First Amendment to the Credit Agreement

EX-10.2 19 d12245exv10w2.txt FIRST AMENDMENT TO THE CREDIT AGREEMENT EXHIBIT 10.2 FIRST AMENDMENT dated as of October 31, 2003 (this "Amendment") to the Credit Agreement dated as of September 9, 2003, (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among DEX MEDIA, INC., DEX MEDIA WEST, INC., DEX MEDIA WEST LLC (the "Borrower"), the Lenders from time to time parties thereto, and JPMORGAN CHASE BANK, as administrative agent and collateral agent for such Lenders (in such capacity, the "Administrative Agent"). WHEREAS, the Borrower has requested that the Lenders amend the Credit Agreement as set forth herein, and the Lenders are willing, on the terms and subject to the conditions set forth herein, to agree to such amendment. NOW, THEREFORE, in consideration of the above premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: SECTION 1. Defined Terms. Capitalized terms used and not defined herein have the meanings given to them in the Credit Agreement, as amended hereby. SECTION 2. Amendment to the Credit Agreement. Effective as of the Effective Date (as defined in Section 5): (a) the definition of the term "Employee Company" in Section 1.01 of the Credit Agreement is amended to read in its entirety as follows: "`Employee Company' means a limited purpose, bankruptcy remote limited liability company to be established, if required by the provisions of Section 6.21, with at least 49% of the Equity Interests of which owned by Holdings or a wholly owned subsidiary thereof and at least 49% of the Equity Interests of which owned by East Holdings or a wholly owned subsidiary thereof, with the remaining Equity Interests owned by Holdings or a wholly owned subsidiary thereof, East Holdings or a wholly owned subsidiary thereof or the Parent, the sole business of which will be (x) to employ substantially all management and other employees conducting and providing services to (i) the Acquired Business of the Borrower and other businesses conducted by the Borrower or its subsidiaries or (ii) the East Borrower or its subsidiaries and (y) to be compensated by the Borrower and the East Borrower, on a current cost-recovery basis, for the out-of-pocket costs and expenses (including salaries, bonus and benefit costs) of providing such employees for the benefit of the Borrower and the East Borrower, as the case may be, pursuant to the Employee Cost Sharing Agreement." (b) the definition of the term "Parent Non-Cash Pay Debt" in Section 1.01 of the Credit Agreement is amended such that clause (i) of such definition reads as follows: 2 "(i) does not mature or amortize, and is not mandatorily redeemable, in whole or in part, or required to be repurchased or reacquired, in whole or in part, by the Parent (unless such redemption is required only if and to the extent then permitted by this Agreement), and which does not require any payment of cash interest, in each case prior to the earlier of the date that is six months after the Tranche B Maturity Date and the fifth anniversary of the date of issuance of such Indebtedness,". (c) Section 2.11(c) is amended such that clause (i) of the definition of "Required Percentage" included therein reads as follows: "(i) in the case of an Asset Disposition or a Damages Event, 100%;". (d) Section 6.08(b) is amended by inserting ", Parent Non-Cash Pay Debt" in clause (ii) thereof immediately following "Qualifying Parent Indebtedness" and immediately preceding "or other subordinated Indebtedness". (e) Section 6.21 of the Credit Agreement is amended by inserting the following at the end of clause (a)(ii)(x) thereof: "(and, if any Equity Interests of the Employee Company are owned by the Parent, including a pledge by the Parent of such Equity Interests jointly to the Lenders hereunder and the lenders under the East Credit Facilities under arrangements reasonably satisfactory to, and approved by, the Arrangers)". SECTION 3. No Other Amendments; Confirmation. 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 Lenders or the Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, 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 any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein. On and after the Effective Date hereof, any reference to the Credit Agreement shall mean the Credit Agreement as modified hereby. SECTION 4. Representations and Warranties. Each of the Borrower and Holdings hereby represents and warrants to the Administrative Agent and the Lenders that as of the date hereof: (a) no Default or Event of Default has occurred and is continuing; (b) all representations and warranties of the Borrower and Holdings contained in the Credit Agreement are true and correct in all material respects as of the date hereof (except with respect to representations