EXECUTION
WORLD COLOR PRESS, INC.
NINTH AMENDMENT
TO SECOND AMENDED AND RESTATED
CREDIT AGREEMENT
This NINTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
(this "AMENDMENT" or this "NINTH AMENDMENT") is dated as of March 12, 1999
and entered into by and among WORLD COLOR PRESS, INC., a Delaware
corporation ("COMPANY"), the Lenders party to the Credit Agreement referred
to below on the date hereof (the "LENDERS") that are party hereto, and
BANKERS TRUST COMPANY, as Administrative Agent, and, for purposes of Section 6
hereof, THE SUBSIDIARIES OF COMPANY LISTED ON THE SIGNATURE PAGES HERETO
(each a "GUARANTOR" and collectively, the "GUARANTORS"). All capitalized
terms used herein without definition shall have the same meanings herein as
set forth in the Credit Agreement (as defined below).
RECITALS
WHEREAS, Company, the Lenders, BancAmerica Securities, Inc., as
Syndication Agent, Citibank, N.A., as Documentation Agent and Bankers Trust
Company, as Administrative Agent, are parties to the certain Second Amended
and Restated Credit Agreement dated as of June 6, 1996, as amended or
modified by that certain First Amendment to Second Amended and Restated
Credit Agreement dated as of June 10, 1996, as further amended or modified by
that certain Limited Waiver, Consent and Second Amendment to Second Amended
and Restated Credit Agreement dated as of June 9, 1997, as further amended or
modified by that certain Third Amendment to Second Amended and Restated
Credit Agreement dated as of June 27, 1997, as further amended or modified by
that certain Limited Waiver, Consent and Fourth Amendment to Second Amended
and Restated Credit Agreement dated as of September 29, 1997, as further
amended or modified by that certain Fifth Amendment to Second Amended and
Restated Credit Agreement dated as of June 4, 1998, as further amended or
modified by that certain Sixth Amendment to Second Amended and Restated
Credit Agreement dated as of November 11, 1998, as further amended or
modified by that certain Seventh Amendment to Second Amended and Restated
Credit Agreement dated as of November 23, 1998, and as further amended or
modified by that certain Eighth Amendment to Second Amended and Restated
credit Agreement dated as of February 3, 1999 (as so amended and modified,
the "CREDIT AGREEMENT")
WHEREAS, the Company has requested that the per annum limits on
Restricted Junior Payments contained in Subsection 6.5(vi)(b) of the Credit
Agreement be eliminated, it being understood that the maximum aggregate limit
of $50,000,000 during the term of the Credit Agreement set forth in said
Subsection 6.5(vi)(b) shall be retained.
NOW, THEREFORE, in consideration of the promises and the
agreements, provisions and covenants herein contained, the parties hereto
agree to amend the Credit Agreement as follows:
SECTION 1
AMENDMENT
Subsection 6.5 of the Credit Agreement is hereby amended by deleting
clause (vi)(b) in its entirety and substituting the following in place
thereof:
"(b) the aggregate amount of such Restricted Junior Payments does not
exceed a maximum of $50,000,000 in the aggregate during the term of this
Agreement and"
SECTION 2
LIMITATION OF AMENDMENT
Without limiting the generality of the provisions of subsection 9.7
of the Credit Agreement, the amendment set forth above shall be limited
precisely by its terms, shall not have any force or effect with respect to
any other matter except as expressly provided above, and nothing in this
Amendment shall be deemed to:
(a) constitute a waiver or modification of any other term,
provision or condition of the Credit Agreement or any other
instrument or agreement referred to therein; or
(b) prejudice any right or remedy that Administrative Agent or any
Lender may now have (except to the extent such right or remedy was
based upon existing defaults that will not exist after giving effect
to this Amendment) or may have in the future under or in connection
with the Credit Agreement or any other instrument or agreement
referred to therein.
Except as expressly set forth herein, the terms, provisions and
conditions of the Credit Agreement and the other Loan Documents shall remain
in full force and effect and in all other respects are hereby ratified and
confirmed.
