Exhibit 4(x)
CONFORMED COPY
AMENDMENT No. 10 AND AGREEMENT entered into as of December
26, 2001 (this "AMENDMENT"), with respect to the Credit Agreement
dated as of February 12, 1998 (as amended, supplemented or
otherwise modified from time to time, the "CREDIT AGREEMENT"),
among Magellan Health Services, Inc., a Delaware corporation (the
"PARENT BORROWER"); Charter Behavioral Health System of New
Mexico, Inc., a New Mexico corporation; Merit Behavioral Care
Corporation, a Delaware corporation; each other wholly owned
domestic subsidiary of the Parent Borrower that becomes a
"Subsidiary Borrower" pursuant to Section 2.23 of the Credit
Agreement (each, a "SUBSIDIARY BORROWER" and, collectively, the
"SUBSIDIARY BORROWERS" (such term is used herein as modified in
Article I of the Credit Agreement); the Parent Borrower and the
Subsidiary Borrowers are collectively referred to herein as the
"BORROWERS"); the Lenders (as defined in Article I of the Credit
Agreement); JPMorgan Chase Bank, formerly known as The Chase
Manhattan Bank, a New York banking corporation, as administrative
agent (in such capacity, the "ADMINISTRATIVE AGENT") for the
Lenders, as collateral agent (in such capacity, the "COLLATERAL
AGENT") for the Lenders and as an issuing bank (in such capacity,
an "ISSUING BANK"); First Union National Bank, a national banking
corporation, as syndication agent (in such capacity, the
"SYNDICATION AGENT") for the Lenders and as an issuing bank (in
such capacity, an "ISSUING BANK"); and Credit Lyonnais New York
Branch, a licensed branch of a bank organized and existing under
the laws of the Republic of France, as documentation agent (in
such capacity, the "DOCUMENTATION AGENT") for the Lenders and as
an issuing bank (in such capacity, an "ISSUING BANK" and,
together with JPMorgan Chase Bank and First Union National Bank,
each in its capacity as an issuing bank, the "ISSUING BANKS").
A. The Lenders and the Issuing Banks have extended credit to the Borrowers,
and have agreed to extend credit to the Borrowers, in each case pursuant to the
terms and subject to the conditions set forth in the Credit Agreement.
B. The Parent Borrower has requested that the Required Lenders amend
certain provisions of the Credit Agreement as set forth herein, and the Required
Lenders are willing so to amend such provisions of the Credit Agreement, on the
terms and subject to the conditions set forth in this Amendment.
C. Capitalized terms used but not defined herein have the meanings assigned
to them in the Credit Agreement (as amended hereby).
Accordingly, in consideration of the mutual agreements herein contained and
other good and valuable consideration, the sufficiency and receipt of which are
hereby acknowledged, the parties hereto agree as follows:
SECTION 1. AMENDMENTS TO SECTION 1.01. (a) The definition of the term
"Consolidated EBITDA" in Section 1.01 of the Credit Agreement is hereby amended
by (i) deleting the text "and" immediately before clause (b)(vi) in the first
sentence of such definition and (ii) adding the text ", (vii) for the fiscal
quarter ending September 30, 2001, charges resulting from prior period contract
adjustments in an aggregate amount not to exceed $5,000,000 and (viii) for the
fiscal year ending September 30, 2002, severance, termination and restructuring
expenses in an aggregate amount not to exceed $8,000,000" immediately after the
text "the CBHS-Magellan Transactions" in clause (b)(vi) in the first sentence of
such definition.
(b) The definition of the term "Permitted Non-Guarantor Transactions" in
Section 1.01 of the Credit Agreement is hereby amended by (i) adding the text ",
without duplication," immediately after the text "the sum of" immediately after
clause (d) of such definition and (ii) adding the text "(excluding an amount
equal to the aggregate amount of investments, which amount (including the
aggregate amount of investments made by the Parent Borrower, any Subsidiary
Borrower or any Guarantor in Magellan PA prior to the date on which Magellan PA
becomes a Controlled Non-Guarantor Entity) shall not be in excess of
$65,000,000, by the Parent Borrower, any Subsidiary Borrower or any Guarantor in
Magellan PA at any time outstanding)" immediately after the text "the amount" in
clause (ii) of such definition.