and warranties expressly made only as 3 of an earlier date, which representations were true and correct in all material respects as of such earlier date). SECTION 5. Effectiveness. This Amendment shall become effective on the date (the "Effective Date") on which the Administrative Agent shall have received counterparts hereof duly executed and delivered by the Borrower, Holdings and the Required Lenders. SECTION 6. Expenses. The Borrower agrees to reimburse the Administrative Agent for its reasonable out-of-pocket expenses in connection with this Amendment, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent. SECTION 7. Governing Law; Counterparts. (a) This Amendment and the rights and obligations of the parties hereto shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York. (a) This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. This Amendment may be delivered by facsimile transmission of the relevant signature pages hereof. SECTION 8. Headings. The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof. 4 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their duly authorized officers as of the day and year first above written. DEX MEDIA WEST, INC., by /s/ George Burnett ------------------------------------- Name: George Burnett Title: CEO and President DEX MEDIA WEST LLC, by /s/ George Burnett ------------------------------------- Name: George Burnett Title: CEO and President JPMORGAN CHASE BANK, individually and as Administrative Agent, by /s/ Thomas H. Kozlark ------------------------------------- Name: Thomas H. Kozlark Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Bear Stearns Corporate Lending Inc. by /s/ Victor Bulzacchell -------------------------------- Name: Victor Bulzacchell Title: Authorized Agent Institution: GSCP Gemini Fund Limited By: GSCP (NJ), L.P. as Collateral Monitor By: GSCP (NJ), Inc., its Limited Partner by /s/ Thomas V. Inglesby -------------------------------- Name: Thomas V. Inglesby Title: Managing Director Institution: Blackrock Limited Duration Income Trust by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director Institution: Titanium CBO I, Limited by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Magnetite Investors, LLC by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director Institution: Magnetite Investors III, LLC by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director Institution: Magnetite IV CLO, Limited by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director Institution: Magnetite V CLO, Limited by /s/ M. Williams -------------------------------- Name: M. Williams Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Clydesdale CLO 2001-1, LTD By: NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT, INC. AS COLLATERAL MANAGER by /s/ Elizabeth MacLean ----------------------------- Name: Elizabeth MacLean Title: Director Institution: Clydesdale CLO 2003 LTD By: NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT, INC. AS COLLATERAL MANAGER by /s/ Elizabeth MacLean ----------------------------- Name: Elizabeth MacLean Title: Director Institution: Nomura Bond and Loan Fund By: UFJ Trust Bank Limited, as Trustee By: Nomura Corporate Research And Asset Management, Inc. Attorney In Fact by /s/ Elizabeth MacLean ----------------------------- Name: Elizabeth MacLean Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: ELC (CAYMAN) LTD CDO Series 1999-I By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: ELC (CAYMAN) LTD 1999-II By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: BILL AND MELINDA GATES FOUNDATION By: David L. Babson & Company Inc. as Investment Adviser by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY By: David L. Babson & Company Inc. as Investment Adviser by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: SIMSBURY CLO, LIMITED By: David L. Babson & Company Inc. under delegated authority from Massachusetts Mutual Life Insurance Company as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: MAPLEWOOD (CAYMAN) LIMITED By: David L. Babson & Company Inc. under delegated authority from Massachusetts Mutual Life Insurance Company as Investment Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: TRYON CLO LTD, 2000-I By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: SUFFIELD CLO, LIMITED By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: SEABOARD CLO 2000 LTD. By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: ELC (CAYMAN) LTD. 2000-I By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: ELC (CAYMAN) LTD 1999-III By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: NATEXIS BANQUES POPULAIRES by /s/ Elizabeth A. Harker ----------------------------- Name: Elizabeth A. Harker Title: Assistant Vice President by /s/ Michael T. Pellerito ----------------------------- Name: Michael T. Pellerito Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: ARCHIMEDES FUNDING III, LLC By: ING Capital Advisors, LLC as Collateral Manager by /s/ Jane Musser Nelson ----------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: ARCHIMEDES FUNDING IV, LLC By: ING Capital Advisors, LLC as Collateral Manager by /s/ Jane Musser Nelson -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: BHF II, Ltd. by /s/ Jane Musser Nelson -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: ENDURANCE CLO I, LTD. C/o: ING Capital Advisors, LLC as Collateral Manager by /s/ Jane Musser Nelson -------------------------------- Name: Adrienne Musgnug Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SEQUILS-ING I (HBDGM), LTD. By: ING Capital Advisors LLC, as Collateral Manager by /s/ Jane Musser Nelson -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: NEMEAN CLO, LTD. By: ING Capital Advisors LLC, as Investment Manager by /s/ Jane Musser Nelson -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: BMO Nesbitt Burns Financing Inc. by /s/ Naghmeh Hashemifard -------------------------------- Name: Naghmeh Hashemifard Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: ELC (CAYMAN) LTD By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: APEX (IDM) CDO I LTD. By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug -------------------------------- Name: Adrienne Musgnug Title: Managing Director Institution: BABSON CLO LTD. 2003-I By: David L. Babson & Company Inc. as Collateral Manager by /s/ Adrienne Musgnug -------------------------------- Name: Adrienne Musgnug Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Harch CLO I, Ltd. by /s/ Michael E. Lewitt -------------------------------- Name: Michael E. Lewitt Title: Authorized Signatory Institution: KATONAH V, LTD. by /s/ Ralph Della Rocca -------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C. as Manager Institution: KATONAH I, LTD. by /s/ Ralph Della Rocca -------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C. as Manager Institution: KATONAH II, LTD. by /s/ Ralph Della Rocca -------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C. as Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: KATONAH III, LTD. by /s/ Ralph Della Rocca -------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C. as Manager Institution: KATONAH IV, LTD. by /s/ Ralph Della Rocca -------------------------------- Name: Ralph Della Rocca Title: Authorized Officer Katonah Capital, L.L.C. as Manager Institution: PB Capital Corporation by /s/ Maria C. Levy -------------------------------- Name: Maria C. Levy Title: Vice President by /s/ Steven Alexander -------------------------------- Name: Steven Alexander Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: OAK HILL SECURITIES FUND, L.P. By: Oak Hill Securities GenPar, L.P. its General Partner By: Oak Hill Securities MGP, Inc., its General Partner By /s/ Scott D. Krase -------------------------------- Name: Scott D. Krase Title: Authorized Signatory Institution: OAK HILL SECURITIES FUND II, L.P. By: Oak Hill Securities GenPar II, L.P. its General Partner By: Oak Hill Securities MGP II, Inc., its General Partner by /s/ Scott D. Krase -------------------------------- Name: Scott D. Krase Title: Authorized Signatory Institution: OAK HILL CREDIT PARTNERS I, LIMITED By: Oak Hill CLO Management I, LLC as Investment Manager by /s/ Scott D. Krase -------------------------------- Name: Scott D. Krase Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: OAK HILL CREDIT PARTNERS II, LIMITED By: Oak Hill CLO Management II, LLC as Investment Manager by /s/ Scott D. Krase -------------------------------- Name: Scott D. Krase Title: Authorized Signatory Institution: VP, CBO LIMITED. By: OH Value Partners, LLC As Investment Manager by /s/ Scott D. Krase -------------------------------- Name: Scott D. Krase Title: Authorized Signatory Institution: HARBOUR TOWN FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Sankaty Investors, Inc., as Collateral Manager for Brant Point CBO 1999-1 LTD., as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: Sankaty Investors, LLC, as Collateral Manager for Great Point CLO 1999-1 LTD., as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: Sankaty Advisors, LLC, as Collateral Manager for Race Point CLO Limited, as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Sankaty Advisors, LLC as Collateral Manager for Race Point II CLO, Limited, as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: Sankaty Advisors, LLC as Collateral Manager for Avery Point CLO LTD., as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: Sankaty Advisors, LLC as Collateral Manager for Castle Hill I - INGOTS, Ltd., as Term Lender by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Sankaty