SECTION 3
CONDITIONS TO EFFECTIVENESS
This Amendment shall become effective only upon the satisfaction of
all of the following conditions precedent (the date of satisfaction of such
conditions being referred to herein as the "NINTH AMENDMENT EFFECTIVE DATE"):
A. On or before the Ninth Amendment Effective Date, Company and
the Guarantors shall have delivered to Administrative Agent executed copies
of this Amendment.
B. On or before the Ninth Amendment Effective Date, Administrative
Agent and Requisite Lenders shall have delivered to Administrative Agent an
executed original or telefacsimile of a counterpart of this Amendment.
2
SECTION 4
COMPANY'S REPRESENTATIONS AND WARRANTIES
In order to induce Lenders to enter into this Amendment and to amend the
Credit Agreement in the manner provided herein, Company represents and
warrants to each Lender as of the Ninth Amendment Effective Date that the
following statements are true, correct and complete.
A. CORPORATE POWER AND AUTHORITY. Company has all requisite corporate
power and authority to enter into this Amendment and to carry out the
transactions contemplated by, and perform its obligations under, the Credit
Agreement as amended by this Amendment (the "AMENDED AGREEMENT").
B. AUTHORIZATION OF AGREEMENTS. The execution and delivery of this
Amendment and the performance of the Amended Agreement have been duly
authorized by all necessary corporate action on the part of Company.
C. NO CONFLICT. The execution and delivery by Company of this
Amendment and the performance by Company of the Amended Agreement do not and
will not (i) violate any provision of any law or any governmental rule or
regulation applicable to Company or any of its Subsidiaries, the Certificate
or Articles of Incorporation or Bylaws of Company or any of its Subsidiaries
or any order, judgment or decree of any court or other agency of government
binding on Company or any of its Subsidiaries, (ii) conflict with, result in
a breach of or constitute (with due notice or lapse of time or both) a
default under any Contractual Obligation of Company or any of its
Subsidiaries, (iii) result in or require the creation or imposition of any
Lien upon any of the properties or assets of Company or any of its
Subsidiaries (other than Liens created under any of the Loan Documents in
favor of Administrative Agent on behalf of Lenders), or (iv) require any
approval of stockholders or any approval or consent of any Person under any
Contractual Obligation of Company or any of its Subsidiaries, except for such
approvals which will be obtained on or before the Effective Date and
disclosed in writing to Lenders.
D. GOVERNMENTAL CONSENTS. The execution and delivery by Company of this
Amendment and the performance by Company of the Amended Agreement do not and
will not require any registration with, consent or approval of, or notice to,
or other action to, with or by, any federal, state or other governmental
authority or regulatory body.
E. BINDING OBLIGATION. This Amendment has been duly executed and
delivered by Company and, when executed and delivered, this Amendment and the
Amended Agreement will be the legally valid and binding obligations of
Company, enforceable against Company in accordance with their respective
terms, except as may be limited by bankruptcy, insolvency, reorganization,
moratorium or similar laws relating to or limiting creditors' rights
generally or by equitable principles relating to enforceability.
F. INCORPORATION OF REPRESENTATIONS AND WARRANTIES FROM CREDIT
AGREEMENT. The representations and warranties contained in Section 4 of the
Credit Agreement are and will be true, correct and complete in all material
respects to the same extent as though
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made on and as of that date, except to the extent such representations and
warranties specifically relate to an earlier date, in which case they were
true, correct and complete in all material respects on and as of such earlier
date.
G. ABSENCE OF DEFAULT. No event has occurred and is continuing or
will result from the consummation of the transactions contemplated by this
Amendment that would constitute an Event of Default or a Potential Event of
Default.
SECTION 5
MISCELLANEOUS
A. REFERENCE TO AND EFFECT ON THE CREDIT AGREEMENT AND THE OTHER LOAN
DOCUMENTS.
(i) On and after the Ninth Amendment Effective Date, each reference in
the Credit Agreement to "this Agreement", "hereunder", "hereof",
"herein" or words of like import referring to the Credit Agreement,
and each reference in the other Loan Documents to the "Credit
Agreement", "thereunder", "thereof" or words of like import referring
to the Credit Agreement shall mean and be a reference to the Amended
Agreement.
(ii) Except as specifically amended by this Amendment, the Credit
Agreement and the other Loan Documents shall remain in full force and
effect and are hereby ratified and confirmed.