(c) The definition of the term "Consolidated Interest Expense" in Section
1.01 of the Credit Agreement is hereby amended by inserting the text "; PROVIDED
that any interest expense accrued or paid in any period by the Parent Borrower
and its Subsidiaries pursuant to the Missouri Build Bond Arrangement shall not
be included in Consolidated Interest Expense to the extent that an equal amount
of interest is accrued and payable or paid, respectively, to the Parent Borrower
and its Subsidiaries pursuant to the Missouri Build Bond Arrangement during such
period" at the end of such definition.
(d) The definition of the term "Total Debt" in Section 1.01 of the Credit
Agreement is hereby amended by inserting the text "; PROVIDED that Total Debt at
any time shall not include any Indebtedness of the Parent Borrower and its
Subsidiaries incurred pursuant to the Missouri Build Bond Arrangement to the
extent that an equal amount of Indebtedness is owed to the Parent Borrower and
its Subsidiaries pursuant to the Missouri Build Bond Arrangement at such time"
at the end of such definition.
(e) Section 1.01 of the Credit Agreement is hereby amended by adding the
defined terms "Magellan PA" and "Missouri Build Bond Arrangement " in the
appropriate alphabetical order to read in their entirety as follows:
"MAGELLAN PA" shall mean Magellan Behavioral Health of Pennsylvania, Inc.,
a Pennsylvania corporation.
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"MISSOURI BUILD BOND ARRANGEMENT" shall mean (a) one or more transactions
among the Parent Borrower and/or one or more Subsidiaries and the State of
Missouri or an agency, finance board or authority of the State of Missouri or a
political subdivision thereof (the "MISSOURI GOVERNMENTAL AUTHORITY"), the
effect of which is to reduce state, county or local taxes payable by the Parent
Borrower or any Subsidiary in Missouri, and pursuant to which (i) the Parent
Borrower and/or one or more Subsidiaries purchases bonds issued and sold by the
Missouri Governmental Authority in an aggregate principal amount not in excess
of $6,300,000 and for a purchase price substantially equivalent to the principal
amount of such bonds, (ii) the Missouri Governmental Authority enters into a
loan agreement with the Parent Borrower and/or one or more Subsidiaries pursuant
to which the Missouri Governmental Authority lends all or substantially all the
proceeds resulting from such bond sale to the Parent Borrower and/or one or more
Subsidiaries and (iii) the Parent Borrower and/or the applicable Subsidiary or
Subsidiaries only makes principal and interest payments to the Missouri
Governmental Authority in respect of the loaned proceeds at the same times and
in substantially the same aggregate amounts as the respective aggregate
principal and interest payments made by the Missouri Governmental Authority to
the Parent Borrower and/or the applicable Subsidiary or Subsidiaries in respect
of such bonds or (b) one or more transactions entered into among the Parent
Borrower and/or one or more Subsidiaries and the Missouri Governmental Authority
that are substantially equivalent to the foregoing, PROVIDED that the aggregate
principal amount of bonds purchased by the Parent Borrower and/or the
Subsidiaries combined pursuant to all Missouri Build Bond Arrangements shall not
exceed $6,300,000.
SECTION 2. AMENDMENT TO SECTION 2.22(a). Section 2.22(a) of the Credit
Agreement is hereby amended by inserting the text "or the account of a
Subsidiary" immediately after the text "for such Borrower's own account" in the
first sentence of such Section.
SECTION 3. AMENDMENTS TO SECTION 6.01. Section 6.01 of the Credit Agreement
is hereby amended by (a) deleting the text "and" at the end of paragraph (o) of
such Section, (b) deleting the period at the end of paragraph (p) of such
Section and replacing it with the text "; and" and (c) inserting the following
new paragraph (q) immediately after paragraph (p) of such Section:
(q) Indebtedness incurred pursuant to the Missouri Build Bond Arrangement.
