THIRD AMENDMENT TO
SENIOR SECURED MULTI-DRAW TERM LOAN AGREEMENT
THIS THIRD AMENDMENT TO SENIOR SECURED MULTI-DRAW TERM LOAN AGREEMENT (this Agreement) is made and entered into as of February 14, 2020 (the Effective Date), by and among OPPORTUNITY FINANCIAL, LLC, a Delaware limited liability company (the Borrower), the Lenders party hereto, and MIDTOWN MADISON MANAGEMENT LLC, a Delaware limited liability company (the Administrative Agent).
A. The Borrower, the lenders from time to time party thereto (individually, a Lender and, collectively, the 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. Amendment 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 amending and restating the following definition in its entirety as follows:
Ares Facility means, individually and collectively, (i) the credit facility pursuant to that certain Amended and Restated Revolving Credit Agreement, dated as of January 31, 2020, among Opportunity Funding SPE III, LLC, Opportunity Financial, LLC, OppWin, Ares and the lenders from time to time parties thereto, and (ii) the credit facility pursuant to that certain Revolving Credit Agreement, dated as of the date of the Atalaya SPV Credit Agreement, among Opportunity Funding SPE VI, LLC, Opportunity