American Home Shield 2010 Annual Report Download - page 194

EXHIBIT B
FORM OF LENDER JOINDER AGREEMENT
THIS LENDER JOINDER AGREEMENT, dated as of [ ] (this "Lender Joinder Agreement"), by and
among the bank or financial institution party hereto (the "Additional Commitment Lender"), THE SERVICEMASTER COMPANY, a
Delaware corporation (the "Parent Borrower") and CITIBANK, N.A., as administrative agent, issuing bank and swingline lender for
the Lenders (the "Administrative Agent").
RECITALS:
WHEREAS, reference is made to the Revolving Credit Agreement, dated as of July 24, 2007 (as amended,
supplemented, waived or otherwise modified from time to time, the "Revolving Credit Agreement"), among Parent Borrower, the U.S.
Subsidiary Borrowers (as defined therein) from time to time parties thereto, the Foreign Subsidiary Borrowers (as defined therein)
from time to time parties thereto (together with the U.S. Subsidiary Borrowers and the Parent Borrower, the "Borrowers"), the several
banks and other financial institutions from time to time parties thereto (the "Lenders") and the Administrative Agent. Unless
otherwise defined herein, terms defined in the Revolving Credit Agreement and used herein shall have the meanings given to them in
the Revolving Credit Agreement; and
WHEREAS, subject to the terms and conditions of the Revolving Credit Agreement, the Parent Borrower may add
Commitments of one or more Additional Commitment Lenders by entering into one or more Lender Joinder Agreements provided that
after giving effect thereto the aggregate amount of all Commitments shall not exceed $500,000,000.
NOW, THEREFORE, in consideration of the premises and agreements, provisions and covenants herein contained,
the parties hereto agree as follows:
1. The Additional Commitment Lender party hereto hereby agrees to commit to provide its respective Commitments as
set forth on Schedule A annexed hereto, on the terms and subject to the conditions set forth below:
Such Additional Commitment Lender (a) represents and warrants that it is legally authorized to enter into this
Lender Joinder Agreement; (b) confirms that it has received a copy of the Revolving Credit Agreement and the Amendment No. 1,
together with copies of the financial statements referred to in subsection 6.1 of the Revolving Credit Agreement and such other
documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Lender Joinder
Agreement; (c) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender and based
on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not
taking action under the Revolving Credit Agreement, the other Loan Documents or any other instrument or document furnished
pursuant hereto or thereto; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to
exercise such powers and discretion under the Revolving Credit Agreement, the other Loan Documents or any other instrument or
document furnished pursuant hereto or thereto as are delegated