[***] CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, ITEM 601(B)(10). SUCH EXCLUDED INFORMATION IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
SECOND AMENDMENT TO
SENIOR SECURED MULTI-DRAW TERM LOAN AGREEMENT
THIS SECOND AMENDMENT TO SENIOR SECURED MULTI-DRAW TERM LOAN AGREEMENT (this Agreement) is made and entered into as of May 31, 2019 (the Effective Date), by and among OPPORTUNITY FINANCIAL, LLC, a Delaware limited liability company (the Borrower), the lenders, from time to time party to the Loan Agreement (individually, a Lender and, collectively, the Lenders), and MIDTOWN MADISON MANAGEMENT LLC, a Delaware limited liability company (the Administrative Agent).
A. The Borrower, Lenders and Administrative Agent are parties to that certain Senior Secured Multi-Draw Term Loan Agreement dated November 9, 2018, as amended to date (as may be further amended, restated or otherwise modified from time to time, the Loan Agreement);
B. Borrower, Lenders and Administrative Agent desire to, pursuant to Section 11.02(b) of the Loan Agreement, amend certain provisions of the Loan Agreement, but only to the extent, in accordance with the terms, subject to the conditions and in reliance upon the representations and warranties set forth below, and Guarantors desire to acknowledge and agree to such amendments; and
C. The Administrative Agent and the Lenders are willing to amend the Loan Agreement subject to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:
1. Definitions. Capitalized terms that are used in this Agreement but are not defined herein shall have the meanings set forth in the Loan Agreement, unless otherwise stated.
2. Amendments to Loan Agreement. Effective as of the date of this Agreement, the Loan Agreement is hereby amended as follows:
a. Section 1.01 of the Loan Agreement is hereby amended by adding the following definitions in proper alphabetical order:
Second Amendment Effective Date means May 31, 2019.
Specified Vintage Pool means each Vintage Pool with respect to which each Monthly Vintage Pool in such Vintage Pool is at least one (1) calendar month old (as measured from the last day of such Monthly Vintage Pool); provided, however, no Vintage Pool with respect to which, both (a) each Monthly Vintage Pool in such Vintage Pool is more than twelve (12)