First Trust Advisors L.P., its investment manager or its investment advisor, as an Extending First Lien Lender | |
By: | /s/ Xxxxxxx X. Xxxxxx, Xx. | |
Name: Xxxxxxx X. Xxxxxx, Xx. | ||
Title: Senior Vice President |
Sandelman Finance 2006-1, Ltd., | ||
By: | Xxxxxx Park, LP, as Collateral Manager Lender as an Extending First Lien Lender | |
By: | /s/ Xxxxx X. Bio | |
Name: Xxxxx X. Bio | ||
Title: Head of Credit |
Xxxxxxx Credit Opportunities Master Ltd., as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx Xxxxxx | |
Name: Xxxxxx Xxxxxx | ||
Title: Authorized Signatory |
UBS AG STAMFORD BRANCH, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxxxxxxxx Xxxxx | |||
Name: | Xxxxxxxxxxx Xxxxx | |||
Title: | Associate Director Banking Products Services, US |
By: | /s/ Xxxxxxx Xxxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxxx | |||
Title: | Associate Director Banking Products Services, US |
Omega Capital Partners, LP, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx Xxxxxxxxxx | |
Name: Xxxxxxxx Xxxxxxxxxx | ||
Title: |
Xxxxxxxx Acquisition, LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx Xxxxxxxx | |
Name: Xxxxxx Xxxxxxxx | ||
Title: |
Omega Capital Investors, LP, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx Jelisavdic | |
Name: Xxxxxxxx Xxxxxxxxxx | ||
Title: |
Omega Overseas Partners, LTD, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx Xxxxxxxxxx | |
Name: Xxxxxxxx Xxxxxxxxxx | ||
Title: |
ANCHORAGE CAPITAL MASTER OFFSHORE, LTD. | ||
By: | Anchorage Capital Group, L.L.C., Its Investment Manager, as an Extending First Lien Lender |
By: | /s/ Xxxxxx Xxxxx | |
Name: Xxxxxx Xxxxx | ||
Title: Senior Portfolio Manager |
JPMorgan Strategic Income Opportunities Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
JPMorgan Chase Bank, N.A., as Trustee of the JPMorgan Chase Retirement Plan, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
SEI Institutional Investments Trust – High Yield Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
SEI Institutional Managed Trust – High Yield Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
Public Employees Retirement System of Ohio, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
Northrop Grumman Pension Master Trust, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
U.S. High Yield Bond Fund, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
California Public Employees’ Retirement System, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Vice President |
XXXXX FARGO ADVANTAGE UTILITIES AND HIGH INCOME FUND, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxx | |
Name: Xxxxxxx Xxxxx | ||
Title: Authorized Signatory |
XXXXX FARGO ADVANTAGE MULTI-SECTOR INCOME FUND, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxx | |
Name: Xxxxxxx Xxxxx | ||
Title: Authorized Signatory |
XXXXX FARGO ADVANTAGE INCOME OPPORTUNITIES FUND, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxx | |
Name: Xxxxxxx Xxxxx | ||
Title: Authorized Signatory |
WhiteHorse V, Ltd. | ||
By: | WhiteHorse Capital Partners, L.P. as Collateral Manager | |
By: | WhiteRock Asset Advisor, LLC, its G.P. An Extending First Lien Partner | |
By: | /s/ Xxxxx Xxxxxxxxx | |
Name: Xxxxx Xxxxxxxxx | ||
Title: Manager |
MFS VARIABLE INSURANCE TRUST on behalf of MFS Strategic Income Series*, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS Intermediate High Income Fund **, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS Intermarket Income Trust I **, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS SERIES TRUST III on behalf of one of its series, MFS High Yield Opportunities Fund *, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS SERIES TRUST XIII on behalf of one of its Series, MFS Diversified Income Fund *, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS CHARTER INCOME TRUST **, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS VARIABLE INSURANCE TRUST II on behalf of one of its Series, MFS High Yield Portfolio*, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS SERIES TRUST III on behalf of one of its series, MFS High Income Fund *, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS SERIES TRUST VIII on behalf of one of its Series, MFS Strategic Income Fund *, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
HIGH YIELD VARIABLE ACCOUNT, a separate account of Sun Life Assurance Company of Canada (U.S.), as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS MULTIMARKET INCOME TRUST *, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS VARIABLE INSURANCE TRUST II on behalf of MFS High Income Series*, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS SPECIAL VALUE TRUST **, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
MFS VARIABLE INSURANCE TRUST on behalf of MFS High Income Series*, as an Extending First Lien Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | as authorized representative and not individually |
Genesis CLO 2007-1 Ltd., as an Extending First Lien Lender | ||
