SECOND AMENDMENT

EX-10.1 2 dex101.htm SECOND AMENDMENT, DATED MARCH 18, 2010, TO THE CREDIT AGREEMENT Second Amendment, dated March 18, 2010, to the Credit Agreement

Exhibit 10.1

SECOND AMENDMENT

SECOND AMENDMENT, dated as of March 18, 2010 (this “Amendment”), to the Credit Agreement, dated as of March 7, 2007 (as amended, supplemented or modified from time to time, the “Credit Agreement”), among Domtar Corporation, a Delaware corporation (the “Parent Borrower”), Domtar Paper Company, LLC, a Delaware limited liability company, Domtar Inc., a Canadian corporation, the banks and other financial institutions or entities from time to time party thereto, Bank of America, N.A., Royal Bank of Canada and The Bank of Nova Scotia, as co-documentation agents, Morgan Stanley Senior Funding, Inc., as syndication agent, and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

W I T N E S S E T H:

WHEREAS, the Parent Borrower has requested that amendments be made to the Credit Agreement as provided herein; and

WHEREAS, the Administrative Agent and the Lenders are willing to effect such amendments, but only on the terms and conditions set forth herein.

NOW, THEREFORE, the parties hereto hereby agree as follows:

I. Defined Terms. Terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement.

II. Amendment to Section 7.14 (Optional Payments and Modifications of Certain Debt Instruments) of the Credit Agreement. Section 7.14 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

The Parent Borrower will not, and will not permit any of its Subsidiaries to, (a) make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to Material Indebtedness other than with the proceeds of, or in exchange for, Permitted Refinancing Indebtedness; or (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of any Material Indebtedness or any Permitted Refinancing Indebtedness if any such amendment, modification or waiver or other change, taken as a whole, is materially adverse to the interests of the Lenders, except the Parent Borrower and any of its Subsidiaries may, at any time and from time to time, make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to all or a portion of the 7.875% Debentures due 2011, the 5.375% Notes due 2013, the 7.125% Notes due 2015, the 9.5% Notes due 2016 and the 10.75% Notes due 2017 so long as, at the time thereof and after giving effect thereto (including, for the avoidance of doubt, the use of proceeds of any Revolving Loans or Swingline Loans borrowed in connection therewith), (i) the Consolidated Senior Secured Leverage Ratio determined on a pro forma basis is equal to or less than 1.50 to 1.00, (ii) the aggregate Available Revolving Commitments is equal to or more than 50% of the Revolving Commitments and (iii) no Default or Event of Default shall have occurred and be continuing.

III. Conditions to Effectiveness. This Amendment shall become effective on the date (the “Amendment Effective Date”) when the Borrowers, the Administrative Agent and the Required Lenders shall have executed and delivered this Amendment to the Administrative Agent.

2

 

IV. General.

1. Consideration. The Parent Borrower agrees to pay to the Administrative Agent for the account of each Lender that executes and delivers its signature page to the Administrative Agent no later than 5:00 p.m. (ET) on March 19, 2010 an amendment fee equal to 0.25% of such Lender’s Revolving Commitment and Term Loans then outstanding, with such payment to be made no later than March 22, 2010.

2. Representations and Warranties. To induce the Lenders to enter into this Amendment, the Borrowers hereby represent and warrant to all of the Lenders as of the Amendment Effective Date (after giving effect to this Amendment) that:

(a) No Default or Event of Default shall have occurred and be continuing; and

(b) The representations and warranties made by any Loan Party in and pursuant to the Loan Documents are true and correct in all material respects, after giving effect to this Amendment, on and as of the Amendment Effective Date as if made on and as of the Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date.

3. Payment of Expenses. The Parent Borrower agrees to pay and reimburse the Administrative Agent for all of its reasonable out-of-pocket costs and expenses incurred in connection with this Amendment, including without limitation, the reasonable fees and disbursement of one primary counsel to the Administrative Agent (and if necessary or, in the reasonable judgment of the Administrative Agent, advisable, one local counsel in each relevant jurisdiction (which, for the avoidance of doubt, may include Canada)).

4. No Other Modifications; Confirmation. Except as expressly modified hereby, the provisions of the Credit Agreement are and shall remain in full force and effect. Nothing herein shall be deemed to entitle the Borrowers 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 Loan Document in similar or different circumstances.

