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Previous: AMERICAN AXLE & MANUFACTURING HOLDINGS INC, 10-Q, EX-10.02, 2000-11-14 |
Next: AMERICAN AXLE & MANUFACTURING HOLDINGS INC, 10-Q, EX-12.01, 2000-11-14 |
<PAGE> 1
EXHIBIT 10.03
AMENDMENT NO. 5 AND AGREEMENT dated as of
August 15, 2000 (this "Amendment"), to the Credit
Agreement dated as of October 27, 1997, as amended by
Amendment No. 1, Waiver and Agreement, dated as of
September 30, 1998, by Amendment No. 2, Waiver and
Agreement, dated as of January 11, 1999, Amendment
No. 3 and Agreement, dated as of October 26, 1999,
and Amendment No. 4 and Agreement, dated as of July
27, 2000 (the "Credit Agreement"), among American
Axle & Manufacturing Holdings, Inc. ("AAMH"), as
successor in interest to American Axle &
Manufacturing of Michigan, Inc., American Axle &
Manufacturing, Inc., a Delaware corporation (the
"Borrower"), the lenders party thereto (the
"Lenders"), The Chase Manhattan Bank, a New York
banking corporation, as administrative agent (the
"Administrative Agent"), and Chase Manhattan Bank
Delaware, as fronting bank (the "Fronting Bank").
A. Pursuant to the Credit Agreement, the Lenders and the
Fronting Bank have extended credit to the Borrower, and have agreed to extend
credit to the Borrower, in each case pursuant to the terms and subject to the
conditions set forth therein.
B. The Borrower has requested that the requisite Lenders agree
to amend certain provisions of the Credit Agreement as set forth herein.
C. The requisite Lenders are willing to so amend the Credit
Agreement, pursuant to the terms and subject to the conditions set forth herein.
D. Capitalized terms used and not otherwise defined herein
shall have the meanings assigned thereto in the Credit Agreement.
In consideration of the premises and the agreements,
provisions and covenants herein contained, the parties hereto hereby agree, on
the terms and subject to the conditions set forth herein, as follows:
SECTION 1. Amendments. (a) Section 1.01 of the Credit
Agreement is hereby amended as follows: (i) by amending and restating the
definition of the term "AAMM" in its entirety to read as follows:
"AAMH" means American Axle & Manufacturing Holdings, Inc., as
successor in interest to American Axle & Manufacturing of Michigan,
Inc.; and
<PAGE> 2
2
(ii) by adding the following definition in appropriate
alphabetical order:
"Total Assets" means, at any time, the amount of total assets
of AAMH, the Borrower and the Subsidiaries at such time, determined on
a consolidated basis in accordance with GAAP.
(b) Section 6.01 of the Credit Agreement is hereby amended as
follows:
(i) by replacing the text "the date hereof" in paragraph (a)
of such Section with the text "July 31, 2000,";
(ii) by amending and restating paragraph (d) of such Section
in its entirety to read as follows:
(d) Indebtedness of the Borrower and the Subsidiaries
pursuant to (i) Interest Rate Protection Agreements entered
into in order to fix the effective rate of interest on the
Loans and other Indebtedness or (ii) currency hedging
agreements or arrangements entered into in order to protect
against currency exchange rate fluctuations, provided that
such transactions shall be entered into to hedge actual
interest rate or currency exchange rate exposures and not for
the purpose of speculation;
(iii) by deleting the proviso in paragraph (j) of such
Section;
(iv) by amending and restating paragraph (k) of such Section
in its entirety to read as follows:
(k)(i) Capital Lease Obligations, mortgage financings
and purchase money Indebtedness incurred by the Borrower or
any Subsidiary prior to or within 270 days after a Capital
Expenditure permitted under Section 6.10 in order to finance
such Capital Expenditure, and (ii) extensions, renewals and
refinancings thereof provided that any such refinancing
Indebtedness shall not be (A) Indebtedness of an obligor that
was not an obligor with respect to the Indebtedness being
extended, renewed or refinanced or (B) in a principal amount
which exceeds the Indebtedness being renewed, extended or
refinanced.
