[***] 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.
AMENDMENT NO. 3 TO REVOLVING CREDIT AGREEMENT
THIS AMENDMENT NO. 3 TO REVOLVING CREDIT AGREEMENT (this Amendment), dated as of February 14, 2020 (the Effective Date) to that certain Revolving Credit Agreement, dated as of April 15, 2019 (as amended, restated supplemented or otherwise modified prior to the date hereof, the Existing Credit Agreement and, as amended by this Amendment, the Amended Credit Agreement), among Opportunity Funding SPE V, LLC (the Borrower), Opportunity Financial, LLC (the Company), as originator (in such capacity, the Originator), as servicer (in such capacity, the Servicer), as a guarantor (in such capacity, a Guarantor) and as a Seller (in such capacity, a Seller), OppWin, LLC (OppWin), as a Seller (in such capacity, a Seller) and as a guarantor (in such capacity, a Guarantor), OppFi Management Holdings, LLC as a guarantor (in such capacity, a Guarantor; the Borrower, the Company, the Servicer, the Originator each Guarantor and each Seller, collectively, the Credit Parties), Midtown Madison Management LLC, as Administrative Agent (in such capacity, the Administrative Agent), and as Collateral Agent (in such capacity, the Collateral Agent and together with the Administrative Agent, the Agents), and the Lenders parties thereto from time to time (the Lenders and each, individually, a Lender).
WHEREAS, the Credit Parties, the Administrative Agent and the Lenders entered into the Existing Credit Agreement whereby the Lenders agreed to extend a revolving credit facility (the Facility) to the Borrower and the Borrower agreed to secure its Obligations under the Existing Credit Agreement by granting to the Collateral Agent, for the benefit of the Secured Parties, a first priority Lien on all of its assets; and
WHEREAS, the parties hereto desire to amend the Existing Credit Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the premises and other good and valuable consideration, the parties hereto hereby agree as follows:
1. Definitions. Capitalized terms that are used in this Amendment (including the recitals hereto, which are herein incorporated) but are not defined herein shall have the meanings set forth in the Amended Credit Agreement, unless otherwise stated.
2. Amendments to Credit Agreement. Effective as of the date of this Amendment, the Existing Credit Agreement is hereby amended as follows:
(a) Section 1.01 of the Existing Credit Agreement is hereby amended by adding the following definitions in proper alphabetical order:
Ares Maximum Committed Amount means the lesser of (i) the Maximum Committed Amount under, and as defined in, the Ares Credit Agreement and (ii) $83,333,333.