5. 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.

(b) 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. Delivery of an executed signature page of this Amendment by facsimile transmission shall be effective as delivery of a manually executed counterpart hereof.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective proper and duly authorized officers as of the day and year first above written.

[Lender Signature Pages Provided Separately]

BANK OF AMERICA, N.A.,

as Co-Documentation Agent and as a Lender

By:   /s/ Michael Balok

Name:

Title:

  

Michael Balok

Senior Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ROYAL BANK OF CANADA,

as Co-Documentation Agent and as a Lender

By:   /s/ Suzanne Kaicher

Name:

Title:

  

Suzanne Kaicher

Attorney In Fact

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

THE BANK OF NOVA SCOTIA,

as Co-Documentation Agent and as a Lender

By:   /s/ J.F. Todd

Name:

Title:

  

J.F. Todd

Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

MORGAN STANLEY SENIOR FUNDING, INC.,

as Syndication Agent and as a Lender

By:   /s/ Ryan Vetsch

Name:

Title:

  

Ryan Vetsch

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent and as a Lender

By:   /s/ Peter S. Predun

Name:

Title:

  

Peter S. Predun

Executive Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Genesis CLO 2007-I Ltd.

As a Lender

By:   Ore Hill Partners as Collateral Manager
By:   /s/ Claude Baum

Name:

Title:

  

Claude Baum

General Counsel

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Rabobank Nederland, Canadian Branch
By:   /s/ Raj Joshi

Name:

Title:

  

Raj Joshi

Vice President

By:

  

/s/ Rommel J. Domingo

Name:

Title:

  

Rommel J. Domingo

Executive Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

The Sumitomo Trust and Banking Co., Ltd.,

New York Branch

By:   /s/ Frances E. Wynne

Name:

Title:

  

Frances E. Wynne

Senior Director

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LANDESBANK BADEN-WURTTEMBERG, NEW YORK AND/OR CAYMAN ISLANDS BRANCH

By:   /s/ Francois Delangle

Name:

Title:

  

Francois Delangle

VP

 

By:

  

/s/ Ralf Enders

Name:

Title:

  

Ralf Enders

AVP

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ACA CLO 2005-1, LTD                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

ACA CLO 2006-1, LTD.                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

ACA CLO 2006-2, LTD.                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

ACA CLO 2007-1, LTD.                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos CDO I                                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos CDO II                                  

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Apidos CDO III                    

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos CDO IV                      

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos Quattro CDO            

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos CDO V                      

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

Apidos Cinco CDO                

By its investment adviser Apidos Capital Management, LLC.

By:   /s/ Vincent Ingato

Name:

Title:

  

Vincent Ingato

Managing Director

 

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

GOLDMAN SACHS CREDIT PARTNERS L.P.
By:   /s/ Andrew Caditz

Name:

Title:

  

Andrew Caditz

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BLUEMOUNTAIN CLO I LTD.
By:   BLUEMOUNTAIN CAPITAL MANAGEMENT LLC.
Its Collateral Manager
 
By:   /s/ Michael Abatemarco

Name:

Title:

  

Michael Abatemarco

Associate

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BLUEMOUNTAIN CLO II LTD.
By:   BLUEMOUNTAIN CAPITAL MANAGEMENT LLC.
Its Collateral Manager
 
By:   /s/ Michael Abatemarco

Name:

Title:

  

Michael Abatemarco

Associate

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BLUEMOUNTAIN CLO III LTD.
By:   BLUEMOUNTAIN CAPITAL MANAGEMENT LLC.
Its Collateral Manager
 
By:   /s/ Michael Abatemarco

Name:

Title:

  

Michael Abatemarco

Associate

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BABSON CLO LTD. 2004-II

BABSON CLO LTD. 2004-I

BABSON CLO LTD. 2005-II

BABSON CLO LTD. 2005-I

SAPPHIRE VALLEY CDO I, LTD.