<PAGE> 3
3
(v) by (A) deleting the proviso in paragraph (p) of such
Section and (B) inserting the text "AAMH (subject to Section 6.08)," immediately
after the text "other Indebtedness of" in paragraph (p) of such Section;
(vi) by deleting the text "in an aggregate principal amount at
any time outstanding not in excess of $5,000,000" in paragraph (q) of
such Section;
(vii) by amending and restating paragraph (r) of such Section
in its entirety to read as follows:
(r) (i) $300,000,000 in aggregate principal amount of
Permitted Subordinated Debt issued in 1999 and (ii) additional
Permitted Subordinated Debt, provided that, at the time any
Permitted Subordinated Debt is incurred pursuant to this
clause (ii), AAMH, the Borrower and the Subsidiaries shall be
in compliance on a pro forma basis after giving effect to such
incurrence, with the covenants contained in Sections 6.11,
6.12 and 6.13 recomputed as of the last day of the most
recently ended fiscal quarter of AAMH, the Borrower and the
Subsidiaries as if such incurrence had occurred on the first
day of each relevant period for testing such compliance, and
the Borrower shall have delivered to the Administrative Agent
an officers' certificate to such effect;
and
(viii) by adding the following new paragraph at the end of
such Section:
Notwithstanding the foregoing, neither AAMH nor the
Borrower will, and neither will cause or permit any of the
Subsidiaries to, (a) incur, create or assume any Indebtedness
pursuant to paragraph (j), (k)(i), (p) or (q) of this Section
6.01, (b) effect any Sale and Lease-Back Transaction pursuant
to Section 6.03(b) or (c) enter into any Guarantee pursuant to
Section 6.04(j) if, at the time of (and after giving effect
to) the incurrence, creation or assumption of such
Indebtedness or the entering into of such Sale and Lease-Back
Transaction or Guarantee, the aggregate principal amount
(without duplication) of Indebtedness outstanding under
paragraphs (j), (k)(i), (p) and (q) of this Section 6.01, plus
(without duplication) the aggregate Remaining Present Value of
leases entered into pursuant to Section 6.03(b), plus (without
duplication) the aggregate
<PAGE> 4
4
amount of Guarantees outstanding under Section 6.04(j) would
exceed an amount equal to 10% of Total Assets at such time.
(c) Section 6.02 of the Credit Agreement is hereby amended by
amending and restating paragraph (r) of such Section in its entirety to read as
follows:
(r) other Liens with respect to property or assets
not constituting collateral for the Obligations securing
Indebtedness incurred pursuant to Section 6.01(q);
(d) Section 6.03 of the Credit Agreement is hereby amended by
amending and restating clause (b) of such Section in its entirety to read as
follows:
(b) other Sale and Lease-Back Transactions, subject
to the limitation set forth in the final paragraph of Section
6.01.
(e) Section 6.04 of the Credit Agreement is hereby amended as
follows:
(i) by amending and restating paragraph (g) of such Section in
its entirety to read as follows:
(g) Interest Rate Protection Agreements and currency
hedging agreements and arrangements permitted pursuant to
Section 6.01(d);
(ii) by amending and restating paragraph (j) of such Section
in its entirety to read as follows:
(j) Guarantees by AAMH, the Borrower or any
Subsidiary in accordance with customary industry practices,
subject to the limitation set forth in the final paragraph of
Section 6.01;
(iii) by replacing the text "$15,000,000" in paragraph (k) of
such Section with the text "$75,000,000";
(iv) by deleting the text "investments in Permitted Business
Acquisitions or" in paragraph (l) of such Section;
<PAGE> 5
5
(v) by amending and restating paragraph (m) of such Section in
its entirety to read as follows:
(m) investments in foreign Subsidiaries at least 90%
of the stock of which is owned directly by the Borrower or a
domestic Wholly Owned Subsidiary, provided that, at no time
will AAMH or the Borrower, or will AAMH or the Borrower cause
or permit any of the Subsidiaries to, make any investment
pursuant to this paragraph (m) if, after giving effect to such
investment, the aggregate amount of investments made pursuant
to this paragraph (m) (net of any return representing return
on capital in respect of any such investment and valued at the
time of the making thereof) would exceed 25% of Total Assets
at such time;
and
(vi) by amending and restating paragraph (n) of such Section
in its entirety to read as follows:
(n) investments constituting Permitted Business
Acquisitions.
(f) Section 6.08 of the Credit Agreement is hereby amended by
replacing the text "and (iv)" with the text ", (iv) Guarantees by AAMH (A)
entered into pursuant to Section 6.01(p) of obligations of the Borrower or any
of the Subsidiaries or (B) entered into pursuant to Section 6.04(j) and (v)".
(g) Section 6.10 of the Credit Agreement is hereby amended as
follows:
(i) by inserting the text "after fiscal year 2000" in the
proviso in the first sentence of such Section immediately after the
text "in any fiscal year"; and
(ii) by replacing the table therein with the following table:
<TABLE>
<CAPTION>
Year Amount
---- ------------
<S> <C>
2000 $400,000,000
2001 $500,000,000
2002 $400,000,000
2003 $300,000,000
2004 $300,000,000
2005 $300,000,000
2006 $300,000,000
</TABLE>
<PAGE> 6
6
(h) Section 6.11 of the Credit Agreement is hereby amended by
replacing the table therein with the following table:
Period: Ratio:
July 1, 2000 and thereafter 3.50
(i) Section 6.12 of the Credit Agreement is hereby amended by
replacing the table therein with the following table:
Period: Ratio:
July 1, 2000 and thereafter 3.00
(j) Schedule 6.01 to the Credit Agreement is hereby amended
and restated in its entirety to read as set forth in Schedule 6.01 hereto.
