Common use of Lender Addendum Clause in Contracts

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USA, National Association By: /s/ Exxxxxx Xxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Title: Vice President Lending Office: HSBC Bank USA, National Association Address for Notices: Oxx XXXX Xxxxxx, 00xx Xxxxx Xxxxxxx, Xxx Xxxx 00000 Attention: Dxxxx Xxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Second Amended and Restated Credit Agreement, dated as of September 7March 17, 2006 (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Fluor Corporation Westar Energy, Inc., a Kansas corporation (the “Borrower”), certain Lenders party the several banks and other financial institutions or entities from time to time parties thereto, BNP Paribasand JPMorgan Chase Bank, N.A., as Administrative Agentadministrative agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, LtdNew York, as Co-Documentation Agentssyndication agent, and Citibank N.A., Union Bank of California, N.A., and Wachovia Bank, National Association, as documentation agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment Commitment, as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) 1.1A to the Credit Agreement, as such amount may be adjusted changed from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USABANK OF AMERICA, National Association N.A. By: /s/ Exxxxxx Xxxxxx XXXX X. XXXXX Name: Exxxxxx Xxxxxx, Officer #14811 Xxxx X. Xxxxx Title: Vice President Lending OfficeBARCLAYS BANK PLC By: HSBC Bank USA/s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Associate Director BNP PARIBAS By: /s/ XXX XXXXXX Name: Xxx Xxxxxx Title: Managing Director By: /s/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Managing Director COMMERCE BANK, National Association Address for NoticesN.A. By: Oxx /s/ XXXXXX X. BLOCK Name: Xxxxxx X. Block Title: Senior Vice President CREDIT SUISSE FIRST BOSTON, Cayman Islands Branch. By: /s/ XXX XXXXXXXX Name: Xxx Xxxxxxxx Title: Vice President By: /s/ XXXXXXX XXXXXXXX Name: Xxxxxxx Xxxxxxxx Title: Associate LASALLE BANK N.A. By: /s/ XXXX XxxxxxX. XXXXXX Name: Xxxx X. Xxxxxx Title: Senior Vice President XXXXXX COMMERCIAL PAPER INC.. By: /s/ XXXXXX X. SCHUGAN Name: Xxxxxx X. Xxxxxx Title: Authorized Signatory UBS LOAN FINANCE LLC By: /s/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director UMB BANK, 00xx N.A. By: /s/ XXXXX X. XXXXXXXX Name: Xxxxx XxxxxxxX. Xxxxxxxx Title: Senior Vice President US BANK NATIONAL ASSOCIATION By: /s/ XXXXXXXXX XXXX Name: Xxxxxxxxx Xxxx Title: Assistant Vice President Dated as of March 17, Xxx Xxxx 00000 Attention: Dxxxx Xxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxx2006

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USACREDIT SUISSE, National Association Cayman Island Branch By: /s/ Exxxxxx Xxxxxx Sxxxx Xx Name: Exxxxxx Xxxxxx, Officer #14811 Sxxxx Xx Title: Vice President Director By: /s/ Lxxxxxxx Xxxxxxx Name: Lxxxxxxx Xxxxxxx Title: Associate Lending Office: HSBC Bank USACredit Suisse, National Association Cayman Island Branch Eleven Mxxxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Address for Notices: Credit Suisse, Cayman Islands Branch Oxx XXXX XxxxxxXxxxxxx Xxxxxx Xxx Xxxx, 00xx Xxxxx Xxxxxxx, Xxx Xxxx 00000 XX 00000-0000 Attention: Dxxxx Xxxxx Ex Xxxxxxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxExxxxx.xxxxxxxxx@xxxxxx-xxxxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC The Bank USA, National Association of Nova Scotia By: /s/ Exxxxxx Cxxxx Xxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Cxxxx Xxxxxx Title: Vice President Managing Director Lending Office: HSBC Bank USA, National Association Address for Notices: Oxx XXXX Xxxxxx500 Xxxxxxxxxx Xx., 00xx Xxxxx Xxxxxxx0000 Xxx Xxxxxxxxx, Xxx Xxxx XX 00000 Attention: Dxxxx Xxxxx Maarten Van Otterloo Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxmxxxxx_xxx_xxxxxxxx@xxxxxxxxxxxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USA, National Association By: /s/ Exxxxxx Xxxxxxx Xxxxxx Name: Exxxxxx Xxxxxxx Xxxxxx, Officer #14811 Title: Vice President Lending Office: HSBC Bank USA, National Association Address for Notices: Oxx Xxx XXXX Xxxxxx, 00xx Xxxxx Xxxxxxx, Xxx Xxxx 00000 Attention: Dxxxx Xxxxx Xxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxxxxxx.x.xxxxx@xx.xxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Fortis Bank USAS.A./N.V., National Association Cayman Island Branch By: /s/ Exxxxxx Xxxxxx Cxxxxxxxx Xxxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Cxxxxxxxx Xxxxxxx Title: Vice President Lending OfficeBy: HSBC Bank USA, National Association Address for Notices/s/ Gxxx X’Xxxxx Name: Oxx XXXX Xxxxxx, 00xx Xxxxx Xxxxxxx, Xxx Xxxx 00000 AttentionGxxx X’Xxxxx Title: Dxxxx Xxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxAsst. Mgr. Trade Services