SUFFIELD CLO, LIMITED

BABSON CLO LTD. 2005-III

BABSON CLO LTD. 2006-I

BABSON CLO LTD. 2006-II

BABSON CLO LTD. 2007-I

BABSON CLO LTD. 2008-I

BABSON CLO LTD. 2008-II

BABSON LOAN OPPORTUNITY CLO, LTD

By:   Babson Capital Management LLC as Collateral Manager
 
By:   /s/ Casey McKinney
 

Casey McKinney

Director

 

MAPLEWOOD (CAYMAN) LIMITED

CASCADE INVESTMENT L.L.C

By:   Babson Capital Management LLC as Investment Manager
 
By:   /s/ Casey McKinney
 

Casey McKinney

Director

 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

MASSMUTUAL ASIA LIMITED

BILL & MELINDA GATES FOUNDATION TRUST

C.M. LIFE INSURANCE COMPANY

By:   Babson Capital Management LLC as Investment Adviser
 
By:   /s/ Casey McKinney
 

Casey McKinney

Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LATITUDE CLO II, LTD
By:   /s/ Kirk Wallace

Name:

Title:

  

Kirk Wallace

Senior Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LATITUDE CLO III, LTD
By:   /s/ Kirk Wallace

Name:

Title:

  

Kirk Wallace

Senior Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WhiteHorse I, Ltd.

By WhiteHorse Capital Partners L.P.

As collateral manager

By WhiteRock Asset Advisor, LLC, its G.P.

 

By:   /s/ Jay Carvell

Name:

Title:

  

Jay Carvell, CFA

Portfolio Manager

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WhiteHorse II, Ltd.

By WhiteHorse Capital Partners L.P.

As collateral manager

By WhiteRock Asset Advisor, LLC, its G.P.

 

By:   /s/ Jay Carvell

Name:

Title:

  

Jay Carvell, CFA

Portfolio Manager

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WhiteHorse V, Ltd.

By WhiteHorse Capital Partners L.P.

As collateral manager

By WhiteRock Asset Advisor, LLC, its G.P.

 

By:   /s/ Jay Carvell

Name:

Title:

  

Jay Carvell, CFA

Portfolio Manager

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Del Mar CLO I, Ltd

By: Caywood-Scholl Capital Management

As Collateral Manager

 

By:   /s/ Tom Saake

Name:

Title:

  

Tom Saake

Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

DEUTSCHE BANK TRUST COMPANY AMERICAS
By:   /s/ Enrique Landaeta

Name:

Title:

  

Enrique Landaeta

Vice President

By:   /s/ Erin Morrissey

Name:

Title:

  

Erin Morrissey

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Monumental Life Insurance Company

[Name of Lender]

By:   /s/ John Bailey

Name:

Title:

  

John Bailey

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Avenue CLO IV, LTD.

Avenue CLO V, LTD.

Avenue CLO VI, LTD.

By:   ING Alternative Asset Management LLC, as its investment manager
By:   /s/ James L Essert

Name:

Title:

  

James L Essert

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ColumbusNova CLO Ltd. 2006-II
[Name of Lender]

 

By:   /s/ Benjamin Peterson

Name:

Title:

  

Benjamin Peterson

Associate Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ColumbusNova CLO Ltd. 2007-I
[Name of Lender]

 

By:   /s/ Benjamin Peterson

Name:

Title:

  

Benjamin Peterson

Associate Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ColumbusNova CLO IV Ltd. 2007-II
[Name of Lender]

 

By:   /s/ Benjamin Peterson

Name:

Title:

  

Benjamin Peterson

Associate Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CREDIT SUISSE LOAN FUNDING LLC

Name of Lender

By:   /s/ Ian Landow

Name:

Title:

  

Ian Landow

Authorized Signatory

 

By:   /s/ Robert Healey

Name:

Title:

  

Robert Healey

Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LightPoint CLO III, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LightPoint CLO IV, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LightPoint CLO V, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LightPoint CLO VII, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LightPoint CLO VIII, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Airlie CLO 2006-I, Ltd

[Name of Lender]

By Neuberger Berman Fixed Income LLC as collateral manager for the lender

By:   /s/ Colin Donlan

Name:

Title:

  

Colin Donlan

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Mega International Commercial Bank Co., Ltd.