(k) Each reference in the Credit Agreement to the term "AAMM"
is hereby replaced with a reference to the term "AAMH".
(l) At 5:00 p.m., New York City time, on the Effective Date
(as defined below), (i) the Revolving Credit Commitment of each Revolving Credit
Lender that has specified on its signature page hereto that it will increase its
Revolving Credit Commitment shall be increased in the total amount specified on
its signature page hereto, and (ii) each Lender that is not a Revolving Credit
Lender immediately prior the effectiveness of this Amendment and has specified
on its signature page hereto that it will provide a Revolving Credit Commitment
will provide a Revolving Credit Commitment in the amount specified on its
signature page hereto. Immediately following the increase in the Revolving
Credit Commitments pursuant to the first sentence of this Section 1(l), the
Tranche A Term Loan Commitments shall be irrevocably terminated.
SECTION 2. Agreement. AAMH and the Borrower hereby agree that,
notwithstanding the provisions of Section 2.01 of the Credit Agreement, no
Revolving Borrowings or Swingline Loans shall be made or permitted to remain
outstanding under Section 2.01(b) of the Credit Agreement until August 12, 2000.
SECTION 3. Representations and Warranties. The Borrower and
AAMH each represents and warrants to the Administrative Agent and the Lenders
that:
<PAGE> 7
7
(a) This Amendment has been duly executed and delivered by it
and constitutes its legal, valid and binding obligation enforceable
against it in accordance with its terms, except as enforceability may
be limited by bankruptcy, insolvency, moratorium, reorganization or
other similar laws affecting creditors' rights generally and except as
enforceability may be limited by general principles of equity
(regardless of whether such enforceability is considered in a
proceeding in equity or at law).
(b) Before and after giving effect to this Amendment, the
representations and warranties set forth in Article III of the Credit
Agreement are true and correct in all material respects with the same
effect as if made on the date hereof, except to the extent such
representations and warranties expressly relate to an earlier date.
(c) Before and after giving effect to this Amendment, no
Default or Event of Default shall have occurred and be continuing.
(d) On and prior to the Effective Date, no Tranche A Term
Loans have been, or shall be, made.
SECTION 4. Fees. In consideration of the agreement of the
requisite Lenders contained in Section 1 of this Amendment, the Borrower agrees
to pay the fees separately agreed upon with the Administrative Agent (the
"Amendment Fees").
SECTION 5. Conditions to Effectiveness. This Amendment shall
become effective as of the date first above written (the "Effective Date") when
(a) the representations and warranties set forth in Section 3 of this Amendment
shall be true and correct, (b) the Administrative Agent shall have received (i)
counterparts of this Amendment that, when taken together, bear the signatures of
AAMH, the Borrower, the Required Lenders and each Lender the Revolving Credit
Commitment of which is increased (or that provides a Revolving Credit
Commitment) pursuant hereto and (ii) the Amendment Fees and (c) all other fees
and expenses required to be paid or reimbursed by the Borrower pursuant hereto
shall have been repaid or reimbursed, as applicable.
SECTION 6. Effect of Amendment. Except as expressly set forth
herein, this Amendment shall not by implication or otherwise limit, impair,
constitute a waiver of, or otherwise affect the rights and remedies of the
Administrative Agent or the Lenders under the Credit Agreement, and shall not
alter, modify, amend or in any way affect the terms, conditions, obligations,
covenants or agreements contained in the Credit Agreement, all of which are
ratified and affirmed in all respects and shall continue in full force and
effect. Nothing herein shall be deemed to entitle AAMH or the Borrower to a
consent to, or a waiver, amendment, modification or other change of, any terms,
conditions, obligations, covenants or agreements contained in the Credit
Agreement in similar or different circumstances. This Amendment shall
<PAGE> 8
8
apply and be effective only with respect to the provisions of the Credit
Agreement specifically referred to herein.
SECTION 7. Credit Agreement. Except as specifically amended or
waived hereby, the Credit Agreement shall continue in full force and effect in
accordance with the provisions thereof as in existence on the date hereof. After
the date hereof, any reference to the Credit Agreement shall mean the Credit
Agreement as amended hereby. This Amendment shall constitute a Loan Document for
all purposes under the Credit Agreement.
SECTION 8. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED
BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 9. Counterparts. This Amendment may be executed in two
or more counterparts, each of which shall constitute an original but all of
which when taken together shall constitute but one contract. Delivery of an
executed signature page of this Amendment by facsimile transmission shall be
effective as delivery of a manually executed counterpart hereof.
SECTION 10. Expenses. The Borrower agrees to reimburse the
Administrative Agent for its out-of-pocket expenses in connection with this
Amendment, including the reasonable fees, charges and disbursements of Cravath,
Swaine & Moore, counsel for the Administrative Agent, and for any other
outstanding out-of-pocket expenses of the Administrative Agent in connection
with the Loan Documents and all transactions, consummated or otherwise, in
connection therewith.