High Yield Asset Partners II, L.P. by /s/ Diane J. Exter --------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: CASTLE HILL III CLO LIMITED By: Sankaty Advisors, LLC as Collateral Manager by /s/ Diane J. Exter -------------------------------- Name: Diane J. Exter Title: Managing Director Portfolio Manager Institution: CREDIT LYONNAIS NEW YORK BRANCH by /s/ Alex Averbukh -------------------------------- Name: Alex Averbukh Title: Vice President Institution: Citadel Hill 2000 Ltd by /s/ Stephen Lockhart -------------------------------- Name: Stephen Lockhart Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: NORTHWOODS CAPITAL, LIMITED By: ANGELO, GORDON & CO., L.P., AS COLLATERAL MANAGER by /s/ John W. Fraser -------------------------------- Name: John W. Fraser Title: Managing Director Institution: NORTHWOODS CAPITAL II, LIMITED By: ANGELO, GORDON & CO., L.P., AS COLLATERAL MANAGER by /s/ John W. Fraser -------------------------------- Name: John W. Fraser Title: Managing Director Institution: NORTHWOODS CAPITAL III, LIMITED By: ANGELO, GORDON & CO., L.P., AS COLLATERAL MANAGER by /s/ John W. Fraser -------------------------------- Name: John W. Fraser Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: AG CAPITAL FUNDING PARTNERS L.P. By: ANGELO, GORDON & CO., L.P., AS INVESTMENT ADVISOR by /s/ John W. Fraser -------------------------------- Name: John W. Fraser Title: Managing Director Institution: General Electric Capital Corporation by /s/ Anne Bartolet -------------------------------- Name: Anne Bartolet Title: Duly Authorized Signatory Institution: WINGED FOOT FUNDING TRUST by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Authorized Agent SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: STANWICH LOAN FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Assistant Vice President Institution: SRF 2000, INC. by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Assistant Vice President Institution: SRF TRADING, INC. by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: SEMINOLE FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SAWGRASS TRADING LLC By /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: RIMERA FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: PINEHURTST TRADING, INC. By /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: LAGUNA FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: JUPITER LOAN FUNDING LLC by /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: GLENEAGLES TRADING LLC By /s/ Ann E. Morris -------------------------------- Name: Ann E. Morris Title: Asst Vice President Institution: Gulf Stream - Compass CLO 2002-I, Ltd. By: Gulf Stream Asset Management, LLC as Collateral Manager By /s/ Barry K. Love -------------------------------- Name: Barry K. Love Title: Chief Credit Officer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: GULF STREAM - COMPASS CLO 2003-I, LTD. By: GULF STREAM ASSET MANAGEMENT, LLC AS COLLATERAL MANAGER By /s/ Barry K. Love -------------------------------- Name: Barry K. Love Title: Chief Credit Officer Institution: Flagship CLO 2001-1 By: Flagship Capital Management, Inc. by /s/ Eric S. Meyer -------------------------------- Name: Eric S. Meyer Title: Director Institution: Flagship CLO II By: Flagship Capital Management, Inc. by /s/ Eric S. Meyer -------------------------------- Name: Eric S. Meyer Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SECURITY BENEFIT LIFE INSURANCE COMPANY by /s/ Stephen Columbaro -------------------------------- Name: Stephen Columbaro Title: Vice President Institution: SEMINOLE FUNDING LLC by /s/ Stephen Columbaro -------------------------------- Name: Stephen Columbaro Title: Vice President Institution: FIRST TRUST/FOUR CORNERS SENIOR FLOATING RATE INCOME FUND by /s/ Stephen Columbaro -------------------------------- Name: Stephen Columbaro Title: Vice President Institution: COMMERZBANK AG, NEW YORK BRANCH AND GRAND CAYMAN ISLAND BRANCHES by /s/ Douglas I. Glickman -------------------------------- Name: Stephen Columbaro Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: STRONG HIGH YIELD BOND FUND by /s/ Gilbert L. Southwell, III -------------------------------- Name: Gilbert L. Southwell, III Title: Assistant Secretary Institution: STEIN ROE & FARNHAM CLO I LTD. By: Columbia Management Advisors, Inc. (f/k/a/ Stein Roe & Farnham, Incorporated), As Portfolio Manager by /s/ James R. Fellows -------------------------------- Name: James R. Fellows Title: Senior Vice President and Portfolio Manager Institution: AURUM CLO 2002-1 LTD. By: Columbia Management Advisors, Inc. (f/k/a/ Stein Roe & Farnham, Incorporated), As Investment Manager by /s/ James R. Fellows -------------------------------- Name: James R. Fellows Title: Senior Vice President and