New York Branch

By:   /s/ Priscilla Hsing

Name:

Title:

  

Priscilla Hsing

VP & DGM

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

NAVIGARE FUNDING I CLO LTD

By: Navigare Partners LLC

Its collateral manager

By:   /s/ Joel G. Serebransky
Name:   Joel G. Serebransky
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

NAVIGARE FUNDING II CLO LTD

By: Navigare Partners LLC

as collateral manager

By:   /s/ Joel G. Serebransky
Name:   Joel G. Serebransky
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

NAVIGARE FUNDING III CLO LTD

By: Navigare Partners LLC

as collateral manager

By:   /s/ Joel G. Serebransky
Name:   Joel G. Serebransky
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

[Name of Lender]

FIRST TRUST/FOUR CORNERS SENIOR

FLOATING RATE INCOME FUND

By: Four Corners Capital Management, LLC

As Sub-Adviser

By:   /s/ John Heitkemper
  John Heitkemper
  Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

[Name of Lender]

FIRST TRUST/FOUR CORNERS SENIOR

FLOATING RATE INCOME FUND II

By: Four Corners Capital Management, LLC

As Sub-Adviser

By:   /s/ John Heitkemper
  John Heitkemper
  Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

[Name of Lender]

FOUR CORNERS CLO 2005-I, Ltd.

By: Four Corners Capital Management, LLC

As Collateral Manager

By:   /s/ John Heitkemper
  John Heitkemper
  Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

[Name of Lender]

FOUR CORNERS CLO III, Ltd.

By: Macquarie Funds Group

FKA Four Corners Capital Management, LLC

As Collateral Manager

Title:   Vice President
By:   /s/ John Heitkemper
Name:   John Heitkemper

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Franklin CLO VI, Limited
By:   /s/ Guang Alex Yu
Name:   Guang Alex Yu, Franklin Advisers, Inc. as Collateral Manager
Title:   Vice President
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Franklin Floating Rate Daily Access Fund
By:   /s/ Richard Hsu
Name:   Richard Hsu
Title:   Vice President
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Franklin Floating Rate Master Series
By:   /s/ Richard Hsu
Name:   Richard Hsu
Title:   Vice President
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Franklin Templeton Series II Funds Franklin Floating Rate II Fund
By:   /s/ Richard Hsu

Name:

Title:

  

Richard Hsu

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

PROTECTIVE LIFE INSURANCE COMPANY
By:   /s/ Jared Wingard

Name:

Title:

  

Jared Wingard

Assistant Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CITIBANK, N.A. as a Lender
By:   /s/ George F. Van

Name:

Title:

  

George F. Van

Managing Director

212 ###-###-####

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

MORGAN STANLEY BANK, N.A., as Lender,
By:   /s/ Ryan Vetsch

Name:

Title:

  

Ryan Vetsch

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

QUALCOMM Global Trading, Inc.

By: Morgan Stanley Investment

Management Inc. as Investment Manager

By:   /s/ Ryan Kommers

Name:

Title:

  

Ryan Kommers

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

MSIM Peconic Bay, Ltd..

By: Morgan Stanley Investment

Management Inc. as Collateral Manager

By:   /s/ Ryan Kommers

Name:

Title:

  

Ryan Kommers

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Morgan Stanley Investment

Management Croton, Ltd.

By: Morgan Stanley Investment Management Inc. as Collateral Manager

By:   /s/ Ryan Kommers

Name:

Title:

  

Ryan Kommers

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Confluent 3 Limited

By: Morgan Stanley Investment Management Inc.

as Investment Manager

By:   /s/ Ryan Kommers

Name:

Title:

  

Ryan Kommers

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Ameriprise Certificate
Company
By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Assistant Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

California Public Employees’ Retirement System

By: RiverSource Investments, LLC, its agent

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Assistant Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Cent CDO 10 Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Cent CDO XI, Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Cent CDO 12 Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Cent CDO 14 Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Cent CDO 15 Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Assistant Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Centurion CDO VI, Ltd.

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Centurion CDO VII Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Centurion CDO 8 Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Centurion CDO 9, Limited

By: RiverSource Investments, LLC as Collateral Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

RiverSource Institutional Leveraged Loan Fund II, L.P.

By: RiverSource Investments, LLC As Investment Manager

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Director of Operations

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

RiverSource Strategic Allocation Series, Inc.