SECTION 11. Headings. The Section headings used herein are for
convenience of reference only, are not part of this Amendment and are not to
affect the construction of, or to be taken into consideration in interpreting,
this Amendment.
<PAGE> 9
9
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be duly executed by their respective authorized officers as of the
day and year first written above.
AMERICAN AXLE & MANUFACTURING
HOLDINGS, INC.,
by
/s/ Robin J. Adams
------------------------------------
Name: Robin J. Adams
Title: EVP & CFO
AMERICAN AXLE & MANUFACTURING, INC.,
by
/s/ Robert A. Krause
------------------------------------
Name: Robert A. Krause
Title: V.P. & Treasurer
THE CHASE MANHATTAN BANK,
by
/s/ Richard W. Duker
------------------------------------
Name: Richard W. Duker
Title: Vice President
<PAGE> 10
10
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BANK OF AMERICA, N.A.
To approve Amendment No. 5 and Agreement:
by
/s/ Matthew J. Reilly
------------------------------------
Name: Matthew J. Reilly
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ 5,000,000.00
--------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $10,000,000.00
--------------
Total amount of increase in Revolving Credit Commitment: $15,000,000.00
==============
</TABLE>
by
Matthew J. Reilly
------------------------------------
Name: Matthew J. Reilly
Title: Vice President
<PAGE> 11
11
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: THE CHASE MANHATTAN BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Richard W. Duker
------------------------------------
Name: Richard W. Duker
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $22,833,333.32
--------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $15,000,000.01
--------------
Total amount of increase in Revolving Credit Commitment: $37,833,333.33
==============
</TABLE>
by
/s/ Richard W. Duker
------------------------------------
Name: Richard W. Duker
Title: Vice President
<PAGE> 12
12
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: STANFIELD/RMF TRANSATLANTIC CDO LTD.
By: Stanfield Capital Partners LLC
as its Collateral Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Christopher A. Bondy
------------------------------------
Name: Christopher A. Bondy
Title: Partner
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $0
--
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $0
--
Total amount of increase in Revolving Credit Commitment: $0
==
</TABLE>
by
/s/ Christopher A. Bondy
------------------------------------
Name: Christopher A. Bondy
Title: Partner
<PAGE> 13
13
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ML CLO XII PILGRIM AMERICA (CAYMAN), LTD
By: PILGRIM INVESTMENTS, INC.
AS ITS INVESTMENT MANAGER
To approve Amendment No. 5 and Agreement:
by
/s/ Mark F. Haak
------------------------------------
Name: Mark F. Haak
Title: Assistant Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ N/A
-----
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ N/A
-----
Total amount of increase in Revolving Credit Commitment: $ N/A
=====
</TABLE>
by
/s/ Mark F. Haak
------------------------------------
Name: Mark F. Haak
Title: Assistant Vice President
<PAGE> 14
14
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: DRESDNER BANK AG NEW YORK AG GRAND CAYMAN
BRANCHES
To approve Amendment No. 5 and Agreement:
by
/s/ Gabriela Fields
------------------------------------
Name: Gabriela Fields
Title: Asst. Treasurer
by
/s/ Faraaz Kamran
------------------------------------
Name: Faraaz Kamran
Title: Asst. V.P.
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $5,666,667.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $5,666,667.00
=============
</TABLE>
by
/s/ Gabriela Fields
------------------------------------
Name: Gabriela Fields
Title: Asst. Treasurer
by
/s/ Faraaz Kamran
------------------------------------
Name: Faraaz Kamran
Title: Asst. V.P.
<PAGE> 15
15
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KZH CNC LLC
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Chin
------------------------------------
Name: Peter Chin
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 16
16
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KZH CRESCENT LLC
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Chin
------------------------------------
Name: Peter Chin
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 17
17
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KZH CRESCENT-3 LLC
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Chin
------------------------------------
Name: Peter Chin
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 18
18
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KZH CYPRESSTREE-1 LLC
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Chin
------------------------------------
Name: Peter Chin
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 19
19
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KZH ING-3 LLC
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Chin
------------------------------------
Name: Peter Chin
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 20
20
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: NATIONAL CITY BANK
To approve Amendment No. 5 and Agreement:
by
/s/ John R. DeFrancesco
------------------------------------
Name: John R. DeFrancesco
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $2,833,333.33
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $2,833,833.33
=============
</TABLE>
by
/s/ John R. DeFrancesco
------------------------------------
Name: John R. DeFrancesco
Title: Vice President
<PAGE> 21
21
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: VAN KAMPEN CLO I, LIMITED
BY: VAN KAMPEN MANAGEMENT INC.,
as Collateral Management
To approve Amendment No. 5 and Agreement:
by
/s/ Darvin D. Pierce
------------------------------------
Name: Darvin D. Pierce
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 22
22
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: VAN KAMPEN SENIOR INCOME TRUST
By: Van Kampen Investment Advisory Corp.