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USACREDIT SUISSE, National Association Cayman Island Branch By: /s/ Exxxxxx Xxxxxx Xxxxx Xx Name: Exxxxxx Xxxxxx, Officer #14811 Xxxxx Xx Title: Vice President Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Associate Lending Office: HSBC Bank USACredit Suisse, National Association Cayman Island Branch Eleven Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Address for Notices: Oxx XXXX XxxxxxCredit Suisse, 00xx Xxxxx XxxxxxxCayman Islands Branch Xxx Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 XX 00000-0000 Attention: Dxxxx Xxxxx Xx Xxxxxxxxx Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxXxxxxx.xxxxxxxxx@xxxxxx-xxxxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC The Bank USA, National Association of Nova Scotia By: /s/ Exxxxxx Xxxxx Xxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Xxxxx Xxxxxx Title: Vice President Managing Director Lending Office: HSBC Bank USA, National Association Address for Notices: Oxx XXXX Xxxxxx000 Xxxxxxxxxx Xx., 00xx Xxxxx Xxxxxxx0000 Xxx Xxxxxxxxx, Xxx Xxxx XX 00000 Attention: Dxxxx Xxxxx Maarten Van Otterloo Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxxxxxxx_xxx_xxxxxxxx@xxxxxxxxxxxxx.xxx

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USA, National Association ARAB BANKING CORPORATION (B.S.C.) By: /s/ Exxxxxx Xxxxxx X. Xxxxxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Xxxxxx X. Xxxxxxxxx Title: General Manager By: /s/ Rami El-Rifai Name: Rami El-Rifai Title: Vice President Lending Office: HSBC Bank USA, National Association New York Address for Notices: Oxx XXXX 000 Xxxx Xxxxxx, 00xx Xxxxx XxxxxxxXxx Xxxx, Xxx Xxxx 00000 XX 00000-0000 Attention: Dxxxx Xxxxx Rami El-Rifai Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxxxxx.xx-xxxxx@xxxxxxxxxxx.xxx Schedule 1.01(a) COMMITMENTS AND APPLICABLE PERCENTAGES Lender Commitment Applicable Percentage Bank of America, N.A. $ 132,000,000.00 8.800000000 % BNP Paribas $ 132,000,000.00 8.800000000 % Citicorp USA, Inc. $ 132,000,000.00 8.800000000 % The Bank of Tokyo Mitsubishi UFJ, Ltd $ 132,000,000.00 8.800000000 % UBS Loan Finance LLC $ 74,250,000.00 4.950000000 % Xxxxx Fargo Bank, N.A. $ 74,250,000.00 4.950000000 % Calyon New York Branch $ 74,250,000.00 4.950000000 % ING Capital LLC $ 74,250,000.00 4.950000000 % Fortis Bank S.A./N.V., Cayman Islands Branch $ 50,000,000.00 3.333333333 % Credit Suisse, Cayman Islands Branch $ 50,000,000.00 3.333333333 % U.S. Bank National Association $ 45,000,000.00 3.000000000 % The Bank of Nova Scotia $ 45,000,000.00 3.000000000 % Barclays Bank plc $ 45,000,000.00 3.000000000 % The Northern Trust Company $ 35,000,000.00 2.333333333 % SunTrust Bank $ 35,000,000.00 2.333333333 % Westpac Banking Corporation $ 35,000,000.00 2.333333333 % Standard Chartered Bank $ 35,000,000.00 2.333333333 % Riyad Bank, Houston Agency $ 35,000,000.00 2.333333333 % Lloyds TSB Bank plc $ 35,000,000.00 2.333333333 % Banco Bilbao Vizcaya Argentaria, S.A. $ 35,000,000.00 2.333333333 % HSBC Bank USA, National Association $ 35,000,000.00 2.333333333 % Arab Banking Corporation (B.S.C.) $ 35,000,000.00 2.333333333 % CIBC Inc. $ 35,000,000.00 2.333333333 % The Bank of New York $ 25,000,000.00 1.666666667 % SanPaolo IMI, S.p.A. $ 25,000,000.00 1.666666667 % Banca di Roma – New York Branch $ 25,000,000.00 1.666666667 % Allied Irish Banks plc $ 15,000,000.00 1.000000000 % Totals $ 1,500,000,000.00 100.000000000 % 91 Schedule 1.01(b) EXISTING LETTERS OF CREDIT See attached Schedule 5.08 EXISTING LIENS None EXHIBIT A FORM OF OPINION OF COUNSEL FOR THE BORROWER September 7, 2006 To the Lenders, the Syndication Agent, the Co-Documentation Agents, the Administrative Agent and the Issuing Lenders Referred to Below I have acted as counsel for Fluor Corporation, a publicly traded Delaware corporation (the “Borrower”), in connection with the Amended and Restated Credit Agreement (the “Credit Agreement”) dated as of September 7, 2006 among the Borrower, the lenders party thereto from time to time, BNP Paribas, as Administrative Agent and an Issuing Lender, Citicorp USA, Inc., as Syndication Agent and an Issuing Lender, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Co-Documentation Agents and Issuing Lenders. Terms defined in the Credit Agreement are used herein as therein defined. This opinion is delivered pursuant to Section 3.01(b) of the Credit Agreement. I have examined originals or copies, certified or otherwise identified to my satisfaction, of such documents, corporate records, certificates of public officials and other instruments and have conducted such other investigations of fact and law as I have deemed necessary or advisable for purposes of this opinion. In such examination, except as applied to the Borrower with respect to the Credit Agreement, I have assumed the genuineness of all signatures, the legal capacity of natural persons, the authenticity of all documents submitted to me as originals, the conformity to original documents of all documents submitted to me as certified, conformed or photostatic copies and the authenticity of such latter documents. As used herein, “to my knowledge” and “of which I am aware” means the conscious awareness of facts or other information by me without independent investigation. Upon the basis of the foregoing, I am of the opinion that:

Lender Addendum. The undersigned Lender (i) agrees to all of the provisions of the Amended and Restated Credit Agreement, dated as of September 7, 2006 (the “Credit Agreement”), among Fluor Corporation (the “Borrower”), certain Lenders party thereto, BNP Paribas, as Administrative Agent, Citicorp USA, Inc., as Syndication Agent, and Bank of America, N.A. and The Bank of Tokyo-Mitsubishi UFJ, Ltd, as Co-Documentation Agents, and (ii) becomes a party thereto, as a Lender, with obligations applicable to such Lender thereunder, including, without limitation, the obligation to make extensions of credit to the Borrower in an aggregate principal amount not to exceed the amount of its Commitment as set forth opposite the undersigned Lender’s name in Schedule 1.01(a) to the Credit Agreement, as such amount may be adjusted from time to time as provided in the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. HSBC Bank USA, National Association ARAB BANKING CORPORATION (B.S.C.) By: /s/ Exxxxxx Xxxxxx Rxxxxx X. Xxxxxxxxx Name: Exxxxxx Xxxxxx, Officer #14811 Rxxxxx X. Xxxxxxxxx Title: General Manager By: /s/ Rami El-Rifai Name: Rami El-Rifai Title: Vice President Lending Office: HSBC Bank USA, National Association New York Address for Notices: Oxx XXXX 200 Xxxx Xxxxxx, 00xx Xxxxx XxxxxxxXxx Xxxx, Xxx Xxxx 00000 XX 00000-0000 Attention: Dxxxx Xxxxx Rami El-Rifai Telecopier: (000) 000-0000 Electronic Mail: dxxxx.x.xxxxx@ux.xxxx.xxxrxxx.xx-xxxxx@xxxxxxxxxxx.xxx