By: | Ore Hill Partners LLC, its Collateral Manager | |
By: | /s/ Xxxxxx X. Xxxx, Esq. | |
Name: Xxxxxx X. Xxxx, Esq. | ||
Title: General Counsel Ore Hill Partners LLC |
CTTIGROUP FINANCIAL PRODUCTS Inc, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxx | |
Name: Xxxxx X. Evan | ||
Title: |
GENERAL ELECTRIC PENSION TRUST, as an Extending First Lien Lender | ||
By: | GE Capital Debt Advisors LLC, as Investment Advisor | |
By: | /s/ Xxxx Xxxxxx | |
Name: Xxxx Xxxxxx | ||
Title: Authorized Signatory |
FRANKLIN MUTUAL ADVISERS, LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
MUTUAL SHARES FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FT434 MUTUAL SERIES FUND INC MUTUAL QUEST FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FT431 MUTUAL SERIES FUND INC MUTUAL BEACON FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FT 432 MUTUAL SERIES FUND INC-MUTUAL GLOBAL DISCOVERY FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
FRANKLIN 4846 TEMPLETON VAR INSURANCE PRODUCTS TR-MUTUAL SHARES SECURITIES FUND, as an Extending First Lien Lender | ||
By: | Franklin Mutual Advisers, LLC, Extending First Lien Lender’s investment advisor | |
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President |
Onex Debt Opportunity Fund, Ltd., as an Extending First Lien Lender | ||
By: | Onex Credit Partners LLC, its investment manager | |
By: | /s/ Xxxxxx Xxxxxx | |
Name: Xxxxxx Xxxxxx | ||
Title: General Counsel |
OCP Investment Trust, as an Extending First Lien Lender | ||
By: | Onex Credit Partners LLC, its investment manager | |
By: | /s/ Xxxxxx Xxxxxx | |
Name: Xxxxxx Xxxxxx | ||
Title: General Counsel |
Xxxxxx Xxxx Funding I Ltd., | ||
By: | HillMark Capital Management, L.P., as Collateral Manager, | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx Xxxxxxxxxx | |
Name: Xxxxxx Xxxxxxxxxx | ||
Title: Chairman |
CHASE LINCOLN FIRST COMMERCIAL CORPORATION, as an Extending First Lien Lender | ||
By: | /s/ illegible | |
Name: | ||
Title: |
CHASE LINCOLN FIRST COMMERCIAL CORPORATION, as an Extending First Lien Lender | ||
By: | /s/ illegible | |
Name: | ||
Title: |
JPMORGAN CHASE BANK, N.A., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Managing Director |
JPMORGAN CHASE BANK, N.A., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Managing Director |
JPMORGAN CHASE BANK, N.A., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Managing Director |
SunAmerica Senior Floating Rate Fund, Inc., as an Extending First Lien Lender | ||
By: | Wellington Management Company, LLP as investment advisor | |
By: | /s/ Xxxxxx X. Xxxxx | |
Name: Xxxxxx X. Xxxxx | ||
Title: Vice President and Counsel |
Deutsche Bank AG New York Branch, as an Extending First Lien Lender | ||
By: | DB Services New Jersey, Inc. | |
By: | /s/ Xxxxxxxx Xxxxxxxx | |
Name: Xxxxxxxx Xxxxxxxx | ||
Title: Assistant Vice President | ||
By: | /s/ illegible | |
Name: illegible | ||
Title: |
JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC, as an Extending First Lien Lender | ||
By: | /s/ illegible | |
Name: illegible | ||
Title: SVP |
VICTORIA COURT CFPI LOAN FUNDING LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxx | |
Name: Xxxx Xxxxxx | ||
Title: Attorney-in-Fact |
Ballyrock CLO 2006-1 Limited, | ||
By: | Ballyrock Investment Advisors LLC, as Collateral Manager, as an Extending First Lien Lender | |
By: | /s/ Xxxx Xxxxx | |
Name: Xxxx Xxxxx | ||
Title: Assistant Treasurer |
BARCLAYS BANK PLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxx | |
Name: Xxxxx X. Xxxxxx | ||
Title: Director |
JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC, as an Extending First Lien Lender | ||
By: | /s/ illegible | |
Name: illegible | ||
Title: SVP |
BLT 32 LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxxx | |
Name: Xxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
CREDIT SUISSE LOAN FUNDING LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Authorized Signatory | ||
By: | /s/ Xxxxxx Xxxxx | |
Name: Xxxxxx Xxxxx | ||
Title: Managing Director |
BLT 8 LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxxx | |
Name: Xxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
BLT 24 LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxxx | |
Name: Xxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
Marathon Financing I, BY, as an Extending First Lien Lender by Marathon Asset Management LP its Collateral Manager | ||
By: | /s/ Xxxxx Xxxxxxx | |
Name: Xxxxx Xxxxxxx | ||
Title: Chief Investment Officer |
Xxxxx Global Partners Offshore, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Chief Compliance Officer |
Xxxxx Global Partners L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Chief Compliance Officer |
YORKVILLE CBNA LOAN FUNDING LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxx | |
Name: Xxxx Xxxxxx | ||
Title: Attorney-in-Fact |
ABS Loans Limited 2007 a subsidiary of Xxxxxxx Sachs Institutional Funds II PLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx Xxxxxx | |
Name: Xxxxxx Xxxxxx | ||