(iii) The execution, delivery and performance of this Amendment shall
not, except as expressly provided herein, constitute a waiver of any
provision of, or operate as a waiver of any right, power or remedy of
Agent or any Lender under, the Credit Agreement or any of the other Loan
Documents.
B. FEES AND EXPENSES. Company acknowledges that all costs, fees
and expenses are described in subsection 9.3 of the Credit Agreement incurred
by Administrative Agent and its counsel with respect to this Amendment and
the documents and transactions contemplated hereby shall be for the account
of the Company.
C. HEADINGS. Section and subsection headings in this Amendment
are included herein for convenience of reference only and shall not
constitute a part of this Amendment for any other purpose or be given any
substantive effect.
D. APPLICABLE LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS
OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND
ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK
(INCLUDING WITHOUT LIMITATION SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF
THE STATE OF NEW YORK), WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES.
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E. COUNTERPARTS; EFFECTIVENESS. This amendment may be executed in
any number of counterparts and by different parties hereto in separate
counterparts, each of which when so executed and delivered shall be deemed an
original, but all such counterparts together shall constitute but one and the
same instrument; signature pages may be detached from multiple separate
counterparts and attached to a single counterpart so that all signature pages
are physically attached to the same document. This Amendment shall become
effective upon the execution of a counterpart hereof by Company, Requisite
Lenders, Syndication Agent, Distribution Agent and Administrative Agent and
receipt by Company and Administrative Agent of written or telephonic
notification of such execution and authorization of delivery thereof.
SECTION 6
ACKNOWLEDGEMENT AND CONSENT BY GUARANTORS
Each Guarantor hereby acknowledges that it has read this Amendment
and consents to the terms thereof and further hereby confirms and agrees
that, notwithstanding the effectiveness of this Amendment, the obligations of
such Guarantor under the Guaranty and the other Loan Documents to which such
Guarantor is a party shall not be impaired or affected and the Guaranty and
other such Loan Documents are, and shall continue to be, in full force and
effect and is hereby confirmed and ratified in all respects.
[Remainder of page intentionally left blank]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their respective officers thereunto duly
authorized as of the date first written above.
WORLD COLOR PRESS, INC.
By: /s/XXXXXX X. XXXXXXX
------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
and Treasurer
THE XXXXXX COMPANIES, INC.
By: /s/XXXXXX X. XXXXXXX
------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
and Treasurer
XXXXXX LITHOTECH, INC.
By: /s/XXXXXX X. XXXXXXX
------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
and Treasurer
CENTRAL FLORIDA PRESS, L.C
By: /s/XXXXXX X. XXXXXXX
------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
and Treasurer
NORTHEAST GRAPHICS INC.
By: /s/XXXXXX X. XXXXXXX
------------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
and Treasurer
S-1
THE XXXXXX COMPANY, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
IMAGE TECHNOLOGIES, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
XXXX COMMUNICATIONS COMPANY
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
XXXXXXX ACQUISITION CORPORATION
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
KRI, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
RAI, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
S-2
BCK 140 PARTNERSHIP
By: WORLD COLOR PRESS, INC.
its General Partner
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
By: THE XXXXXX COMPANIES, INC.
its General Partner
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WORLD COLOR BOOK SERVICES, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
THE XXXXXXX & XXXXXX CO.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
XXXXXXX & XXXXXX ENTERPRISES, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
MAGNA-GRAPHIC, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
S-3
TACONIC HOLDINGS, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
CENTURY GRAPHICS CORPORATION
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
XXXXX ROAD PROPERTIES, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
LA-GNIAPPE ADVERTISING, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
LA-GNIAPPE INSERTS, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
DB ACQUISITION CORP.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
S-4
XXXXXXX BROTHERS, INCORPORATED
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
ACME PRINTING COMPANY, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WORLD COLOR SYSTEMS, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WCX, LLC
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WCY, LLC
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WCZ, LLC
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
S-5
WORLD COLOR TENNESSEE INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
KRI DRESDEN INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
WCP TN L.P.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
KRI TN L.P.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
GREAT WESTERN PUBLISHING, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
INFINITI GRAPHICS, INC.
