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