- RiverSource Strategic Income Allocation Fund

By:   /s/ Robin C. Stancil

Name:

Title:

  

Robin C. Stancil

Assistant Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   N/A

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CIBC INC.
By:   /s/ Dominic J. Sorresso

Name:

Title:

  

Dominic J. Sorresso

Executive Director

 
 

CIBC World Markets Corp.

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WELLS FARGO ADVANTAGE SHORT-TERM HIGH YIELD BOND FUND

      [Name of Lender]

WELLS CAPITAL MANAGEMENT
By:   /s/ Gilbert L. Southwell III

Name:

Title:

  

Gilbert L. Southwell III

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CITIBANK, N.A., Canadian Branch
By:   /s/ Isabelle Côté

Name:

Title:

  

Isabelle Côté

Authorized Officer

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

ERSTE GROUP BANK AG,

By:   /s/ Brandon A. Meyerson

Name:

Title:

  

Brandon A. Meyerson

Director

Erst Group Bank AG

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   /s/ Bryan J. Lynch

Name:

Title:

  

Bryan J. Lynch

Executive Director

Erst Group Bank AG

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BOSTON HARBOR CLO 2004-1, Ltd.
  /s/ Beth Mazor

By:

Title:

  

Beth Mazor

V.P.

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Galaxy III CLO, Ltd

By: PineBridge Investments LLC.

its Collateral Manager

 

Galaxy VI CLO, LTD

By: PineBridge Investments LLC.

its Collateral Manager

 

Galaxy VIII CLO, LTD

By: PineBridge Investments LLC.

its Collateral Manager

[Name of Lenders]
By:   /s/ Steven S. Oh

Name:

Title:

  

Steven S. Oh

Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Farm Credit Services of America, PCA

By:   /s/ Bruce Dean

Name:

Title:

  

Bruce Dean

Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

FARM CREDIT BANK OF TEXAS
By:   /s/ Chris M. Levine

Name:

Title:

  

Chris M. Levine

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CANADIAN IMPERIAL BANK OF COMMERCE
By:   /s/ Peter Rawlins

Name:

Title:

  

Peter Rawlins

Executive Director

 

By:   /s/ Jens Paterson

Name:

Title:

  

Jens Paterson

Executive Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

RAYMOND JAMES BANK, FSB
By:   /s/ Kathy Bennett

Name:

Title:

  

Kathy Bennett

VP

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

DEUTSCHE BANK AG, CANADA BRANCH

[Name of Lender]

By:   /s/ Rod O’Hara

Name:

Title:

  

Rod O’Hara

Director

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   /s/ Marcellus Leung

Name:

Title:

  

Marcellus Leung

Assistant Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

NATIONAL BANK OF CANADA
By:   /s/ Roch Ledoux

Name:

Title:

  

Roch Ledoux

Directeur - Director

 

By:   /s/ Alain Aubin

Name:

Title:

  

Alain Aubin

Directeur - Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

  
General Electric Capital Corporation

 

By:   /s/ Jose Derisi

Name:

Title:

  

Jose Derisi

Duly Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Fidelity Advisor Series I: Fidelity Advisor Floating Rate High Income Fund
By:   /s/ Jeffrey Christian

Name:

Title:

  

Jeffrey Christian

Deputy Treasurer

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Four Corners CLO II, Ltd.
[Name of Lender]

 

By:   /s/ Patrick M. Cook

Name:

Title

  

Patrick M. Cook

Assistant Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   NA

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

DZ BANK AG

Deutsche Zentral-Genossenschaftsbank

Frankfurt am Main

New York Branch

By:   /s/ Paul Fitzpatrick

Name:

Title:

  

Paul Fitzpatrick

Vice President

By:   /s/ Cedric Probst

Name:

Title:

  

Cedric Probst

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Ares Management LLC

 

ARES IIIR/IVR CLO LTD.

 

BY: ARES CLO MANAGEMENT IIIR/IVR, L.P., ITS ASSET MANAGER

 

BY: ARES CLO GP IIIR/IVR, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

    

ARES VIR CLO LTD.

 

BY: ARES CLO MANAGEMENT VIR, L.P., ITS INVESTMENT MANAGER

 

BY: ARES CLO GP VIR, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

By:   /s/ Seth J. Brufsky     By:   /s/ Seth J. Brufsky

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

    

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

 

 

ARES IX CLO LTD.

