AMENDMENT NUMBER SIX TO FIRST LIEN
LOAN AND SECURITY AGREEMENT
This AMENDMENT NUMBER SIX TO FIRST LIEN LOAN AND SECURITY AGREEMENT (this Amendment) is dated as of August 17, 2020, and is entered into by and among MALLARD INTERMEDIATE, INC., a Delaware corporation (Intermediate Holdco). MALLARD BUYER CORP., a Delaware corporation (Borrower Agent), each other Subsidiary of Intermediate Holdco from time to time party to the Loan Agreement referenced below (together with the Borrower Agent, each a Borrower and, collectively, Borrowers), the Lenders (as defined below) party hereto, and BANK OF THE WEST (Bank of the West), as administrative agent for the Lenders (in such capacity, Agent).
WHEREAS, Intermediate Holdco, Borrowers, the financial institutions from time to time party thereto as lenders (collectively, the Lenders), and the Agent are parties to that certain First Lien Loan and Security Agreement, dated as of October 14, 2016 (as amended from time to time, the Loan Agreement);
WHEREAS, the Borrowers have requested that Agent and the Required Lenders agree to certain amendments to the Loan Agreement as specified here; and
WHEREAS, Agent and Amendment Lenders have agreed to Borrowers request, and the Required Lenders have agreed to the increase in the Applicable Margin with respect to Term Loan One and the Capital Expenditure Loans, subject to the terms of this Amendment.
NOW, THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties agree as follows:
1. DEFINITIONS. All terms which are defined in the Loan Agreement shall have the same definition when used herein unless a different definition is ascribed to such term under this Amendment, in which case, the definition contained herein shall govern.
2. AMENDMENTS. The Loan Agreement is amended as follows:
2.1. The definition of Adjusted Base Rate set forth in Section 1.1 of the Loan Agreement is hereby amended to read in full as follows:
Adjusted Base Rate: for any day, a rate per annum equal to the greatest of (a) the Bank of the West Prime Rate in effect on such day, (b) the Federal Funds Rate in effect on such day plus 0.50%, or (c) the one-month LIBOR Index (adjusted for reserves) on such date (or, if such date is not a Business Day, the immediately preceding Business Day) plus 1%; provided that at no time shall the Adjusted Base Rate, when used to calculate interest rates, be less than 0.00% per annum. Any change in the Adjusted Base Rate due to a change in the Prime Rate, or the Federal Funds Rate, or the one- month LIBOR rate shall be effective from and including the effective date of such change in the Prime Rate or, the Federal Funds Rate or the LIBOR rate, respectively.