To approve Amendment No. 5 and Agreement:
by
/s/ Darvin D. Pierce
------------------------------------
Name: Darvin D. Pierce
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 23
23
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: VAN KAMPEN PRIME RATE INCOME TRUST
By: Van Kampen Investment Advisory Corp.
To approve Amendment No. 5 and Agreement:
by
/s/ Darvin D. Pierce
------------------------------------
Name: Darvin D. Pierce
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 24
24
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: SEQUILS IV, LTD
By: TCW Advisors, Inc.
as its Collateral Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. Gold
-----------------------------------
Name: Mark L. Gold
Title: Managing Director
by
/s/ Richard F. Kurth
-----------------------------------
Name: Richard F. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 25
25
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: SEQUILS I, LTD
By: TCW Advisors, Inc.
as its Collateral Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. Gold
------------------------------------
Name: Mark L. Gold
Title: Managing Director
by
/s/ Richard F. Kurth
------------------------------------
Name: Richard R. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 26
26
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CONTINENTAL ASSURANCE COMPANY
SEPARATE ACCOUNT (E)
By: TCW Asset Management Company
as Attorney-in-Fact
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. Gold
------------------------------------
Name: Mark L. Gold
Title: Managing Director
by
/s/ Richard F. Kurth
------------------------------------
Name: Richard F. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 27
27
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: UNITED OF OMAHA LIFE INSURANCE COMPANY
By: TCW Asset Management Company,
its Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. Gold
------------------------------------
Name: Mark L. Gold
Title: Managing Director
by
/s/ Richard F. Kurth
------------------------------------
Name: Richard F. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 28
28
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CRESCENT/MACH I PARTNERS, L.P.,
by: TCW Asset Management Company,
its Investment Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Richard F. Kurth
------------------------------------
Name: Richard F. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 29
29
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CRESCENT/MACH I PARTNERS, L.P.,
by: TCW Asset Management Company,
its Investment Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Richard F. Kurth
------------------------------------
Name: Richard F. Kurth
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 30
30
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CYPRESSTREE INVESTMENT PARTNERS I, LTD
By: CypressTree Investment Management
Company, Inc. as Portfolio Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Jonathan D. Sharkey
------------------------------------
Name: Jonathan D. Sharkey
Title: Principal
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 31
31
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: NORTH AMERICAN SENIOR FLOATING RATE FUND
By: CypressTree Investment Management
Company, Inc. as Portfolio Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Jonathan D. Sharkey
------------------------------------
Name: Jonathan D. Sharkey
Title: Principal
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 32
32
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CYPRESS TREE SENIOR FLOATING RATE FUND
By: CypressTree Investment Management
Company, Inc. as Portfolio Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Jonathan D. Sharkey
------------------------------------
Name: Jonathan D. Sharkey
Title: Principal
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 33
33
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: THE MITSUBISHI TRUST AND BANKING
CORPORATION
To approve Amendment No. 5 and Agreement:
by
/s/ Toshihiro Hayashi
------------------------------------
Name: Toshihiro Hayashi
Title: Senior Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $Not Applicable
---------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $Not Applicable
---------------
Total amount of increase in Revolving Credit Commitment: $ 0
===============
</TABLE>
by
/s/ Toshihiro Hayashi
------------------------------------
Name: Toshihiro Hayashi
Title: Senior Vice President
<PAGE> 34
34
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: WINGED FOOT FUNDING TRUST
To approve Amendment No. 5 and Agreement:
by
/s/ Ann E. Morris
------------------------------------
Name: Ann E. Morris
Title: Authorized Agent
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 35
35
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: MICHIGAN NATIONAL BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Teresa L. Irland
------------------------------------
Name: Teresa L. Irland
Title: First Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ 7,333,333.00
--------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 2,666,666.00
--------------
Total amount of increase in Revolving Credit Commitment: $10,000,000.00
==============
</TABLE>
by
/s/ Teresa L. Irland
------------------------------------
Name: Teresa L. Irland
Title: First Vice President
<PAGE> 36
36
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: MANUFACTURERS AND TRADERS TRUST COMPANY
To approve Amendment No. 5 and Agreement:
by
/s/ Kevin B. Quinn
------------------------------------
Name: Kevin B. Quinn
Title: Assistant Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $1,666,667.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $1,666,667.00
=============
</TABLE>
by
/s/ Kevin B. Quinn
------------------------------------
Name: Kevin B. Quinn
Title: Assistant Vice President
<PAGE> 37
37
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BNP PARIBAS
To approve Amendment No. 5 and Agreement:
by
/s/ Richard L. Sted
------------------------------------
Name: Richard L. Sted
Title: Central Region Manager
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $0
--
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $0
--
Total amount of increase in Revolving Credit Commitment: $0
==
</TABLE>
by
/s/ Richard L. Sted
------------------------------------
Name: Richard L. Sted
Title: Central Region Manager
<PAGE> 38
38
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: MELLON BANK, N.A.