SECTION 4. AMENDMENTS TO SECTION 6.04. Section 6.04 of the Credit Agreement
is hereby amended by (a) deleting the text "and" at the end of paragraph (q) of
such Section, (b) deleting the period at the end of paragraph (r) of such
Section and replacing it with the text "; and" and (c) inserting the following
new paragraph (s) immediately after paragraph (r) of such Section:
(s) investments made pursuant to the Missouri Build Bond Arrangement.
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SECTION 5. AMENDMENTS TO SECTION 6.11. Section 6.11 of the Credit Agreement
is hereby amended by (a) deleting the text "March 31, 2002" in the second line
of the table at the end of such Section and replacing it with the text "June 30,
2002" and (b) deleting the text "April 1, 2002" in the third line of the table
at the end of such Section and replacing it with the text "July 1, 2002".
SECTION 6. DESIGNATION. Subject only to satisfaction of the conditions set
forth in Section 9(b) of this Amendment and receipt by the Administrative Agent
of a certificate of an officer of the Parent Borrower in respect of Magellan PA
as required by clause (i) of the provision to the definition of "Permitted
Non-Guarantor Transactions", the Parent Borrower hereby designates Magellan PA
as a Controlled Non-Guarantor Entity for all purposes under the Credit Agreement
and the other Loan Documents.
SECTION 7. REPRESENTATIONS AND WARRANTIES. Each Borrower represents and
warrants to the Administrative Agent and to each of the Lenders that:
(a) This Amendment has been duly authorized, executed and delivered by it
and constitutes a legal, valid and binding obligation of each Loan Party party
hereto, enforceable against such Loan Party in accordance with its terms.
(b) Before and after giving effect to this Amendment, the representations
and warranties set forth in Article III of the Credit Agreement are true and
correct in all material respects on and as of the date hereof with the same
effect as if made on and as of the date hereof, except to the extent such
representations and warranties expressly relate to an earlier date.
(c) Before and after giving effect to this Amendment, no Event of Default
or Default has occurred and is continuing.
SECTION 8. AMENDMENT FEE. In consideration of the agreements of the
Required Lenders contained in this Amendment, the Parent Borrower agrees to pay
to the Administrative Agent, for the account of each Lender that delivers an
executed counterpart of this Amendment prior to 5:00 p.m., New York City time,
on December 26, 2001, an amendment fee (the "AMENDMENT FEE") in an amount equal
to 0.50% of the sum of such Lender's outstanding Term Loans and Revolving Credit
Commitments as of such date.
SECTION 9. CONDITIONS TO EFFECTIVENESS. (a) This Amendment (other than
Section 1(b)) shall become effective when (i) the Administrative Agent shall
have received (x) counterparts of this Amendment that, when taken together, bear
the signatures of the Borrowers and the Required Lenders and (y) the Amendment
Fee and (ii) a certificate of an officer of the Parent Borrower shall have been
delivered to the Administrative Agent to the effect that the representations and
warranties set forth in Section 7 hereof are true and correct.
(b) Section 1(b) of this Amendment shall become effective when (i) the
conditions set forth in paragraph (a) above shall have been satisfied and (ii) a
certificate of an officer of the Parent Borrower shall have been delivered to
the Administrative Agent to the effect that the renewal or replacement of the
contract dated as of January 28, 1997 (the "DELAWARE
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COUNTY CONTRACT"), between Magellan PA and Delaware County, Pennsylvania (or any
other contract between Magellan PA and any Governmental Authority having
substantially identical restrictions as the Delaware County Contract) will
result in the automatic release of Magellan PA from its obligations under each
of the Guarantee Agreement, the Pledge Agreement and the Security Agreement.