By: /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President and Treasurer
S-6
BANKERS TRUST COMPANY,
individually as a Lender and as Administrative
Agent and as Collateral Agent
By: /s/ Xxxx Xx Xxxxx
--------------------------
Name: Xxxx Xx Xxxxx
Title: Assistant Vice President
S-7
BANK OF AMERICA NT & SA,
as a Lender
By: /s/ Xxxx X. Xxxxxxxx
--------------------------
Name: Xxxx X. Xxxxxxxx
Title: Managing Director
S-8
CITIBANK, N.A.,
as a Lender
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Managing Director, SCO
S-9
ABN AMRO BANK, NV, NEW YORK BRANCH,
as Lender
By: /s/ Xxxxx Xxxxxxxxxx
--------------------------
Name: Xxxxx Xxxxxxxxxx
Title: Vice President
By: /s/ Xxxxxx X. Xxxxxx
--------------------------
Name: Xxxxxx X. Xxxxxx
Title: Vice President
S-10
BANK OF MONTREAL,
as Lender
By: /s/ Xxx X. Xxxxxx
--------------------------
Name: Xxx X. Xxxxxx
Title: Director
X-00
XXX XXXX XX XXXX XXXXXX
as Lender
By: /s/ J. Xxxx Xxxxxxx
--------------------------
Name: J. Xxxx Xxxxxxx
Title: Authorized Signature
S-12
BANK OF SCOTLAND
as Lender
By:
--------------------------
Name:
Title:
S-13
BANK OF TOKYO-MITSUBISHI TRUST
COMPANY, as Lender
By:
--------------------------------------
Name:
Title:
S-14
PARIBAS,
as Lender
By:
--------------------------------------
Name:
Title:
By:
--------------------------------------
Name:
Title:
S-15
CIBC, Inc., as Lender
By: /s/ Xxx Xxxxx
--------------------------------------
Name: Xxx Xxxxx
Title: Executive Director
CIBC Xxxxxxxxxxx Corp., as Agent
S-16
FLEET NATIONAL BANK,
as Lender
By: /s/ Xxxx Xxxxx
--------------------------------------
Name: Xxxx Xxxxx
Title: Senior Vice President
S-17
XXXXXX GUARANTY TRUST COMPANY OF NEW
YORK, as Lender
By:
--------------------------------------
Name:
Title:
S-18
THE INDUSTRIAL BANK OF JAPAN, LTD.,
as Lender
By: /s/ Takuya Honjo
--------------------------------------
Name: Takuya Honjo
Title: Senior Vice President
S-19
THE LONG-TERM CREDIT BANK OF JAPAN, LTD,
as Lender
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: Executive Vice President
S-20
PNC BANK, NATIONAL ASSOCIATION,
as Lender
By: /s/ Xxxxxx X. Xxxxx
----------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
S-21
THE SANWA BANK, LIMITED
as Lender
By:
----------------------------------
Name:
Title:
S-22
BANKBOSTON, N.A., as Lender
By: /s/ Xxxxx X. Xxxxxxxx
----------------------------------
Name: Xxxxx X. Xxxxxxxx
Title: Director
S-23
CREDIT SUISSE FIRST BOSTON, as Lender
By: /s/ Xxxxx X. Xxxxxx
----------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
By: /s/ Xxxx X'Xxxx
----------------------------------
Name: Xxxx X'Xxxx
Title: Vice President
S-24
THE DAI-ICHI KANGYO BANK, LTD.,
as Lender
By: /s/ Xxxxxxxxxxx Xxxxx
----------------------------------
Name: Xxxxxxxxxxx Xxxxx
Title: Vice President
X-00
XXXXXXXX XXXX XX, XXX XXXX AND GRAND
CAYMAN BRANCHES,
as Lender
By: /s/ Xxxxx X. Xxxxx
----------------------------------
Name: Xxxxx X. Xxxxx
Title: First Vice President
By: /s/ Xxxxx Xxxxxxxx
----------------------------------
Name: Xxxxx Xxxxxxxx
Title: Assistant Treasurer
S-26
THE SAKURA BANK, LIMITED, as Lender
By:
----------------------------------
Name:
Title:
S-27
THE SUMITOMO BANK, LIMITED, NEW YORK
BRANCH, as Lender
By:
----------------------------------
Name:
Title:
S-28
BANK POLSKA KASA OPIEKI S.A. PEKAO S.A.