To approve Amendment No. 5 and Agreement:
by
/s/ Richard J. Schaich
------------------------------------
Name: Richard J. Schaich
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $4,000,000.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $4,000,000.00
=============
</TABLE>
by
/s/ Richard J. Schaich
------------------------------------
Name: Richard J. Schaich
Title: Vice President
<PAGE> 39
39
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CREDIT AGRICOLE INDOSUEZ
To approve Amendment No. 5 and Agreement:
by
/s/ Sarah U. Johnston
------------------------------------
Name: Sarah U. Johnston
Title: Vice President
Senior Relationship Manager
by
/s/ Gerard M. Russell
------------------------------------
Name: Gerard M. Russell
Title: Vice President, Manager
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $2,833,333.33
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $2,833,333.33
=============
</TABLE>
by
/s/ Sarah U. Johnston
------------------------------------
Name: Sarah U. Johnston
Title: Vice President
Senior Relationship Manager
by
/s/ Gerard M. Russell
------------------------------------
Name: Gerard M. Russell
Title: Vice President, Manager
<PAGE> 40
40
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: FIRST UNION NATIONAL BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Peter Steffen
------------------------------------
Name: Peter Steffen
Title: Senior Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $2,833,333.33
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $1,500,000.00
-------------
Total amount of increase in Revolving Credit Commitment: $4,333,333.33
=============
</TABLE>
by
/s/ Peter Steffen
------------------------------------
Name: Peter Steffen
Title: Senior Vice President
<PAGE> 41
41
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CERES II FINANCE LTD.
By: INVESCO Senior Secured Management Inc.,
as Sub-Managing Agent (Financial)
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 42
42
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: STRATA FUNDING
By: INVESCO Senior Secured Management Inc.,
as Sub-Managing Agent
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 43
43
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: TRITON CDO IV, LIMITED
By: INVESCO Senior Secured Management Inc.,
as Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 44
44
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: TRITON CBO III, LIMITED
By: INVESCO Senior Secured Management Inc.,
as Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 45
45
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: AERIES FINANCE-II LIMITED
By: INVESCO Senior Secured Management Inc.,
as Sub-Managing Agent
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 46
46
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: OASIS COLLATERALIZED HIGH INCOME
PORTFOLIOS-1, LTD.
By: INVESCO Senior Secured Management Inc.,
as Sub-Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Joseph Rotondo
------------------------------------
Name: Joseph Rotondo
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 47
47
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ORIX USA CORPORATION
To approve Amendment No. 5 and Agreement:
by
/s/ Hiroyuki Miyauchi
------------------------------------
Name: Hiroyuki Miyauchi
Title: Executive Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 48
48
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: FLEET NATIONAL BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Jack M. Harcourt
------------------------------------
Name: Jack M. Harcourt
Title: Managing Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ 4,000,000.00
--------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 8,000,000.00
--------------
Total amount of increase in Revolving Credit Commitment: $12,000,000.00
==============
</TABLE>
by
/s/ Jack M. Harcourt
------------------------------------
Name: Jack M. Harcourt
Title: Managing Director
<PAGE> 49
49
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: INDUSTRIAL BANK OF JAPAN, LIMITED
To approve Amendment No. 5 and Agreement:
by
/s/ Walter Wolff
------------------------------------
Name: Walter Wolff
Title: Joint General Manager
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $4,000,000.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $4,000,000.00
=============
</TABLE>
by
/s/ Walter Wolff
------------------------------------
Name: Walter Wolff
Title: Joint General Manager
<PAGE> 50
50
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BANK ONE, MICHIGAN
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. McClure
------------------------------------
Name: Mark L. McClure
Title: First Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ 7,667,000.00
--------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 2,333,000.00
--------------
Total amount of increase in Revolving Credit Commitment: $10,000,000.00
==============
</TABLE>
by
/s/ Mark L. McClure
------------------------------------
Name: Mark L. McClure
Title: First Vice President
<PAGE> 51
51
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BANK ONE, N.A.
To approve Amendment No. 5 and Agreement:
by
/s/ Mark L. McClure
------------------------------------
Name: Mark L. McClure
Title: First Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 52
52
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: FIRSTRUST BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Kent Nelson
------------------------------------
Name: Kent Nelson
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $ 0
----
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
----
Total amount of increase in Revolving Credit Commitment: $ 0
====
</TABLE>
by
/s/ Kent Nelson
------------------------------------
Name: Kent Nelson
Title: Vice President
<PAGE> 53
53
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: IBJ WHITEHALL BANK & TRUST COMPANY
To approve Amendment No. 5 and Agreement:
by
/s/ Charles B. Fears
------------------------------------
Name: Charles B. Fears
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 54
54
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ELC (CAYMAN) LTD. CDO SERIES 1999-I
To approve Amendment No. 5 and Agreement:
by
/s/ John W. Stelwagon
------------------------------------
Name: John W. Stelwagon
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 55
55
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ELC (CAYMAN) LTD.