Title: Authorized Signatory | ||
By: | /s/ Xxxxxxx Xxxxxxx | |
Name: Xxxxxxx Xxxxxxx | ||
Title: Authorized Signatory |
Special Situations Investing Group, Inc. as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx X. Xxxxx III | |
Name: Xxxxxx X. Xxxxx III | ||
Title: Authorized Signatory |
Xxxxxxx Xxxxx Credit Partners L.P., as an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxxxxxx | |
Name: Xxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
Pembroke CBNA Loan Funding, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Xxxxxxx | |
Name: Xxxxx Xxxxxxx | ||
Title: Attorney in Kind |
ColumbusNova CLO, LTD. 2007-1 | ||
By: | ColumbusNova Credit Investment Management LLC as Collateral Manager, as Extending First Lien Lender | |
By: | /s/ Xxx Xxxxx | |
Name: Xxx Xxxxx | ||
Title: Managing Director |
Xxxxxxx Sachs Investment Partners Master Fund, L.P. | ||
By: | GS Investment Strategies, LLC, as Investment Manager, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Lankenan | |
Name: Xxxxx Lankenan | ||
Title: Vice President |
Map 102 Segregated Portfolio of LMA SPC By: GS Investment Strategies, LLC. as Investment Manager, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx Lankenan | |
Name: Xxxxx Lankenan | ||
Title: Vice President |
GSIP Erisa Master Company (Ireland) Limited | ||
By: | GS Investment Strategies, LLC. as Investment Manager, as an Extending First Lien Lender | |
By: | /s/ Xxxxx Lankenan | |
Name: Xxxxx Lankenan | ||
Title: Vice President |
Xxxxxxx Sachs Investment Partners Aggregating Fund Holdings, L.P. | ||||
By: | GS Investment Strategies, LLC, as Investment Manager, as an Extending First Lien Lender | |||
By: | /s/ Xxxxx Lankenan | |||
Name: | Xxxxx Lankenan | |||
Title: | Vice President |
WATERSHED CAPITAL PARTNERS, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: | ||||
WATERSHED CAPITAL PARTNERS II, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: |
WATERSHED CAPITAL INSTITUTIONAL PARTNERS, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: | ||||
WATERSHED CAPITAL INSTITUTIONAL PARTNERS II, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: |
WATERSHED CAPITAL PARTNERS (OFFSHORE) MASTER FUND, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: | ||||
WATERSHED CAPITAL PARTNERS (OFFSHORE) MASTER FUND II, L.P. as an Extending First Lien Lender | ||||
By: | WS Partners, L.L.C., Its General Partner | |||
By: | /s/ illegible | |||
Name: | ||||
Title: |
Prudential Bank Loan Fund of the Prudential Trust Company Collective Trust | ||
By: | Prudential Investment Management, Inc. as Investment Advisor, as an Extending First Lien Lender | |
By: | /s/ Xxxxxx Xxxxxxxxxx | |
Name: Xxxxxx Xxxxxxxxxx | ||
Title: Vice President |
GSO Special Situations Fund LP | ||
By: | GSO Capital Partners LP, its investment advisor | |
By: | /s/ Xxxxxxxxxxx X. Xxxxxxxx | |
Name: Xxxxxxxxxxx X. Xxxxxxxx | ||
Title: Authorized Signatory |
GSO Special Situations Fund LP | ||
By: | GSO Capital Partners LP, its investment advisor | |
By: | /s/ Xxxxxxxxxxx X. Xxxxxxxx | |
Name: Xxxxxxxxxxx X. Xxxxxxxx | ||
Title: Authorized Signatory |
GSO Special Situations Overseas Master Fund, Ltd. | ||
By: | GSO Capital Partners LP, its investment advisor | |
By: | /s/ Xxxxxxxxxxx X. Xxxxxxxx | |
Name: Xxxxxxxxxxx X. Xxxxxxxx | ||
Title: Authorized Signatory |
GSO Special Situations Overseas Master Fund, Ltd. | ||
By: | GSO Capital Partners LP, its investment advisor | |
By: | /s/ Xxxxxxxxxxx X. Xxxxxxxx | |
Name: Xxxxxxxxxxx X. Xxxxxxxx | ||
Title: Authorized Signatory |
Carlyle High Yield Partners IX, Ltd., as Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxxx | |
Name: Xxxxx X. Xxxxxxxx | ||
Title: Managing Director |
Carlyle Loan Investment, Ltd., as Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxxx | |
Name: Xxxxx X. Xxxxxxxx | ||
Title: Managing Director |
Shubelik LLC | ||
By: | The Royal Bank of Scotland plc as Attorney-in-Fact | |
By: | RBS Securities Inc., its agent, as an Extending First Lien Lender | |
By: | /s/ Xxxxxxx X. Xxxxxxxxxx | |
Name: Xxxxxxx X. Xxxxxxxxxx | ||
Title: Vice President |
Credit Suisse AG, Cayman Islands Branch, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxxxxx Reo Day | |
Name: Xxxxxxxxxxx Reo Day | ||
Title: Vice President | ||
By: | /s/ Xxxxx Xxxxxx | |
Name: Xxxxx Xxxxxx | ||
Title: Associate |
Xxxxxxx Xxxxx Capital Services, Inc., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxxxx | |
Name: Xxxx X. Xxxxxxxx | ||
Title: Vice President |
Xxxxxxx Xxxxx Credit Products, LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxxxx | |
Name: Xxxx X. Xxxxxxxx | ||
Title: Vice President |
Bank of America, N.A., as an Extending First Lien Lender | ||
By: | /s/ Xxxx X. Xxxxxxxx | |
Name: Xxxx X. Xxxxxxxx | ||
Title: Vice President |
TCW ABSOLUTE RETURN CREDIT FUND, L.P. | ||
By: | Crescent Capital Group LP, its sub-adviser | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
XXXX ATLANTIC MASTER TRUST | ||
By: | Crescent Capital Group LP, its sub-adviser | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