SECTION 10. CREDIT AGREEMENT. Except as specifically amended hereby, the
Credit Agreement shall continue in full force and effect in accordance with the
provisions thereof as in existence on the date hereof. After the date hereof,
any reference to the Credit Agreement shall mean the Credit Agreement as amended
hereby. This Amendment shall be a Loan Document for all purposes.
SECTION 11. APPLICABLE LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 12. COUNTERPARTS. This Amendment may be executed in two or more
counterparts, each of which shall constitute an original but all of which when
taken together shall constitute but one agreement. Delivery of an executed
signature page to this Amendment by facsimile transmission shall be effective as
delivery of a manually signed counterpart of this Amendment.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed by their respective authorized officers as of the day and year
first written above.
MAGELLAN HEALTH SERVICES, INC.,
by
/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
and Assistant Treasurer
CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC.,
by
/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------------------
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Treasurer
MERIT BEHAVIORAL CARE CORPORATION,
by
/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------------------
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President and Treasurer
JPMORGAN CHASE BANK, individually and as
Administrative Agent, Collateral Agent,
Swingline Lender and an Issuing Bank,
by
/s/ ▇▇▇▇ ▇▇▇ ▇▇▇
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Name: ▇▇▇▇ ▇▇▇ ▇▇▇
Title:Vice President
6
FIRST UNION NATIONAL BANK, individually
and as Syndication Agent and an Issuing
Bank,
by
-------------------------------
Name:
Title:
7
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: AMSOUTH BANK
by
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
8
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ARES LEVERAGED INVESTMENT FUND II, L.P.
by
/s/ ▇▇▇▇ ▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇
Title: Vice President
9
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ARES IV CLO LTD.
by
/s/ ▇▇▇▇ ▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇
Title: Vice President
10
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: THE BANK OF NOVA SCOTIA
by
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Managing Director
11
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: BANK OF TOKYO-MITSUBISHI TRUST COMPANY
by
/s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Vice President
12
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: BANK POLSKA KASA OPIEKI SA
by
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President and Senior Lending Officer
13
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇▇▇▇▇ PARK CBO I
by
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Vice President
14
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: BLACK DIAMOND CLO 1998-1 LTD
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
15
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: BLACK DIAMOND CLO 2000-1 LTD.
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
16
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: BLACK DIAMOND INTERNATIONAL FUNDING, LTD.
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
17
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: CREDIT LYONNAIS NEW YORK BRANCH
by
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Senior Vice President
18
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇ ▇▇▇▇▇ INSTITUTIONAL SENIOR LOAN FUND
by
/s/ PAYSON ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: Payson ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
19
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇ ▇▇▇▇▇ SENIOR INCOME TRUST
by
/s/ PAYSON ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: Payson ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
20
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ELC (CAYMAN) LTD.
by
/s/ ▇. ▇. ▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇. ▇. ▇▇▇▇▇▇▇▇
Title: Managing Director
21
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ELC (CAYMAN) LTD. CDO SERIES 1999-I
by
/s/ ▇. ▇. ▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇. ▇. ▇▇▇▇▇▇▇▇
Title: Managing Director
22
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: FIRST DOMINION FUNDING I
by
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Authorized Signatory
23
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: FLEET BANK N.A.
by
/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Associate
24
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: GENERAL ELECTRIC CAPITAL CORPORATION
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Duly Authorized Signatory
25
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇▇▇ & CO
by
/s/ PAYSON ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: Payson ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
26
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: INDOSUEZ CAPITAL FUNDING IIA, LIMITED
by
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Principal and Portfolio Manager
27
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: INDOSUEZ CAPITAL FUNDING VI, LIMITED
by
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Principal and Portfolio Manager
28
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: INDOSUEZ CAPITAL FUNDING IV, L.P.