To approve Amendment No. 5 and Agreement:
by
/s/ John W. Stelwagon
------------------------------------
Name: John W. Stelwagon
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 56
56
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ELC (CAYMAN) LTD. 2000-I
To approve Amendment No. 5 and Agreement:
by
/s/ John W. Stelwagon
------------------------------------
Name: John W. Stelwagon
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 57
57
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: THE BANK OF NEW YORK
To approve Amendment No. 5 and Agreement:
by
/s/ Joshua Feldman
------------------------------------
Name: Joshua Feldman
Title: Assistant Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $4,000,000.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $4,000,000.00
=============
</TABLE>
by
/s/ Joshua Feldman
------------------------------------
Name: Joshua Feldman
Title: Assistant Vice President
<PAGE> 58
58
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ALLIANCE INVESTMENTS LTD.
To approve Amendment No. 5 and Agreement:
by
/s/ Kenneth Ostmann
------------------------------------
Name: Kenneth Ostmann
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 59
59
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: INDOSUEZ CAPITAL FUNDING IIA, LIMITED
By: Indosuez Capital as Portfolio Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Melissa Marano
------------------------------------
Name: Melissa Marano
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $0
--
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $0
--
Total amount of increase in Revolving Credit Commitment: $0
==
</TABLE>
INDOSUEZ CAPITAL FUNDING IIA, LIMITED
By: Indosuez Capital as Portfolio
Advisor
by
/s/ Melissa Marano
------------------------------------
Name: Melissa Marano
Title: Vice President
<PAGE> 60
60
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: INDOSUEZ CAPITAL FUNDING III, LIMITED
By: Indosuez Capital as Portfolio Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Melissa Marano
------------------------------------
Name: Melissa Marano
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $0
--
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $0
--
Total amount of increase in Revolving Credit Commitment: $0
==
</TABLE>
INDOSUEZ CAPITAL FUNDING III, LIMITED
By: Indosuez Capital as Portfolio
Advisor
by
/s/ Melissa Marano
------------------------------------
Name: Melissa Marano
Title: Vice President
<PAGE> 61
61
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ARCHIMEDES FUNDING, L.L.C.
By: ING Capital Advisors LLC,
as Collateral Manager
To approve Amendment No. 5 and Agreement:
by
/s/ Greg M. Masuda
------------------------------------
Name: Greg M. Masuda CFA
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $N/A
----
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
----
Total amount of increase in Revolving Credit Commitment: $ 0
====
</TABLE>
ARCHIMEDES FUNDING, L.L.C
By: ING Capital Advisors LLC,
as Collateral Manager
by
/s/ Greg M. Masuda
------------------------------------
Name: Greg M. Masuda CFA
Title: Vice President
<PAGE> 62
62
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: GOLDMAN SACHS CREDIT PARTNERS L.P.
To approve Amendment No. 5 and Agreement:
by
/s/ Stephen B. King
------------------------------------
Name: Stephen B. King
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 63
63
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BALANCED HIGH YIELD FUND I, LTD.
By: BHF (USA) CAPITAL CORPORATION
ACTING AS ATTORNEY-IN-FACT
To approve Amendment No. 5 and Agreement:
by
/s/ Dana L. McDougall
------------------------------------
Name: Dana L. McDougall
Title: Vice President
by
/s/ Chris Yu
------------------------------------
Name: Chris Yu
Title: Associate
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $0
--
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $0
--
Total amount of increase in Revolving Credit Commitment: $0
==
</TABLE>
by
/s/ Dana L. McDougall
------------------------------------
Name: Dana L. McDougall
Title: Vice President
by
/s/ Chris Yu
------------------------------------
Name: Chris Yu
Title: Associate
<PAGE> 64
64
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: SENIOR DEBT PORTFOLIO
By: Boston Management and Research
as Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Payson F. Swaffield
------------------------------------
Name: Payson F. Swaffield
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 65
65
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: EATON VANCE SENIOR INCOME TRUST
By: EATON VANCE MANAGEMENT
AS INVESTMENT ADVISOR
To approve Amendment No. 5 and Agreement:
by
/s/ Payson F. Swaffield
------------------------------------
Name: Payson F. Swaffield
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 66
66
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: EATON VANCE INSTITUTIONAL SENIOR LOAN FUND
By: EATON VANCE MANAGEMENT
AS INVESTMENT ADVISOR
To approve Amendment No. 5 and Agreement:
by
/s/ Payson F. Swaffield
------------------------------------
Name: Payson F. Swaffield
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 67
67
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CREDIT SUISSE FIRST BOSTON
To approve Amendment No. 5 and Agreement:
by
/s/ Robert Hetu
------------------------------------
Name: Robert Hetu
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $3,333,333.33
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0
-------------