FIRST 2004-II CLO, LTD. | ||
By: | TCW – WLA JV Venture LCC, its sub-adviser | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
TCW SENIOR SECURED FLOATING RATE LOAN FUND, L.P. | ||
By: | Crescent Capital Group LP, its sub-adviser | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
PALMETTO INVESTORS MASTER FUND, LLC. | ||
By: Crescent Capital Group LP, its sub-adviser
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
VITESSE CLO LTD. | ||
By: TCW-WLA JV Venture LLC, its sub-adviser
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
WEST BEND MUTUAL INSURANCE COMPANY | ||
By: Crescent Capital Group LP, its sub-adviser
as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxxxx | |
Name: Xxxxx X. Xxxxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Meric Topbas | |
Name: Meric Topbas | ||
Title: Vice President |
ALZETTE EUROPEAN CLO S.A. | ||
By: INVESCO Senior Secured Management, Inc. as Collateral Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
AVALON CAPITAL LTD. 3 | ||
By: INVESCO Senior Secured Management, Inc. as Asset Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
BELLHURST CLO LTD. | ||
By: INVESCO Senior Secured Management, Inc. as Collateral Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
CELTS CLO 2007 -1 LTD | ||
By: INVESCO Senior Secured Management, Inc. as Portfolio Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
CHAMPLAIN CLO, LTD. | ||
By: INVESCO Senior Secured Management, Inc. as Collateral Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
DIVERSIFIED CREDIT PORTFOLIO LTD. | ||
By: INVESCO Senior Secured Management, Inc. as Investment Adviser | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Floating Rate Fund | ||
By: INVESCO Senior Secured Management, Inc. as Sub-Adviser | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
XXXXXX CANYON FUNDING II SUBSIDARY HOLDING COMPANY II LLC | ||
By: INVESCO Senior Secured Management, Inc. as Collateral Manager & Attorney in Fact | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
KATONAH V, LTD. | ||
By: INVESCO Senior Secured Management, Inc. as Investment Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Liquid Leveraged Loan Fund, L.P. | ||
By: Invesco Senior Secured Management, Inc. Its Full Discretion Investment Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
PETRUSSE EUROPEAN CLO S.A. | ||
By: INVESCO Senior Secured Management, Inc. as Collateral Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
SARATOGA CLO I, LIMITED | ||
By: INVESCO Senior Secured Management, Inc. as the Asset Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
WASATCH CLO LTD | ||
By: INVESCO Senior Secured Management, Inc. as Portfolio Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Xxx Xxxxxx Dynamic Credit Opportunities Fund | ||
By: Invesco Senior Secured Management, Inc. as Sub-Adviser | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Prime Income Trust | ||
By: Invesco Senior Secured Management, Inc. as Sub-Adviser | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Qualcomm Global Trading, Inc. | ||
By: Invesco Senior Secured Management, Inc. as Investment Manager | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Xxx Xxxxxx Senior Income Trust | ||
By: Invesco Senior Secured Management, Inc. as Sub-Adviser | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Xxx Xxxxxx Senior Loan Fund | ||
By: | Invesco Senior Secured Management, Inc. as Sub-Adviser | |
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
Invesco Funds III – Invesco US Senior Loan Fund | ||
By: | Invesco Asset Management S.A. as Investment Manager | |
as an Extending First Lien Lender | ||
By: | /s/ Xxxxxx X. X. Xxxxx | |
Name: Xxxxxx X. X. Xxxxx | ||
Title: Authorized Signatory |
NCM SOLTD 2010-1 LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx Xxxxxxxxx | |
Name: Xxxxxxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
NCM SPLP 2010-1 LLC, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxxx Xxxxxxxxx | |
Name: Xxxxxxxx Xxxxxxxxx | ||
Title: Authorized Signatory |
AIB Debt Management Limited as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxx | |
Name: Xxxxxxx X. Xxxxx | ||
Title: Senior Vice President | ||
Investment Advisor to | ||
AIB Debt Management, Limited | ||
By: | /s/ Xxxxx Xxxxxxxx | |
Name: Xxxxx Xxxxxxxx | ||
Title: Assistant Vice President | ||
Investment Advisor to | ||
AIB Debt Management, Limited |
Allied Irish Banks, p.l.c. as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx X. Xxxxx | |
Name: Xxxxxxx X. Xxxxx | ||
Title: Senior Vice President | ||
By: | /s/ Xxxxx Xxxxxxxx | |
Name: Xxxxx Xxxxxxxx | ||
Title: Assistant Vice President |
General Electric Capital Corporation, as an Extending First Lien Lender | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: Xxxxxxx Xxxx | ||
Title: Authorized Signatory |
Casa Holdings II, L.L.C. | ||
By: | GS Capital Partners VI Fund, L.P., as Manager | |
By: | GSCP VI Advisors, L.L.C., as General Partner | |
