0001181431-08-009789 Sample Contracts

AGREEMENT AND AMENDMENT NUMBER 2 TO WAREHOUSING AGREEMENT
Amendment and Agreement • February 13th, 2008 • MCG Capital Corp • New York

This AMENDMENT and AGREEMENT, dated as of February 12, 2008 (this "Amendment and Agreement"), to the Credit and Warehouse Agreement, dated as of May 2, 2006, by and among MCG COMMERCIAL LOAN TRUST 2006-2, (the "Issuer"), MCG CAPITAL CORPORATION, (the "Collateral Manager"), and MERRILL LYNCH CAPITAL CORP., ("Merrill Lynch"), as such agreement is amended by that certain Agreement and Amendment Number 1, by and among the Issuer, the Collateral Manager and Merrill Lynch, dated as of October 23, 2007 (as amended, supplemented or otherwise modified, the "Existing Warehousing Agreement"; as amended hereby and as further amended, supplemented or otherwise modified from time to time, the "Warehousing Agreement"). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Existing Warehousing Agreement.

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