 

BY: ARES CLO MANAGEMENT IX, L.P., ITS INVESTMENT MANAGER

 

BY: ARES CLO GP IX, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

    

ARES X CLO LTD.

 

BY: ARES CLO MANAGEMENT X, L.P., ITS INVESTMENT MANAGER

 

BY: ARES CLO GP X, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

By:   /s/ Seth J. Brufsky     By:   /s/ Seth J. Brufsky

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

    

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

 

 

ARES XI CLO LTD.

 

BY: ARES CLO MANAGEMENT XI, L.P., ITS ASSET MANAGER

 

BY: ARES CLO GP XI, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

    

ARES XII CLO LTD.

 

BY: ARES CLO MANAGEMENT XII, L.P., ITS ASSET MANAGER

 

BY: ARES CLO GP XII, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

By:   /s/ Seth J. Brufsky     By:   /s/ Seth J. Brufsky

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

    

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CONFLUENT 2 LIMITED

 

BY: ARES PRIVATE ACCOUNT MANAGEMENT I, L.P., AS SUB-MANAGER

 

BY: ARES PRIVATE ACCOUNT MANAGEMENT I GP, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

    

ARES ENHANCED LOAN INVESTMENT STRATEGY IR LTD.

 

BY: ARES ENHANCED LOAN MANAGEMENT IR, L.P., AS PORTFOLIO MANAGER

 

BY: ARES ENHANCED LOAN IR GP, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

By:   /s/ Seth J. Brufsky     By:   /s/ Seth J. Brufsky

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

    

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

 

 

ARES ENHANCED LOAN INVESTMENT STRATEGY II, LTD.

 

BY: ARES ENHANCED LOAN MANAGEMENT II, L.P., ITS PORTFOLIO MANAGER

 

BY: ARES ENHANCED LOAN II GP, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

    

ARES ENHANCED LOAN INVESTMENT STRATEGY III LTD.

 

BY: ARES ENHANCED LOAN MANAGEMENT III, L.P., ITS PORTFOLIO MANAGER

 

BY: ARES ENHANCED LOAN III GP, LLC, ITS GENERAL PARTNER

 

BY: ARES MANAGEMENT LLC, ITS MANAGER

By:   /s/ Seth J. Brufsky     By:   /s/ Seth J. Brufsky

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

    

Name:

Title:

  

Seth J. Brufsky

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WESTLB AG, NEW YORK BRANCH

as a Lender

By:   /s/ Duncan Robertson
Name:   Duncan Robertson
Title:   Executive Director

 

By:   /s/ Brendan McGlynn
Name:   Brendan McGlynn
Title:   Manager

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BANK OF MONTREAL
By:   /s/ Fabrice Magini
Name:   Fabrice Magini
Title:   Associate

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   /s/ Bruno Jarry
Name:   Bruno Jarry
Title:   Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

BANK OF MONTREAL, CHICAGO BRANCH
By:   /s/ Joseph W. Linder
Name:   Joseph W. Linder
Title:   Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

TORONTO DOMINION (TEXAS) LLC as U.S. Lender
By:   /s/ Jackie Barrett

Name:

Title:

  

Jackie Barrett

Authorized Signatory

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

    Clydesdale CLO 2006, Ltd.

NOMURA CORPORATE RESEARCH

AND ASSET MANAGEMENT INC.

AS

INVESTMENT MANAGER

     By:   /s/ Richard W. Stewart
   

Name:

Title:

  

Richard W. Stewart

Managing Director

 

    FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
    By:    
    Name:  
    Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

    Clydesdale CLO 2005, Ltd.

NOMURA CORPORATE RESEARCH

AND ASSET MANAGEMENT INC.

AS

INVESTMENT MANAGER

     By:   /s/ Richard W. Stewart
   

Name:

Title:

  

Richard W. Stewart

Managing Director

 

    FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
    By:    
    Name:  
    Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

    Clydesdale Strategic CLO I, Ltd.

NOMURA CORPORATE RESEARCH

AND ASSET MANAGEMENT INC.

AS

INVESTMENT MANAGER

     By:   /s/ Richard W. Stewart
   

Name:

Title:

  

Richard W. Stewart

Managing Director

 

    FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
    By:    
    Name:  
    Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

    Clydesdale CLO 2004, Ltd.

