SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK Plaintiffs, Index No. 651989/2010 Assigned to: Barbara Jaffe, J.S.C. Part 12 BDC FINANCE, L.L.C., et al., Defendants. STIPULATION CONSENTING TO THE PRO HAC VICE ADMISSION OF BRENDON O. CARRINGTON BLACK DIAMOND CAPITAL MANAGEMENT L.L.C., et al., Counterclaim-Plaintiffs, Counterclaim-Defendants. IT IS HEREBY STIPULATED AND AGREED, by and between the undersigned attorneys of record, that: 1. Brendon O. Carrington, Esq., an associate at Ropes & Gray LLP, may be admitted pro hac vice as counsel for Sankaty Advisors, LLC and Sankaty Advisors (NY), LLC, non-parties in this matter, on consent, subject to approval by this Court.
2. Application for the foregoing relief is supported by the affirmation of Amy E. Wolf, of Ropes & Gray LLP, and said application may be presented to the Court without further notice. 3. This Stipulation may be electronically signed or signed in counterparts and sent by electronic means, and such signatures shall be binding on said parties as if signed and sent in the original. (cont d) -2-
Dated: October 28, 2014 New York, New York RICHARDS KIBBE & ORBE LLP By: _/s/ Keith N. Sambur Keith N. Sambur 200 Liberty Street New York, New York 10281-2702 Telephone: (212) 530-1800 Facsimile: (212) 530-1801 Attorneys for Defendants BDC Finance, L.L.C., et al. WHITE & CASE LLP By: _/s/ Colin T. West Colin T. West 1155 Avenue of the Americas New York, New York 10036-2787 Telephone: (212) 819-8200 Facsimile: (212) 354-8113 Attorneys for Plaintiffs Credit Agricole Corporate and Investment Bank New York Branch, et al. ROPES & GRAY LLP By: _/s/ Amy E. Wolf Amy E. Wolf 1211 Avenue of the Americas New York, New York 10036-8704 Telephone: (212) 596-9000 Facsimile: (212) 596-9090 Attorneys for non-parties Sankaty Advisors, LLC and Sankaty Advisors (NY), LLC -3-
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK BDC FINANCE, L.L.C., et al., Plaintiffs, Defendants. Index No. 651989/2010 Assigned to: Barbara Jaffe, J.S.C. Part 12 AFFIRMATION OF AMY E. WOLF, ESQ. IN SUPPORT OF PRO HAC VICE ADMISSION OF BRENDON O. CARRINGTON BLACK DIAMOND CAPITAL MANAGEMENT L.L.C., et al., Counterclaim-Plaintiffs, Counterclaim-Defendants. Amy E. Wolf, Esq., an attorney duly admitted to practice before the courts of the State of New York, herein affirms the truth of the following, under penalties of perjury, pursuant to the N.Y.C.P.L.R. 2106:
1. I am an associate with the law firm of Ropes & Gray LLP, attorneys for nonparties Sankaty Advisors, LLC and Sankaty Advisors (NY), LLC (together, Sankaty ). I submit this affirmation in support of the application of Brendon O. Carrington, pursuant to Sections 520.11 and 602.2 of the N.Y.C.R.R., for admission of Brendon O. Carrington to practice before this Court pro hac vice on behalf of Sankaty. 2. I am a member in good standing of the Bar of the State of New York. 3. Annexed hereto is Brendon O. Carrington s affidavit in support of the application. 4. To my knowledge, Mr. Carrington has never been the subject of any attorney disciplinary proceedings. 5. I believe that admission of Mr. Carrington to practice pro hac vice in connection with this matter will substantially assist non-party Sankaty in this action. 6. Counsel of record for the parties in the action consent to this request. WHEREFORE, it is respectfully requested that the application to admit Brendon O. Carrington pro hac vice to represent Sankaty in the above-captioned matter be granted. Dated: New York, New York October 28, 2014 /s/ Amy E. Wolf Amy E. Wolf Ropes & Gray LLP 1211 Avenue of the Americas New York, New York 10036-8704 Tel: (212) 596-9894 Fax: (212) 596-9090 Email: amy.wolf@ropesgray.com Attorneys for Sankaty Advisors LLC
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK BDC FINANCE, L.L.C., et al., Plaintiffs, Defendants. Index No. 651989/2010 Assigned to: Barbara Jaffe, J.S.C. Part 12 [PROPOSED] ORDER FOR ADMISSION PRO HAC VICE ON CONSENT OF BRENDON O. CARRINGTON BLACK DIAMOND CAPITAL MANAGEMENT L.L.C., et al., Counterclaim-Plaintiffs, Counterclaim-Defendants. Upon the October 28, 2014 stipulated consent of the Plaintiffs and Defendants in this action; the October 28, 2014 affirmation of Amy E. Wolf of Ropes & Gray LLP, attorneys for non-parties Sankaty Advisors, LLC and Sankaty Advisors (NY), LLC; the October 28, 2014 affidavit of Brendon O. Carrington and attached Certificate of Good Standing; and the Court having reviewed the foregoing submissions and due deliberation having been had, it is now therefore
ORDERED that pursuant to 22 NYCRR 520.11 and 602.2(a), Brendon O. Carrington, Esq. is permitted to appear and to participate in this action on behalf of non-parties Sankaty Advisors LLC and Sankaty Advisors (NY), LLC; and it is further ORDERED that he shall at all times be associated herein with counsel who is a member in good standing of the Bar of the State of New York and is attorney of record for non-party Sankaty Advisors LLC and Sankaty Advisors (NY), LLC; and it is further ORDERED that he shall be subject to the jurisdiction of the courts of the State of New York with respect to any acts occurring during the course of their participation in this matter; and it is further ORDERED that said counsel shall notify the court immediately of any matter or event in this or any other jurisdiction which affects their standing as a member of the Bar. Dated: October, 2014 New York, New York ENTER: HON. BARBARA JAFFE