GROUP, NEW YORK BRANCH, as Lender
By:
---------------------------------
Name:
Title:
S-29
THE TOKAI BANK, LTD., NEW YORK BRANCH, as
Lender
By: /s/ Xxxxxxxx Xxxxxxxx
--------------------------------
Name: Xxxxxxxx Xxxxxxxx
Title: Assistant General Manager
X-00
XXXXXX XXXX XXX XXX XXXX BRANCH
as Lender
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
X-00
XXXXXXXXXX XXXX-XXX XXXXXXXXXXX XX,
XXX XXXX BRANCH, as Lender
By: /s/ Xxxxxxxx Xxxxxxxxxx
--------------------------------
Name: Xxxxxxxx Xxxxxxxxxx
Title: Director
By: /s/ Xxxxx Xxxxxxxx-Xxxxx
--------------------------------
Name: Xxxxx Xxxxxxxx-Xxxxx
Title: Director
X-00
XXX XXXX XX XXX XXXX,
as Lender
By: /s/ Xxxxxxx X. Xxxxxxx, Xx.
--------------------------------
Name: Xxxxxxx X. Xxxxxxx, Xx.
Title: Vice President
S-33
FIRST UNION NATIONAL BANK,
as Lender
By: /s/ Xxxxx X. XxXxxxx
--------------------------------
Name: Xxxxx X. XxXxxxx
Title: Executive Vice President
S-34
ERSTE DER OESTERREICHI SCHEN
SPARKASSEN AG, as Lender
By: /s/ Xxxx Xxxxxxxxxx
--------------------------------
Name: Xxxx Xxxxxxxxxx
Title: Vice President
By: /s/ Xxxx X. Xxxxxxx
--------------------------------
Name: Xxxx X. Xxxxxxx
Title: First Vice President
S-35
BANK LEUMI TRUST COMPANY NEW YORK,
as Lender
By: /s/ Xxxx Xxxxx
--------------------------------
Name: Xxxx Xxxxx
Title: Vice President
S-36
CREDIT AGRICOLE INDOSUEZ,
as Lender
By: /s/ Xxxxx Xxxxx
----------------------------
Name: Xxxxx Xxxxx
Title: First Vice President
By: /s/ Xxxx XxXxxxx
----------------------------
Name: Xxxx XxXxxxx
Title: Vice President
S-37
XXXXXX XXXXX FUNDING INC.
as Lender
By: /s/ Xxxxxx X. Xxxx
----------------------------
Name: Xxxxxx X. Xxxx
Title:
S-38
XXXXXX XXXXXXX SENIOR FUNDING, INC.
as Lender
By: /s/ Xxxxxxx Xxxx
----------------------------
Name: Xxxxxxx Xxxx
Title: Principal
S-39
THE TOYO TRUST AND BANKING CO. LTD.,
as Lender
By:
----------------------------
Name:
Title:
S-40
ALLIED IRISH BANKS PLC, CAYMAN ISLANDS
BRANCH, as Lender
By: /s/ Xxxxxxx X. Xxxxxxxxxx
----------------------------
Name: Xxxxxxx X. Xxxxxxxxxx
Title: Senior Vice President
By: /s/ X. Xxxxxx
---------------------------
Name: X. Xxxxxx
Title: Vice President
S-41
GULF INTERNATIONAL BANK B.S.C.,
as Lender
By: /s/ Xxxxxxxx Xxxxxxx
-------------------------------
Name: Xxxxxxxx Xxxxxxx
Title: Assistant Vice President
By: /s/ Xxxxx Xxxxxx Tahoun
--------------------------------
Name: Xxxxx Xxxxxx Xxxxxx
Title: Senior Vice President
S-42
THE MITSUI TRUST AND BANKING COMPANY,
LIMITED, as Lender
By: /s/
----------------------------
Name:
Title:
X-00
XXX XXXXXXXX FUNDING TRUST I, as Lender
By: /s/ Xxxxxx X. Xxxxxxxx
----------------------------
Name: Xxxxxx X. Xxxxxxxx
Title: Assistant Vice President
S-44