NOMURA CORPORATE RESEARCH

AND ASSET MANAGEMENT INC.

AS

INVESTMENT MANAGER

     By:   /s/ Richard W. Stewart
   

Name:

Title:

  

Richard W. Stewart

Managing Director

 

    FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
    By:    
    Name:  
    Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE II CDO 2002, LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE III CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE IV CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE V CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE VI CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE VII CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE VIII CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VENTURE IX CDO LIMITED

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

VISTA LEVERAGED INCOME FUND

By its investment advisor,

MJX Asset Management LLC, as a Lender

By:   /s/ Atha Baugh
Name:   Atha Baugh
Title:   Managing Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

WG HORIZONS CLO I
By:  

West Gate Horizons Advisors LLC,

as Investment Manager

By:   /s/ Robert Cohen
Name:   Robert Cohen
Title:   Senior Credit Analyst

 

OCEAN TRAILS CLO II
By:  

West Gate Horizons Advisors LLC,

as Investment Manager

By:   /s/ Robert Cohen
Name:   Robert Cohen
Title:   Senior Credit Analyst

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

NATIONAL BANK OF CANADA, NEW YORK BRANCH

        [Name of Lender]

By:   /s/ Peter Fiorillo
Name:   Peter Fiorillo
Title:   Assistant Vice President
  Loan Administration

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:   /s/ Monique Baillergeau
Name:   Monique Baillergeau
Title:   Vice President
  National Bank of Canada
  65 East 55th Street
  New York, NY 10022
  212 ###-###-####

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Caisse centrale Desjardins Us Branch
        [Name of Lender]
By:   /s/ Michel Brouillet
Name:   Michel Brouillet
Title:   Vice-President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Deutsche Bank AG New York Branch,

as a Lender

By:   DB Services New Jersey, Inc.
By:   /s/ Edward Schaffer
Name:   Edward Schaffer
Title:   Vice President
By:   /s/ Deirdre D. Cesario
Name:   Deirdre D. Cesario
Title:   Assistant Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

The Bank of New York Mellon

    [Name of Lender]

By:   /s/ Reena Bhasin
Name:   Reena Bhasin
Title:   V.P.
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

HAMILTON FLOATING RATE FUND, LLC

    [Name of Lender]

By:   /s/ Reena Bhasin
Name:   Reena Bhasin
Title:   V. P.
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

AVENUE CLO II, LTD.

AVENUE CLO III, LTD.

 

    [Name of Lender]
By:   /s/ Sriram Balakrishnan
Name:   Sriram Balakrishnan
Title:   Portfolio Manager
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

LMP Corporate Loan Fund, Inc.
By:   Citi Alternative Investments LLC
By:   /s/ Roger Yee
Name:   Roger Yee
Title:   VP

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Fortis Bank SA/NV, New York Branch
By:   /s/ John W. Deegan
Name:   John W. Deegan
Title:   Director & Group Head
By:   /s/ Mark Dennes
Name:   Mark Dennes
Title:   Director

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

1776 CLO I, LTD.
By:   /s/ Jim Reilly
Name:   Jim Reilly
Title:   Authorized Signatory
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Credit Suisse Syndicated Loan Fund

By: Credit Suisse Alternative Capital Inc., as Agent (Subadvisor) for Credit Suisse Asset Management (Australia) Limited, the Responsible Entity for Credit Suisse Syndicated Loan Fund

 

    [Name of Lender]
By:   David H. Lerner
Name:   David H. Lerner
Title:   Authorized Signatory
FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    
Name:  
Title:  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Lehman Commercial Paper Inc.

