SECOND AGREEMENT TO AMEND THE RECAPITALIZATION SUPPORT AGREEMENT

the preamble paragraph of Section 5(c) (which, for greater certainty, does not include sub-paragraphs (i), (ii) or (iii) of Section 5(c)) shall be deleted in its entirety and replaced with the following:

the words “initiating the Exchange Offer on or before December 15, 2010” in Section 5(d)(ii)(A) of the Support Agreement are hereby deleted and replaced with “subject to the prior written consent of the Consenting Noteholders to the initiation of the Exchange Offer, initiating the Exchange Offer on or before January 11, 2011”;

the following Section 5(j.1) is hereby added to the Support Agreement after Section 5(j) and before Section 5(k):

With respect to Material Contracts other than the Material Contracts referred to in paragraphs (h), (i) and (j) of this Section 5, the Companies shall not, without the prior consent of Goodmans, amend, modify, replace, terminate, repudiate, disclaim, waive any rights under or take any steps or actions (other than as expressly required by such Material Contracts or in the ordinary course of performing their obligations under such Material Contracts) under or in respect of such Material Contracts.”

the following Section 5(r.1) is hereby added to the Support Agreement after Section 5(r) and before Section 5(s):

The Companies shall deliver the following documents to the Advisors every two weeks commencing on December 23, 2010, all of which shall be subject to the approval of the Advisors, acting reasonably:

a cash flow forecast on a week-by-week basis for the Companies for the subsequent two-month period; and

a report as to the actual cash flows of the Companies for the preceding two weeks, accompanied by a variance analysis explaining how and why the actual results for the immediately preceding two-week period varied from the previous cash flow forecast.

the reference to “January 21, 2011” in Section 6(a) of the Support Agreement is hereby deleted and replaced with “February 9, 2011”;

the reference to January 21, 2011” in Section 6(b) of the Support Agreement is hereby deleted and replaced with “February 9, 2011”;

Section 7(a)(i) of the Support Agreement is hereby deleted in its entirety and replaced with the following:

the reference to “January 21, 2011” in Section 7(a)(ii) of the Support Agreement is hereby deleted and replaced with “February 9, 2011”;

Section 10(a) of the Support Agreement is hereby deleted in its entirety and replaced with the following:

if any of the following events have not occurred on or before the following dates:

the process to implement the Recapitalization Transaction, whether by the Exchange Offer, Recapitalization Proceedings under the CBCA or an Alternative Recapitalization Transaction shall have been consented to in writing by Consenting Noteholders representing not less than a majority of the aggregate principal amount of outstanding Subordinated Notes, and all applicable documentation with respect thereto shall have been in form and in substance reasonably satisfactory to Goodmans, on or before January 11, 2011;

the Companies have commenced the Recapitalization Transaction in the manner consented to pursuant to Section 10(a)(i) hereof by one of (x) the Exchange Offer, (y) Recapitalization Proceedings under the CBCA (including the granting of an Order of the Court accepting the filing of the Plan and calling meetings of the applicable classes of the Companies’ creditors for purposes of voting on such Plan) or (z) Recapitalization Proceedings in respect of an Alternative Recapitalization Transaction (including the granting of an Order of the Court accepting the filing of the Plan in respect of the Alternative Recapitalization Transaction and calling meetings of the applicable classes of the Companies’ creditors for purposes of voting on such Plan) on or before January 11, 2011;

on or before December 31, 2010, the Companies and the Advisors have agreed on (x) the terms of a cash flow variance test with respect to the cash flow forecasts and the actual cash flow results referred to in Section 5(r.1) hereof and (y) the date on which such cash flow variance test first applies; and

the Implementation Date has occurred on or before the Outside Date;”; and

the following Section 10(b.1) is hereby added to the Support Agreement after Section 10(b) and before Section 10(c):

if the Companies have not met the cash flow variance test agreed between the Companies and the Advisors pursuant to Section 10(a)(iii) hereof, provided that this Section 10(b.1) shall only apply from and after the date agreed upon by the Companies and the Advisors pursuant to Section 10(a)(iii) hereof as the date on which such cash flow variance test first applies;”.

This Second Amendment may be modified, amended or supplemented as to any matter by an instrument in writing signed by the Companies and Consenting Noteholders that represent not less than a majority of the aggregate principal amount of Subordinated Notes.

This Second Amendment shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to principles of conflicts of law. Each of the parties to this Second Amendment submits to the jurisdiction of the courts of the Province of

Ontario in any action or proceeding arising out of or relating to this Second Amendment.

This Second Amendment may be signed in counterparts, each of which, when taken together, shall be deemed an original. Execution of this Second Amendment is effective if a signature is delivered by facsimile transmission or electronic (e.g., pdf) transmission.