Portfolio Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: COLUMBIA FLOATING RATE LIMITED LIABILITY COMPANY (f/k/a/ Stein Roe Floating Rate Limited Liability Company) By: Columbia Management Advisors, Inc., As Advisor by /s/ James R. Fellows -------------------------------- Name: James R. Fellows Title: Senior Vice President and Portfolio Manager Institution: BALLYROCK CDO I Limited By: BALLYROCK Investment Advisors LLC, As Collateral Manager by /s/ Lisa Rymut -------------------------------- Name: Lisa Rymut Title: Assistant Treasurer Institution: BLUE SQUARE FUNDING LIMITED SERIES 3 As Renewing Term Lender by /s/ John Pineiro -------------------------------- Name: John Pineiro Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: C-SQUARED CDO LTD. By: TCW Advisors, Inc., as its Portfolio Manager by /s/ Jonathan R. Insull ------------------------------- Name: Jonathan R. Insull Title: Managing Director Institution: CLOSE INTERNATIONAL CUSTODY SERVICES LIMITED RE CYPRESSTREE INTERNATIONAL LOAN HOLDING COMPANY LIMITED By: CYPRESSTREE STRATEGIC DEBT MANAGEMENT CO., INC. as Investment Advisor by /s/ Michelle L. Patterson ------------------------------- Name: Michelle L. Patterson Title: Investment Analyst SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: COOPERATIVE CENTRALE RAIFFEISEN-BOERENLEEN BANK B.A., "RABONBANK NEDERLAND", NEW YORK BRANCH by /s/ Michael R. Phelan --------------------------------- Name: Michael R. Phelan Title: Executive Director by /s/ Brett Delfino --------------------------------- Name: Brett Delfino Title: Executive Director Institution: CONSTANTINUS EATON VANCE CDO V, LTD. By: EATON VANCE MANAGEMENT, INC. AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: Deutsche Bank Trust Company Americas by /s/ Susan L. LeFevre --------------------------------- Name: Susan LeFevre Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: EATON VANCE CDO III, LTD. By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: EATON VANCE CDO IV, LTD. By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: EATON VANCE CDO VI, LTD. By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: EATON VANCE INSTITUTIONAL SENIOR LOAN FUND By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: EATON VANCE LIMITED DURATION INCOME FUND By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: EATON VANCE SENIOR INCOME TRUST By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: EATON VANCE VT FLOATING-RATE INCOME FUND By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: EMERALD ORCHARD LIMITED by /s/ Michelle Manning --------------------------------- Name: Michelle Manning Title: Attorney In Fact Institution: FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR FLOATING RATE HIGH INCOME FUND by /s/ John H. Costello --------------------------------- Name: John H. Costello Title: Assistant Treasurer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: GRAYSON & CO By: BOSTON MANAGEMENT AND RESEARCH AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: HEWETT'S ISLAND CDO, LTD. By: CYPRESSTREE INVESTMENT MANAGEMENT COMPANY, INC. AS PORTFOLIO MANAGER by /s/ Michelle L. Patterson --------------------------------- Name: Michelle L. Patterson Title: Investment Analyst Institution: ING CAPITAL LLC by /s/ William C. James --------------------------------- Name: William C. James Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: LIGHTSPEED CLO LTD. By: TWC ADVISORS, INC. AS AGENT by /s/ Mark L. Gold --------------------------------- Name: Mark L. Gold Title: Managing Director by /s/ Jonathan R. Insull --------------------------------- Name: Jonathan R. Insull Title: Managing Director Institution: LOAN FUNDING CORP. THC by /s/ Michelle Manning --------------------------------- Name: Michelle Manning Title: Attorney In Fact Institution: NUVEEN SENIOR INCOME, FUND, AS A LENDER By: SYMPHONY ASSET MANAGEMENT LLC by /s/ Lenny Mason --------------------------------- Name: Lenny Mason Title: Portfolio manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: OXFORD STRATEGIC INCOME FUND By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Boltthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: SENIOR DEBT PORTFOLIO By: BOSTON MANAGEMENT AND RESEARCH AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: SEQUILS I, LTD. By: TWC ADVISORS, INC. AS ITS COLLATERAL MANAGER by /s/ Mark L. Gold --------------------------------- Name: Mark L. Gold Title: Managing Director by /s/ Jonathan R. Insull --------------------------------- Name: Jonathan R. Insull Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SEQUILS IV, LTD. By: TWC ADVISORS, INC. AS ITS COLLATERAL MANAGER by /s/ Mark L. Gold --------------------------------- Name: Mark L. Gold Title: Managing Director by /s/ Jonathan R. Insull --------------------------------- Name: Jonathan R. Insull Title: Managing Director Institution: TWC SELECT LOAN FUND, LIMITED By: TWC ADVISORS, INC. AS ITS COLLATERAL MANAGER by /s/ Mark L. Gold --------------------------------- Name: Mark L. Gold Title: Managing Director by /s/ Jonathan R. Insull --------------------------------- Name: Jonathan R. Insull Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: THE BANK OF NOVA SCOTIA by /s/ Ian A. Hodgart --------------------------------- Name: Ian A. Hodgart Title: Authorized Signatory Institution: TOLLI & CO. By: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR by /s/ Michael B. Botthof --------------------------------- Name: Michael B. Botthof Title: Vice President Institution: TORONTO DOMINION (NEW YORK), INC. by /s/ Michelle Manning --------------------------------- Name: Michelle Manning Title: Vice President Institution: TRUMBULL THC, LTD. by /s/ Michelle Manning --------------------------------- Name: Michelle Manning Title: Attorney In Fact SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: UNION BANK OF CALIFORNIA, N.A. by /s/ Christopher Freeman --------------------------------- Name: Christopher Freeman Title: Assistant Vice President Institution: AZB DEBT MANAGEMENT, LTD. by /s/ Hillary Patterson --------------------------------- Name: Hillary Patterson Title: Vice President by /s/ Joseph S. Augustini --------------------------------- Name: Joseph S. Augustini Title: Vice President Institution: AIM FLOATING RATE FUND By: INVESCO SENIOR SECURED MANAGEMENT INC. AS SUB-ADVISOR by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: ALLIED IRISH BANK PLC by /s/ Hillary Patterson --------------------------------- Name: Hillary Patterson Title: Vice President by /s/ Joseph S. Augustini --------------------------------- Name: Joseph S. Augustini Title: Vice President Institution: AMMC CDO II, LIMITED By: AMERICAN MONEY MANAGEMENT CORP. AS COLLATERAL MANAGER by /s/ David P. Meyer --------------------------------- Name: David P. Meyer Title: Vice President Institution: APEX (TRIMANN) CDO I, LTD. By: TRIMANN ADVISORS, L.L.C. by /s/ David M. Millison --------------------------------- Name: David M. Millison Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: AVALON CAPITAL LTD. By: INVESCO SENIOR SECURED MANAGEMENT, INC. AS PORTFOLIO ADVISOR by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory Institution: AVALON CAPITAL LTD. 2 By: INVESCO SENIOR SECURED MANAGEMENT, INC. AS PORTFOLIO ADVISOR by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory Institution: BANK OF AMERICA, N.A. by /s/ Robert Klawinski --------------------------------- Name: Robert Klawinski Title: Managing Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: BANK ONE, NA by /s/ Clifton Chang --------------------------------- Name: Clifton Chang Title: Managing Director Institution: BAVARIA TRR CORPORATION by /s/ Lori Gebron --------------------------------- Name: Lori Gebron Title: Vice President Institution: BRAYMORE & CO. By: BEAR STEARNS ASSET MANAGEMENT AS ITS ATTORNEY-IN-FACT By /s/ Nigel D. Rosenzwig --------------------------------- Name: Nigel D. Rosenzwig Title: Associate Director Institution: BINGHAM CDO L.P. by /s/ Kaitlin Trinh --------------------------------- Name: Kaitlin Trinh Title: Fund Controller SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: CHARTER VIEW PORTFOLIO By: INVESCO SENIOR SECURED MANAGEMENT, INC. AS INVESTMENT ADVISOR by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory Institution: CHIRON CDO II, LTD. by /s/ Wink Mora --------------------------------- Name: Wink Mora Title: Executive Director Institution: CITICORP INSURANCE AND INVESTMENT TRUST By: Travelers Asset Management International Company, LLC by /s/ Allen Cantrell --------------------------------- Name: Allen Cantrell Title: Investment Officer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: CITIGROUP INVESTMENTS CORPORATE LOAN FUND INC. By: Travelers Asset Management International Company, LLC by /s/ Allen Cantrell --------------------------------- Name: Allen Cantrell Title: Investment Officer Institution: COLUMBUS LOAN FUNDING LTD. By: Travelers Asset Management International Company, LLC by /s/ Allen Cantrell --------------------------------- Name: Allen Cantrell Title: Investment Officer Institution: CONTINENTAL CASUALTY COMPANY by /s/ Marilou R. McGirr --------------------------------- Name: Marilou R. McGirr Title: Vice President and Assistant Treasurer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: DIVERSIFIED CREDIT PORTFOLIO LTD. By: INVESCO Senior Secured Management, Inc., as Investment Advisor by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory Institution: ELF Funding Trust I By: Highland Capital Management, L.P., as Capital Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: Erste Bank New York by /s/ Robert L. Wegman --------------------------------- Name: Robert L. Wegman Title: Vice President by /s/ Brian J. Lynch --------------------------------- Name: Brian J. Lynch Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: FOXE BASIN CLO 2003, LTD. By: Royal Bank of Canada as Collateral Manager by /s/ Melissa Marano --------------------------------- Name: Melissa Marano Title: Authorized Signatory Institution: Franklin CLO I, Limited by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: Franklin CLO II, Limited by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: Franklin CLO III, Limited by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: FRANKLIN CLO IV, LIMITED by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: FRANKLIN FLOATING RATE DAILY ACCESS FUND by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: Franklin Floating Rate Master Series by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: Franklin Floating Rate Trust by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: FRANKLIN TEMPLETON LIM. DURATION INCOME TRUST by /s/ Richard D'Addario --------------------------------- Name: Richard D'Addario Title: Senior Vice President Institution: HCM US LOANS MAC 43, LTD. --------------------------------- By: Highland Capital Management, L.P., as Attorney-in-Fact by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: Gallatin Funding I Ltd. By: Bear Stearns Asset Management Inc. as its Collateral Manager by /s/ Nigel D. Rosenzwig --------------------------------- Name: Nigel D. Rosenzwig Title: Assistant Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Goldentree Loan Opportunities I, Limited Goldentree Asset Management, LP by /s/ Frederick S. Haddad --------------------------------- Name: Frederick S. Haddad Title: Portfolio Manager Institution: Goldentree Loan Opportunities II, Limited Goldentree Asset Management, LP by /s/ Frederick S. Haddad --------------------------------- Name: Frederick S. Haddad Title: Portfolio Manager Institution: Grayston CLO 2001-01 Ltd. --------------------------------- By: Bear Stearns Asset Management Inc. as its Collateral Manager by /s/ Nigel D. Rosenzwig --------------------------------- Name: Nigel D. Rosenzwig Title: Assistant Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: HCM US LOANS MAC 43, LTD. By: Highland Capital Management, L.P., as Attorney-in-Fact by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: Highland Legacy Limited By: Highland Capital Management, as Collateral Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: Highland Loan Funding V Ltd. By: Highland Capital Management, L.P., as Collateral Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Highland Offshore Partners L.P. By: Highland Capital Management, L.P., as Collateral Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: INDOSUEZ CAPITAL FUNDING VI, LIMITED By: Indosuez Capital as Collateral Manager by /s/ Charles Kobayashi --------------------------------- Name: Charles Kobayashi Title: Principal and Portfolio Manager Institution: INVESCO EUROPEAN CDO I S.A. By: INVESCO Senior Secured Management, Inc., as Collateral Manager by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: LCM I Limited Partnership By: Lyon Capital Management as Collateral Manager by /s/ F. Tavangar --------------------------------- Name: F. Tavangar Title: Senior Portfolio Manager Institution: LCM II Limited Partnership By: Lyon Capital Management as Attorney-in-Fact by /s/ F. Tavangar --------------------------------- Name: F. Tavangar Title: Senior Portfolio Manager Institution: LOAN FUNDING IV, LLC By: Highland Capital Management, L.P., as Portfolio Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Longhorn CDO (Cayman) LTD By: Merrill Lynch Investment Managers, L.P. as Investment Advisor by /s/ Greg Spencer --------------------------------- Name: Greg Spencer Title: Authorized Signatory Institution: Longhorn CDO II, LTD By: Merrill Lynch Investment Managers, L.P. as Investment Advisor by /s/ Greg Spencer --------------------------------- Name: Greg Spencer Title: Authorized Signatory Institution: Longhorn CDO III, LTD By: Merrill Lynch Investment Managers, L.P. as Investment Advisor by /s/ Greg Spencer --------------------------------- Name: Greg Spencer Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: MERRILL LYNCH PRIME RATE PORTFOLIO By: Merrill Lynch Investment Managers, L.P. as Investment Advisor by /s/ Greg Spencer --------------------------------- Name: Greg Spencer Title: Authorized Signatory Institution: MASTER SENIOR FLOATING RATE TRUST by /s/ Greg Spencer --------------------------------- Name: Greg Spencer Title: Authorized Signatory Institution: Madison Ave CDO III, Limited, c/o Metropolitan Life Insurance Company