By: | /s/ Xxxxxxx X. Xxxxxxxxxx | |
Name: Xxxxxxx X. Xxxxxxxxxx | ||
Title: Vice President |
Fernwood Associates LLC, as an Extending First Lien Lender | ||
By: | Intermarket Corporation | |
By: | /s/ Xxxxx X. Xxxxx | |
Name: Xxxxx X. Xxxxx | ||
Title: Managing Director |
Fernwood Foundation Fund LLC, as an Extending First Lien Lender | ||
By: | Intermarket Corporation | |
By: | /s/ Xxxxx X. Xxxxx | |
Name: Xxxxx X. Xxxxx | ||
Title: Managing Director |
Fernwood Restructurings Limited, as an Extending First Lien Lender | ||
By: | /s/ Xxxxx X. Xxxxx | |
Name: Xxxxx X. Xxxxx | ||
Title: Director |
XXXXXX VARIABLE TRUST – PVT HIGH YIELD FUND | ||
As an Extending First Lien Lender | ||
By: | /s/ Xxxx Xxxxx | |
Name: Xxxx Xxxxx | ||
Title: X.X. |
XXXXXX HIGH YIELD TRUST | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM FLOATING RATE INCOME FUND | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM HIGH YIELD ADVANTAGE FUND | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM HIGH YIELD TRUST | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM DIVERSIFIED INCOME TRUST (CAYMAN) MASTER FUND | ||
By: The Putnam Advisory Company, LLC | ||
As an Extending First Lien Lender | ||
By: | /s/ Angela Patel | |
Name: Angela Patel | ||
Title: Vice President |
PUTNAM PREMIER INCOME TRUST | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM MASTER INTERMEDIATE INCOME TRUST | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM DIVERSIFIED INCOME TRUST | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
PUTNAM VARIABLE TRUST – PVT DIVERSIFIED INCOME FUND | ||
As an Extending First Lien Lender | ||
By: | /s/ Beth Mazor | |
Name: Beth Mazor | ||
Title: V.P. |
THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF INTERPOLIS PENSIOENEN GLOBAL HIGH YIELD POOL | ||
As an Extending First Lien Lender | ||
By: | /s/ Suzanne Deshaies | |
Name: Suzanne Deshaies | ||
Title: VP |
PUTNAM FUNDS TRUST, on behalf of its series, PUTNAM ABSOLUTE RETURN 500 FUND by Putnam Investment Management, LLC | ||
As an Extending First Lien Lender | ||
By: | /s/ Suzanne Deshaies | |
Name: Suzanne Deshaies | ||
Title: VP |
THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF IG PUTNAM HIGH YIELD INCOME FUND | ||
As an Extending First Lien Lender | ||
By: | /s/ Suzanne Deshaies | |
Name: Suzanne Deshaies | ||
Title: VP |
THE PUTNAM ADVISORY COMPANY, LLC ON BEHALF OF STICHTING PENSIOENFONDS VOOR FYSIOTHERAPEUTEN | ||
As an Extending First Lien Lender | ||
By: | /s/ Suzanne Deshaies | |
Name: Suzanne Deshaies | ||
Title: VP |
PUTNAM FUNDS TRUST, on behalf of its series, PUTNAM ABSOLUTE RETURN 700 FUND by Putnam Investment Management, LLC | ||
As an Extending First Lien Lender | ||
By: | /s/ Suzanne Deshaies | |
Name: Suzanne Deshaies | ||
Title: VP |
ColumbusNova CLO, LTD. 2007-I | ||
By: | ColumbusNova Credit Investment Management LLC as Collateral Manager as an Extending First Lien Lender | |
By: | /s/ Ken Selle | |
Name: Ken Selle | ||
Title: Managing Director |
Thracia LLC, as an Extending First Lien Lender | ||
By: | /s/ Dhananjay Pai | |
Name: Dhananjay Pai | ||
Title: Chief Operating Officer |
ROCHDALE FIXED INCOME OPPORTUNITIES PORTFOLIO | ||
By: | Seix Investment Advisors LLC, as Sub-Adviser and as an Extending First Lien Lender | |
By: | /s/ George Goudelias | |
Name: George Goudelias | ||
Title: Managing Director |
RIDGEWORTH FUNDS – SEIX FLOATING RATE HIGH INCOME FUND | ||
By: | Seix Investment Advisors LLC, as Sub-Adviser and as an Extending First Lien Lender r | |
By: | /s/ George Goudelias | |
Name: George Goudelias | ||
Title: Managing Director |
Pacifica CDO V, as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
Pacifica CDO VI, as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
Prospero CLO I BV, as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
Prospero CLO II BV, as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
Veritas CLO I, Ltd., as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
Veritas CLO II Ltd., as an Extending First Lien Lender | ||
By: | /s/ Ronald M. Grobeck | |
Name: Ronald M. Grobeck | ||
Title: Managing Director |
GULF STREAM-COMPASS CLO 2007-1 LTD | ||
By: | Gulf Stream Asset Management LLC as Collateral Manager | |
as an Extending First Lien Lender | ||
By: | /s/ Barry Love | |
Name: Barry Love | ||
Title: Chief Credit Officer |
GULF STREAM-SEXTANT CLO 2007-I LTD | ||
By: | Gulf Stream Asset Management LLC as Collateral Manager | |
as an Extending First Lien Lender | ||
By: | /s/ Barry Love | |
Name: Barry Love | ||
Title: Chief Credit Officer |
Aberdeen Loan Funding Ltd | ||
By: | Highland Capital Management, L.P., as Collateral Manager | |
By: | Strand Advisors, Inc., Its General Partner | |
as an Extending First Lien Lender | ||
By: | /s/ Jason Post | |
Name: Jason Post | ||
Title: Operations Director |
Armstrong Loan Funding, LTD. | ||
By: | Highland Capital Management, L.P., as Collateral Manager | |
By: | Strand Advisors, Inc., | |
Its General Partner | ||