      [Name of Lender]

By:   /s/ Ahuva Schwager

Name:

Title:

  

Ahuva Schwager

Authorized Signatory

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

OWS CLO I LTD

One Wall Street CLO II LTD

Pacifica CDO III LTD

Pacifica CDO V LTD

Pacifica CDO VI LTD

By:   /s/ Ronald M. Grobeck

Name:

Title:

  

Ronald M. Grobeck

Managing Director

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

AMMC CLO V, LIMITED
By:   American Money Management Corp., as Collateral Manager
By:   /s/ Chester M. Eng

Name:

Title:

  

Chester M. Eng

Senior Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

AMMC CLO VI, LIMITED
By:   American Money Management Corp., as Collateral Manager
By:   /s/ Chester M. Eng

Name:

Title:

  

Chester M. Eng

Senior Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

AMMC VII, LIMITED
By:   American Money Management Corp., as Collateral Manager
By:   /s/ Chester M. Eng

Name:

Title:

  

Chester M. Eng

Senior Vice President

 

FOR LENDERS WHICH REQUIRE A SECOND SIGNATURE:
By:    

Name:

Title:

  

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CoBank, ACB
By:   /s/ Michael Tousignant

Name:

Title:

  

Michael Tousignant

Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

Westbrook CLO, Ltd.

 

By:   Shenkman Capital Management, Inc., as Investment Manager
By:   /s/ Richard H. Weinstein

Name:

Title:

  

Richard H. Weinstein

Executive Vice President

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

JFIN CLO 2007, LTD.

By: Jefferies Finance LLC as Collateral Manager

Name:   /s/ Charlie J. Franklin
Title  

Charlie J. Franklin

Closing Manager

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

IN WITNESS WHEREOF, the undersigned Borrowers have caused this Amendment to be executed and delivered by their duly authorized officers as of the date first above written and the Subsidiary Guarantors hereby consent and agree to this Amendment as of the date hereof and reaffirm their obligations under the Loan Documents to which they are party.

[Loan Parties Pages Provided Separately]

DOMTAR CORPORATION,

as Parent Borrower

By:   /s/ Zygmunt Jablonski

Name:

Title:

  

Zygmunt Jablonski

Senior Vice-President, Law and Corporate Affairs

By:   /s/ Razvan L. Theodoru

Name:

Title:

  

Razvan L. Theodoru

Vice-President, Corporate Law and Secretary

 

DOMTAR PAPER COMPANY, LLC,

as Subsidiary Borrower

By:   /s/ Zygmunt Jablonski

Name:

Title:

  

Zygmunt Jablonski

Manager

By:   /s/ Razvan L. Theodoru

Name:

Title:

  

Razvan L. Theodoru

Secretary

 

DOMTAR INC.,

as Canadian Borrower

By:   /s/ Zygmunt Jablonski

Name:

Title:

  

Zygmunt Jablonski

Senior Vice-President, Law and Corporate Affairs

By:   /s/ Razvan L. Theodoru

Name:

Title:

  

Razvan L. Theodoru

Vice-President, Corporate Law and Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

CONBORD INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR A. W. LLC,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR INDUSTRIES INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR MAINE LLC,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR WISCONSIN DAM CORP.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

E.B. EDDY PAPER, INC.

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

PORT HURON FIBER CORPORATION,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

RIS PAPER COMPANY, INC.

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

ST. CROIX WATER POWER COMPANY,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

804736 ONTARIO LIMITED,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

3804011 CANADA INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

3876420 CANADA INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

4177495 CANADA INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

4388216 CANADA INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Vice-President and Secretary

 

BROMPTON LANDS LIMITED,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

DOMTAR (CANADA) PAPER INC./PAPIER

DOMTAR (CANADA) INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Vice-President and Secretary

 

DOMTAR EXPETECH INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Vice-President, Corporate Law and Secretary

 

DOMTAR PACIFIC PAPERS ULC,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

DOMTAR PULP AND PAPER PRODUCTS INC./PRODUITS DE PÂTES ET PAPIERS DOMTAR INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

SOCIÉTÉ IMMOBILIÈRE DOMTAR

LTÉE/DOMTAR REALTIES LTD.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

ISIDORE ROY LIMITED,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

MAINE TIMBER HOLDINGS LIMITED,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

THE SPRAGUE’S FALLS MANUFACTURING COMPANY (LIMITED),

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

TECHNI-THERM INC.,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT

THE SAINT CROIX WATER POWER COMPANY,

as Subsidiary Guarantor

By:   /s/ Razvan L. Theodoru
Name:   Razvan L. Theodoru
Title:   Secretary

 

SIGNATURE PAGE – SECOND AMENDMENT TO DOMTAR CREDIT AGREEMENT