as Collateral Manager By /s/ James R. Dingler --------------------------------- Name: James R. Dingler Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Madison Ave CDO IV, Limited, c/o Metropolitan Life Insurance Company as Collateral Manager by /s/ James R. Dingler --------------------------------- Name: James R. Dingler Title: Director Institution: Metropolitan Life Insurance Company by /s/ James R. Dingler --------------------------------- Name: James R. Dingler Title: Director Institution: National Australia Bank Limited by /s/ Gerald Wight --------------------------------- Name: Gerald Wight Title: Director Institution: National City Bank by /s/ Christian Kalmbach --------------------------------- Name: Christian Kalmbach Title: Senior Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: OCTAGON INVESTMENT PARTNERS II, LLC By: Octagon Credit Investors, LLC as sub-Investment manager by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager Institution: OCTAGON INVESTMENT PARTNERS III, LTD By: Octagon Credit Investors, LLC as Portfolio Manager by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: OCTAGON INVESTMENT PARTNERS IV, LLC By: Octagon Credit Investors, LLC as collateral manager by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager Institution: OCTAGON INVESTMENT PARTNERS V, LTD. By: Octagon Credit Investors, LLC as Portfolio Manager by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager Institution: OCTAGON INVESTMENT PARTNERS VI, LTD. By: Octagon Credit Investors, LLC as collateral manager by /s/ Andrew D. Gordon --------------------------------- Name: Andrew D. Gordon Title: Portfolio Manager SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: Orix Finance Corp. I by /s/ Christopher L. Smith --------------------------------- Name: Christopher L. Smith Title: Authorized Representative Institution: Restoration Funding CLO, LTD. By: Highland Capital Management, L.P. as Collateral Manager by /s/ Mark Okada --------------------------------- Name: Mark Okada Title: Chief Investment Officer Institution: SAGAMORE CLO LTD. By: INVESCO Senior Secured Management, Inc., as Collateral Manager by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SARATOGA CLO I LIMITED By: INVESCO Senior Secured Management, Inc., as Asset Manager by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory Institution: SEQUILS-Glace Bay, Ltd. By: Royal Bank of Canada as Collateral Manager by /s/ Melissa Marano --------------------------------- Name: Melissa Marano Title: Authorized Signatory Institution: SEQUILS-LIBERTY, LTD. By: INVESCO Senior Secured Management, Inc. as Collateral Manager by /s/ Scott Baskind --------------------------------- Name: Scott Baskind Title: Authorized Signatory SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: SIERRA CLO I by /s/ John M. Casparian --------------------------------- Name: John M. Casparian Title: Chief Operating Officer Institution: SunAmerica Life Insurance Company by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President Institution: Galaxy CLO 1999, Ltd. by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President Institution: Galaxy CLO 2003-1, Ltd. by /s/ W. Jeffrey Baxter --------------------------------- Name: W. Jeffrey Baxter Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: The Governor and Company of the Bank of Ireland by /s/ Tom Hayes --------------------------------- Name: Tom Hayes Title: Authorized Signatory Institution: The Royal Bank of Scotland PLC by /s/ Curtis D. Lueker --------------------------------- Name: Curtis D. Lueker Title: Vice President Institution: THE TRAVELERS INSURANCE COMPANY by /s/ Allen Cantrell --------------------------------- Name: Allen Cantrell Title: Investment Officer Institution: TRANSAMERICA LIFE INSURANCE AND ANNUITY COMPANY by /s/ John Bailey --------------------------------- Name: John Bailey Title: Vice President SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: TRANSAMERICA OCCIDENTAL LIFE INSURANCE COMPANY by /s/ John Bailey --------------------------------- Name: John Bailey Title: Vice President Institution: VENTURE CDO 2002, LIMITED By: its investment advisor, Barclays Capital Asset Management Limited, By its sub-advisor, Barclays Bank PLC, New York Branch by /s/ Michael G. Regan --------------------------------- Name: Michael G. Regan Title: Director Institution: VENTURE II CDO 2002, LIMITED By: its investment advisor, Barclays Bank PLC, New York Branch by /s/ Michael G. Regan --------------------------------- Name: Michael G. Regan Title: Director SIGNATURE PAGE FOR FIRST AMENDMENT TO DEX MEDIA WEST LLC CREDIT AGREEMENT To approve this Amendment: Institution: VENTURE III CDO LIMITED by /s/ Michael G. Regan --------------------------------- Name: Michael G. Regan Title: Director