as an Extending First Lien Lender | ||
By: | /s/ Jason Post | |
Name: Jason Post | ||
Title: Operations Director |
Highland Credit Opportunities CDO Ltd. | ||
By: | Highland Capital Management, L.P., as Collateral Manager | |
By: | Strand Advisors, Inc., Its General Partner | |
as an Extending First Lien Lender | ||
By: | /s/ Jason Post | |
Name: Jason Post | ||
Title: Operations Director |
Highland Offshore Partners, L.P. | ||
By: | Highland Capital Management, L.P., as Collateral Manager | |
By: | Strand Advisors, Inc., Its General Partner | |
as an Extending First Lien Lender | ||
By: | /s/ Jason Post | |
Name: Jason Post | ||
Title: Operations Director |
Fidelity Advisor Series 1: Fidelity Advisor High Income Advantage Fund, as an Extending First Lien Lender | ||
By: | /s/ Jeffrey Christian | |
Name: Jeffrey Christian | ||
Title: Deputy Treasurer |
Fidelity American High Yield Fund, For: Fidelity Investments Canada, Limited, as Trustee of Fidelity American High Yield Fund, as an Extending First Lien Lender | ||
By: | /s/ Jeffrey Christian | |
Name: Jeffrey Christian | ||
Title: Deputy Treasurer |
Fidelity Puritan Trust: Fidelity Puritan Fund, as an Extending First Lien Lender | ||
By: | /s/ Jeffrey Christian | |
Name: Jeffrey Christian | ||
Title: Deputy Treasurer |
Fidelity Canadian Asset Allocation Fund, For: Fidelity Investments Canada, Limited, as Trustee of Fidelity Canadian Asset Allocation Fund, as an Extending First Lien Lender | ||
By: | /s/ Jeffrey Christian | |
Name: Jeffrey Christian | ||
Title: Deputy Treasurer |
Fidelity Canadian Balance Fund, For: Fidelity Investments Canada, Limited, as Trustee of Fidelity Canadian Balanced Fund, as an Extending First Lien Lender | ||
By: | /s/ Jeffrey Christian | |
Name: Jeffrey Christian | ||
Title: Deputy Treasurer |
IG Investment Management Ltd., as trustee for IG FI Canadian Allocation Fund, | ||
By: | Pyramid Global Advisors LLC as Authorized Signatory, as an Extending First Lien Lender | |
By: | /s/ Lynn H. Farrand | |
Name: Lynn H. Farrand | ||
Title: Director |
XELO VII LIMITED, | ||
as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Sub-Advisor | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
OSPREY CDO 2006-1 LTD., as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Collateral Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
BILL & MELINDA GATES FOUNDATION TRUST, as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Investment Adviser | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
SAPPHIRE VALLEY CDO I, LTD., as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Collateral Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
LOAN STRATEGIES FUNDING LLC, as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Collateral Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
GMAM GROUP PENSION TRUST III, as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Investment Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
JEFFERIES FINANCE CP FUNDING LLC, as an Extending First Lien Lender | ||
By: | /s/ Kevin Stephens | |
Name: Kevin Stephens | ||
Title: Closing Manager |
JFIN CLO 2007 LTD., as an Extending First Lien Lender | ||
By: | Jefferies Finance LLC as Collateral Manager | |
By: | /s/ Kevin Stephens | |
Name: Kevin Stephens | ||
Title: Closing Manager |
BABSON CREDIT STRATEGIES CLO, LTD., as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Collateral Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
BABSON LOAN OPPORTUNITY CLO, LTD., as an Extending First Lien Lender | ||
By: | Babson Capital Management LLC as Collateral Manager | |
By: | /s/ Thomas Q. McDonnell | |
Name: Thomas Q. McDonnell | ||
Title: Managing Director |
BABSON MID-MARKET CLO LTD. 2007-II., as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2007-I, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2006-II, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2006-I, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2005-III, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2005-I, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
BABSON CLO LTD. 2005-II, as an Extending First Lien Lender | ||||
By: | Babson Capital Management LLC | |||
as Collateral Manager | ||||
By: | /s/ Thomas Q. McDonnell | |||
Name: | Thomas Q. McDonnell | |||
Title: | Managing Director |
KKR Financial CLO 2007-A, Ltd., as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2007-A, Ltd., as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2005-2, Ltd.,
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2005-2, Ltd., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2005-1, Ltd., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2005-1, Ltd., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2006-1, Ltd., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Financial CLO 2006-1, Ltd., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