Total amount of increase in Revolving Credit Commitment: $3,333,333.33
=============
</TABLE>
by
/s/ Lalita Advani
------------------------------------
Name: Lalita Advani
Title: Assistant Vice President
<PAGE> 68
68
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: KEY BANK NATIONAL ASSOCIATION
To approve Amendment No. 5 and Agreement:
by
/s/ J.T. Taylor
------------------------------------
Name: J.T. Taylor
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $ 0
====
</TABLE>
by
/s/ J.T. Taylor
------------------------------------
Name: J.T. Taylor
Title: Vice President
<PAGE> 69
69
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: COMERICA BANK
To approve Amendment No. 5 and Agreement:
by
/s/ Michael T. Shea
------------------------------------
Name: Michael T. Shea
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $3,666,666.67
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $ 0.00
-------------
Total amount of increase in Revolving Credit Commitment: $3,666,666.67
=============
</TABLE>
by
/s/ Michael T. Shea
------------------------------------
Name: Michael T. Shea
Title: Vice President
<PAGE> 70
70
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: THE BANK OF NOVA SCOTIA
To approve Amendment No. 5 and Agreement:
by
/s/ A.S. Norsworthy
------------------------------------
Name: A.S. Norsworthy
Title: Sr. Team Leader
Loan Operations
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $4,000,000.00
------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $4,000,000.00
============
</TABLE>
by
/s/ A.S. Norsworthy
------------------------------------
Name: A.S. Norsworthy
Title: Sr. Team Leader
Loan Operations
<PAGE> 71
71
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CAPTIVA III FINANCE LTD.,
as advised by Pacific Investment Management
Company LLC
To approve Amendment No. 5 and Agreement:
by
/s/ David Dyer
------------------------------------
Name: David Dyer
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 72
72
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: CAPTIVA IV FINANCE LTD.
as advised by Pacific Investment Management
Company LLC
To approve Amendment No. 5 and Agreement:
by
/s/ David Dyer
------------------------------------
Name: David Dyer
Title: Director
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 73
73
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: ATHENA CDO, LIMITED
By: Pacific Investment Management Company
LLC, as its Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Mohan V. Phansalkar
------------------------------------
Name: Mohan V. Phansalkar
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 74
74
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: DELANO COMPANY
By: Pacific Investment Management Company
LLC, as its Investment Advisor
To approve Amendment No. 5 and Agreement:
by
/s/ Mohan V. Phansalkar
------------------------------------
Name: Mohan V. Phansalkar
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 75
75
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: TRIGON HEALTHCARE INC.
By: Pacific Investment Management Company
LLC, as its Investment Advisor, acting
through The Bank of New York in the
Nominee name of Hare & Co.
To approve Amendment No. 5 and Agreement:
by
/s/ Mohan V. Phansalkar
------------------------------------
Name: Mohan V. Phansalkar
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 76
76
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: BANK OF SCOTLAND
To approve Amendment No. 5 and Agreement:
by
/s/ Jack Dykes
------------------------------------
Name: Jack Dykes
Title: Executive Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
<PAGE> 77
77
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: HSBC BANK USA
(formerly Marine Midland Bank)
To approve Amendment No. 5 and Agreement:
by
/s/ Christopher F. French
------------------------------------
Name: Christopher F. French
Title: Authorized Signatory
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $3,667,000.00
-------------
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $3,667,000.00
=============
</TABLE>
by
/s/ Christopher F. French
------------------------------------
Name: Christopher F. French
Title: Authorized Signatory
<PAGE> 78
78
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: THE FUJI BANK, LIMITED
To approve Amendment No. 5 and Agreement:
by
/s/ James R. Fayen
------------------------------------
Name: James R. Fayen
Title: Senior Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $NA
---
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $NA
---
Total amount of increase in Revolving Credit Commitment: $NA
===
</TABLE>
by
NA
------------------------------------
Name:
Title:
<PAGE> 79
79
SIGNATURE PAGE TO
AMENDMENT NO. 5
AND AGREEMENT
dated August 15, 2000
Name of Institution: SUMITOMO TRUST AND BANKING CO., LTD.
To approve Amendment No. 5 and Agreement:
by
/s/ Stephen Stratico
------------------------------------
Name: Stephen Stratico
Title: Vice President
<TABLE>
<S> <C>
Specify amount of Revolving Credit Commitment increase representing
rollover of existing Tranche A Term Loan Commitment: $
Specify amount of Revolving Credit Commitment increase in excess of existing
Tranche A Term Loan Commitment (or, if not an existing Revolving Credit Lender,
amount of Revolving Credit Commitment to be
provided): $
Total amount of increase in Revolving Credit Commitment: $
</TABLE>
by
------------------------------------
Name:
Title:
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