by
/s/ ▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇ ▇▇▇▇▇▇▇
Title: Managing Director
29
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: KZH HIGHLAND-2 LLC
by
/s/ ▇▇▇▇▇ ▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇
Title: Authorized Agent
30
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: KZH PAMCO LLC
by
/s/ ▇▇▇▇▇ ▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇
Title: Authorized Agent
31
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: KZH POUNDVIEW LLC
by
/s/ ▇▇▇▇▇ ▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇
Title: Authorized Agent
32
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: KZH SHOSHONE LLC
by
/s/ ▇▇▇▇▇ ▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇
Title: Authorized Agent
33
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: KZH SOLEIL LLC
by
/s/ ▇▇▇▇▇ ▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇
Title: Authorized Agent
34
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: LONG LANE MASTER TRUST IV
by
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
35
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
by
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇
Title: Second Vice President and Associate
General Counsel
36
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: MASSMUTUAL CORPORATE VALUE PARTNERS LIMITED
by
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇
Title: Second Vice President and Associate
General Counsel
37
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: MASSMUTUAL/▇▇▇▇▇ CBO LLC
by
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Vice President
38
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: MASSMUTUAL HIGH YIELD PARTNERS II, LLC
by
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Vice President
39
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇▇▇▇▇▇▇ SENIOR FLOATING RATE FUND
by
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Assistant Vice President
40
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: OXFORD STRATEGIC INCOME FUND
by
/s/ PAYSON ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: Payson ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
41
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇ CAPITAL L.P.
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Portfolio Manager
42
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: PAMCO CAYMAN LTD.
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Portfolio Manager
43
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: HIGHLAND LEGACY LIMITED
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Portfolio Manager
44
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ML CBO IV LTD
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Portfolio Manager
45
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: HIGHLAND LOAN FUNDING V LTD.
by
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Portfolio Manager
46
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: PILGRIM CLO 1999-1 LTD.
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
Title: Vice President
47
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ML CLO XV PILGRIM AMERICA (CAYMAN) LTD.
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
Title: Vice President
48
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: PILGRIM PRIME RATE TRUST
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
Title: Vice President
49
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: PILGRIM SENIOR INCOME FUND
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇, CFA
Title: Vice President
50
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇▇ DIVERSIFIED INCOME TRUST
by
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
51
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇▇ MASTER INCOME TRUST
by
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
52
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: RIVIERA FUNDING LLC
by
/s/ ▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇ ▇. ▇▇▇▇▇▇
Title: Assistant Vice President
53
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: SENIOR DEBT PORTFOLIO
by
/s/ PAYSON ▇. ▇▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: Payson ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
54
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: SRV-HIGHLAND, INC.
by
/s/ ▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇ ▇. ▇▇▇▇▇▇
Title: Assistant Vice President
55
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇▇▇ CLO LTD. 2000-1
by
/s/ ▇. ▇. ▇▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇. ▇. ▇▇▇▇▇▇▇▇
Title: Managing Director
56
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇ ▇▇▇▇▇▇ SENIOR INCOME TRUST
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
57
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: ▇▇▇ ▇▇▇▇▇▇ PRIME RATE INCOME TRUST
by
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
58
SIGNATURE PAGE TO AMENDMENT NO. 10 AND AGREEMENT DATED AS OF
DECEMBER 26, 2001, WITH RESPECT TO THE CREDIT AGREEMENT
DATED AS OF FEBRUARY 12, 1998 (AS PREVIOUSLY AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), AMONG
MAGELLAN HEALTH SERVICES, INC., CHARTER BEHAVIORAL HEALTH
SYSTEM OF NEW MEXICO, INC., MERIT BEHAVIORAL CARE
CORPORATION, THE SUBSIDIARY BORROWERS, THE LENDERS, JPMORGAN
CHASE BANK, AS ADMINISTRATIVE AGENT, AS COLLATERAL AGENT,
SWINGLINE LENDER AND AS AN ISSUING BANK, FIRST UNION
NATIONAL BANK, AS SYNDICATION AGENT AND AS AN ISSUING BANK,
AND CREDIT LYONNAIS NEW YORK BRANCH, AS DOCUMENTATION AGENT.
NAME OF INSTITUTION: UBS AG, STAMFORD BRANCH
by
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Associate Director
by
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
----------------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Associate Director
59