Oregon Public Employees Retirement Fund, | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR FI Partners I, L.P., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Debt Investors II (2006) (Ireland) L.P., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
KKR Corporate Credit Partners, L.P., | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
Maryland State Retirement and Pension System, | ||||
as an Extending First Lien Lender | ||||
By: | /s/ Alexandra Ochev | |||
Name: | Alexandra Ochev | |||
Title: | Authorized Signatory |
Western Asset Management Company as Agent and Investment Manager on behalf of John Hancock Fund II Floating Rate Income Trust, as an Extending First Lien Lender | ||
By: | /s/ Kim Nguyen | |
Name: Kim Nguyen | ||
Title: Authorized Signatory |
CITIGROUP FINANCIAL PRODUCTS Inc, as an Extending First Lien Lender | ||
By: | /s/ Scott R. Evan | |
Name: Scott R. Evan | ||
Title: Authorized Signatory |
Western Asset Management Company as Agent and Investment Manager on behalf of Western Asset Floating Rate High Income Fund LLC, as an Extending First Lien Lender | ||
By: | /s/ Kim Nguyen | |
Name: Kim Nguyen | ||
Title: Authorized Signatory |
Caspian Select Credit Master Fund, Ltd. | ||
By: | Mariner Investment Group, as Investment Advisor, | |
as an Extending First Lien Lender | ||
By: | /s/ David Corleto | |
Name: David Corleto | ||
Title: Principal, Mariner Investment Group, | ||
as Investment Manager |
Mariner LDC | ||
By: | Mariner Investment Group, as Investment Advisor, | |
as an Extending First Lien Lender | ||
By: | /s/ David Corleto | |
Name: David Corleto | ||
Title: Principal, Mariner Investment Group, | ||
as Investment Manager |
Caspian Capital Partners, L.P. | ||
By: | Mariner Investment Group, as Investment Advisor, | |
as an Extending First Lien Lender | ||
By: | /s/ David Corleto | |
Name: David Corleto | ||
Title: Principal, Mariner Investment Group, | ||
as Investment Manager |
Race Point III CLO By: Sankaty Advisors LLC, as Collateral Manager | ||
By: | /s/ Andrew S. Viens | |
Name: Andrew S. Viens | ||
Title: Sr. Vice President of Operations |
Race Point IV CLO, Ltd | ||
By: Sankaty Advisors LLC, as Collateral Manager | ||
By: | /s/ Andrew S. Viens | |
Name: Andrew S. Viens | ||
Title: Sr. Vice President of Operations |
ACKNOWLEDGMENT AND CONFIRMATION
1. Reference is made to the Incremental Assumption Agreement, dated as of February 3, 2011(the “Incremental Assumption Agreement”), to the Credit Agreement, dated as of April 10, 2007 (as amended by the First Amendment, dated as of the date hereof, the “Credit Agreement”), among Domus Intermediate Holdings Corp. (“Holdings”), Realogy Corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A. (“JPMorgan Chase Bank”), as administrative agent (the “Administrative Agent”), and the other agents from time to time party thereto.
2. The Credit Agreement is being supplemented pursuant to the Incremental Assumption Agreement. Each of the parties hereto hereby agrees, with respect to each Loan Document to which it is a party:
(a) all of its obligations, liabilities and indebtedness under such Loan Document shall remain in full force and effect on a continuous basis after giving effect to the Incremental Assumption Agreement; and
(b) all of the Liens and security interests created and arising under such Loan Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, after giving effect to the Incremental Assumption Agreement, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Documents.
3. THIS ACKNOWLEDGMENT AND CONFIRMATION SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.
4. This Acknowledgment and Confirmation may be executed by one or more of the parties hereto on any number of separate counterparts (including by facsimile or email), and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
[Remainder of page intentionally left blank.]
[Acknowledgement and Confirmation]
DOMUS INTERMEDIATE HOLDINGS CORP. | ||||
By: | /s/ Anthony E. Hull | |||
Name: | Anthony E. Hull | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
REALOGY CORPORATION | ||||
By: | /s/ Anthony E. Hull | |||
Name: | Anthony E. Hull | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
CARTUS CORPORATION
CDRE TM LLC
DOMUS INTERMEDIATE HOLDINGS CORP.
NRT INSURANCE AGENCY, INC.
REALOGY CORPORATION
REALOGY OPERATIONS LLC
REALOGY SERVICES GROUP LLC
REALOGY SERVICES VENTURE PARTNER LLC
SOTHEBY’S INTERNATIONAL REALTY LICENSEE LLC
WREM, INC. | ||||
By: | /s/ Anthony E. Hull | |||
Name: | Anthony E. Hull | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
CARTUS ASSET RECOVERY CORPORATION
CARTUS PARTNER CORPORATION
J. W. RIKER – NORTHERN R.I., INC.
FEDSTATE STRATEGIC CONSULTING, INCORPORATED
LAKECREST TITLE, LLC
NRT PHILADELPHIA LLC
REFERRAL NETWORK LLC
THE CORCORAN GROUP EASTSIDE, INC. | ||||
By: | /s/ Anthony E. Hull | |||
Name: | Anthony E. Hull | |||
Title: | Executive Vice President & Treasurer |
[Acknowledgement and Confirmation]
AMERICAN TITLE COMPANY OF HOUSTON
ATCOH HOLDING COMPANY
BURNET TITLE LLC
BURNET TITLE HOLDING LLC
BURROW ESCROW SERVICES, INC.
