February 25, 2019
Via Email & U.S. Mail
Ms. Michele Satrowsky
Vice President – Corporate Treasurer
ATN International, Inc.
500 Cummings Center, Suite 2450
Beverly, MA 01915
Re: Limited Waiver of Net Leverage Ratio Covenant
Dear Ms. Satrowsky
Rural Telephone Finance Cooperative ("RTFC") has received from ATN VI Holdings, LLC (the "Borrower") a request to waive compliance with the Borrower's Net Leverage financial ratio requirements that is contained in one or more loan agreements between RTFC and the Borrower.
RTFC hereby waives the Borrower's compliance with the above-referenced financial ratio, subject to the following conditions:
(a)This is a limited waiver with respect to the financial ratio specified herein as calculated for the Borrower's fiscal year ended December 31, 2018.
(b)This limited waiver shall not be construed as a waiver of any other term, condition or provision of any loan agreement or other credit agreement with RTFC.
(c)This limited waiver shall not be construed as a waiver of any term, condition or provision of any loan agreement or other credit agreement with RTFC with respect to meeting future financial ratio requirements.
(d)Except as specifically waived by RTFC herein, each and every term, condition and provision contained in any loan agreement or other credit agreement with RTFC shall remain unchanged and in full force and effect.
If the foregoing accurately describes our mutual understanding of the effect of this limited waiver and the conditions under which it is granted, please so indicate by signing this correspondence where indicated and returning the original to RTFC.
If you have any questions, please feel free to call me at ###-###-####.