CORNERSTONE TITLE COMPANY
EQUITY TITLE COMPANY
EQUITY TITLE MESSENGER SERVICE HOLDING LLC
FIRST CALIFORNIA ESCROW CORPORATION
FRANCHISE SETTLEMENT SERVICES LLC
GUARDIAN HOLDING COMPANY
GUARDIAN TITLE AGENCY, LLC
GUARDIAN TITLE COMPANY
GULF SOUTH SETTLEMENT SERVICES, LLC
KEYSTONE CLOSING SERVICES LLC
MARKET STREET SETTLEMENT GROUP LLC
MID-ATLANTIC SETTLEMENT SERVICES LLC
NATIONAL COORDINATION ALLIANCE LLC
NRT SETTLEMENT SERVICES OF MISSOURI LLC
NRT SETTLEMENT SERVICES OF TEXAS LLC
PROCESSING SOLUTIONS LLC
SECURED LAND TRANSFERS LLC
ST. JOE TITLE SERVICES LLC
TAW HOLDING INC.
TEXAS AMERICAN TITLE COMPANY
TITLE RESOURCE GROUP AFFILIATES HOLDINGS LLC | ||||
By: | /s/ Thomas N. Rispoli | |||
Name: | Thomas N. Rispoli | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
TITLE RESOURCE GROUP HOLDINGS LLC
TITLE RESOURCE GROUP LLC
TITLE RESOURCE GROUP SERVICES LLC
TITLE RESOURCES INCORPORATED
TRG SERVICES, ESCROW, INC.
TRG SETTLEMENT SERVICES, LLP
WAYDAN TITLE, INC.
WEST COAST ESCROW COMPANY | ||||
By: | /s/ Thomas N. Rispoli | |||
Name: | Thomas N. Rispoli | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
BETTER HOMES AND GARDENS REAL ESTATE LLC
BETTER HOMES AND GARDENS REAL ESTATE LICENSEE LLC
CENTURY 21 REAL ESTATE LLC
CGRN, INC.
COLDWELL BANKER LLC
COLDWELL BANKER REAL ESTATE LLC
ERA FRANCHISE SYSTEMS LLC
GLOBAL CLIENT SOLUTIONS LLC
ONCOR INTERNATIONAL LLC
REALOGY FRANCHISE GROUP LLC
REALOGY GLOBAL SERVICES LLC
REALOGY LICENSING LLC
SOTHEBY’S INTERNATIONAL REALTY AFFILIATES LLC
WORLD REAL ESTATE MARKETING LLC | ||||
By: | /s/ Andrew G. Napurano | |||
Name: | Andrew G. Napurano | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
FSA MEMBERSHIP SERVICES, LLC | ||||
By: | /s/ Marilyn J. Wasser | |||
Name: | Marilyn J. Wasser | |||
Title: | Executive Vice President |
[Acknowledgement and Confirmation]
ALPHA REFERRAL NETWORK LLC
ASSOCIATED CLIENT REFERRAL LLC
BURGDORFF LLC
BURGDORFF REFERRAL ASSOCIATES LLC
BURNET REALTY LLC
CAREER DEVELOPMENT CENTER, LLC
COLDWELL BANKER COMMERCIAL PACIFIC PROPERTIES LLC
COLDWELL BANKER PACIFIC PROPERTIES LLC
COLDWELL BANKER REAL ESTATE SERVICES LLC
COLDWELL BANKER RESIDENTIAL BROKERAGE COMPANY
COLDWELL BANKER RESIDENTIAL BROKERAGE LLC
COLDWELL BANKER RESIDENTIAL REAL ESTATE LLC
COLDWELL BANKER RESIDENTIAL REFERRAL NETWORK
COLDWELL BANKER RESIDENTIAL REFERRAL NETWORK, INC.
COLORADO COMMERCIAL, LLC
HOME REFERRAL NETWORK LLC
JACK GAUGHEN LLC
NRT ARIZONA LLC
NRT ARIZONA COMMERCIAL LLC
NRT ARIZONA REFERRAL LLC
NRT COLORADO LLC
NRT COLUMBUS LLC
NRT COMMERCIAL LLC | ||||
By: | /s/ Kevin R. Greene | |||
Name: | Kevin R. Greene | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]
NRT COMMERCIAL UTAH LLC
NRT DEVELOPMENT ADVISORS LLC
NRT DEVONSHIRE LLC
NRT HAWAII REFERRAL, LLC
NRT LLC
NRT MID-ATLANTIC LLC
NRT MISSOURI LLC
NRT MISSOURI REFERRAL NETWORK LLC
NRT NEW ENGLAND LLC
NRT NEW YORK LLC
NRT NORTHFORK LLC
NRT PITTSBURGH LLC
NRT REFERRAL NETWORK LLC
NRT RELOCATION LLC
NRT REOEXPERTS LLC
NRT SUNSHINE INC.
NRT TEXAS LLC
NRT UTAH LLC
REAL ESTATE REFERRAL LLC
REAL ESTATE REFERRALS LLC
REAL ESTATE SERVICES LLC
REFERRAL ASSOCIATES OF NEW ENGLAND LLC
REFERRAL NETWORK, LLC
REFERRAL NETWORK PLUS, INC.
SOTHEBY’S INTERNATIONAL REALTY, INC.
SOTHEBY’S INTERNATIONAL REALTY REFERRAL COMPANY, LLC
THE SUNSHINE GROUP (FLORIDA) LTD. CORP.
THE SUNSHINE GROUP, LTD.
VALLEY OF CALIFORNIA, INC. | ||||
By: | /s/ Kevin R. Greene | |||
Name: | Kevin R. Greene | |||
Title: | Chief Financial Officer |
[Acknowledgement and Confirmation]