Second Amendment to Term Loan Agreement, dated July 13, 2018, among Green Plains Inc. and BNP Paribas, as administrative agent and collateral agent
Execution Version
Exhibit 10.3
Second AMENDMENT TO TERM LOAN AGREEMENT
THIS Second AMENDMENT TO TERM LOAN AGREEMENT, dated as of July 13, 2018 (this “Amendment”), is among GREEN PLAINS INC. (the “Borrower”), the lenders signatory hereto (the “Lenders”) and BNP PARIBAS, as administrative agent and as collateral agent (the “Administrative Agent”).
WHEREAS, the Borrower, various financial institutions and the Administrative Agent are parties to a Term Loan Agreement, dated as of August 29, 2017 (as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”);
WHEREAS, pursuant to Section 14.1 of the Loan Agreement, the Borrower has requested that the Lenders and the Administrative Agent make certain amendments to the Loan Agreement as more particularly described herein; and
WHEREAS, the Administrative Agent and the Lenders constituting the Required Lenders are willing to make the amendments to the Loan Agreement provided herein, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
| SECTION 1 Definitions. Capitalized terms used in this Amendment but not otherwise defined herein, shall have the same meanings given to them in the Loan Agreement. |
| SECTION 2 Amendments. Subject to the satisfaction of the conditions precedent set forth in Section 4, the Loan Agreement is amended as follows: |
| 2.1 Amendment to Section 10.14. Section 10.14(e) is amended by replacing clause (ii) in its entirety with the following: |
“(ii) if the Acquisition is for aggregate consideration (excluding the portion of such consideration paid or payable for working capital assets funded with the proceeds of any of the ABL Facilities) of more than $50,000,000, the Borrower shall have delivered to the Administrative Agent, at least 10 Business Days prior to such Acquisition (or such shorter period as the Administrative Agent may agree in its sole discretion) to, a certificate of a Responsible Financial Officer of the Borrower demonstrating, to the satisfaction of the Administrative Agent, (A) pro forma compliance with each of the financial covenants set forth in Section 10.7 (as of the last day of the most recently ended Fiscal Quarter and giving pro forma effect to such Acquisition), (B) the pro forma Total First Lien Leverage Ratio (as of the last day of the most recently ended Fiscal Quarter and giving pro forma effect to such Acquisition) is not greater than 4.00 to 1.00, and (C) historical financial statements (audited, if available, or unaudited or summary) for the most recently completed fiscal year
of the business or Person to be acquired (if available, or such shorter period as may be available); and”.
| SECTION 3 REPRESENTATIONS AND WARRANTIES. To induce the other parties hereto to enter into this Amendment, each Loan Party hereby represents and warrants to the Administrative Agent and the other Lenders that, as of the date hereof: |
| 3.1 Immediately prior to and after giving effect to this Amendment, no Unmatured Event of Default or Event of Default has occurred and is continuing; |
| 3.2 Immediately prior to and after giving effect to this Amendment, all representations and warranties of the Loan Parties contained in the Loan Documents are true and correct in all material respects with the same effect as if made on and as of such date(s), except to the extent such representations and warranties specifically relate to an earlier date, in which case, such representations and warranties were true and correct in all material respects on and as of such earlier date (and except to the extent such representations and warranties are already qualified by materiality in which case such representations and warranties were true and correct in all respects with the same effect as if made on and as of such date(s)); |
| 3.3 Each Loan Party is duly organized, validly existing and in good standing under the laws of its state or jurisdiction of incorporation or organization; |
| 3.4 Each Loan Party is duly qualified and authorized to do business and is in good standing as a foreign entity in the jurisdictions where the character of its property or its business activities makes such qualification necessary, except with regard to jurisdictions where the failure to be so qualified or organized, or to be in good standing, as a foreign entity would not have a Material Adverse Effect; |
| 3.5 Each Loan Party has the right and power and is duly authorized and empowered to enter into, execute and deliver the Amendment and to perform and observe the provisions hereof; |
| 3.6 The Amendment has been duly authorized and approved by each Loan Party’s Governing Body and has been duly executed and delivered by each Loan Party, and is the legal, valid and binding obligations of each Loan Party, enforceable against each Loan Party in accordance with its terms, except insofar as such enforcement may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer and other similar laws relating to or affecting the enforcement of creditors’ rights generally and/or (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding at law or in equity); and |
| 3.7 The execution, delivery and performance of the Amendment will not (i) conflict with, result in any breach in any of the provisions of, constitute a default under, or result in the creation of any Lien (other than Permitted Liens) upon any assets or property of the Loan Parties, under the provisions of, such Person’s Organizational Documents or any material agreement to which such Person is a party or (ii) violate any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award that is applicable to or binding on any Loan Party. |
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| SECTION 4 EFFECTIVENESS. This Amendment shall not become effective unless and until each of the conditions precedent set forth below has been satisfied or the satisfaction thereof shall have been waived in writing by the Administrative Agent and the Required Lenders (the date of satisfaction or waiver of such conditions being referred to as the “Amendment Effective Date”): |
| 4.1 Receipt by Administrative Agent of duly executed counterpart signature pages to this Amendment by (i) Lenders that constitute the Required Lenders, and (ii) the Company and each Guarantor; |
| 4.2 The representations and warranties of the Loan Parties contained herein and in the other Loan Documents shall be true and correct in all material respects with the same effect as if made on and as of the Amendment Effective Date, except to the extent such representations and warranties specifically relate to an earlier date, in which case, such representations and warranties were true and correct in all respects on and as of such earlier date (and except to the extent such representations and warranties are already qualified by materiality in which case such representations and warranties were true and correct in all respects with the same effect as if made on and as of such date); |
| 4.3 No event shall have occurred and be continuing or would result from the effectiveness of this Amendment that would constitute an Event of Default or an Unmatured Event of Default; and |
| 4.4 The Borrower shall have paid to Administrative Agent (i) all invoiced reasonable costs and out-of-pocket expenses of the Administrative Agent owing to the Administrative Agent pursuant to Section 14.5 of the Loan Agreement incurred in connection with this Amendment (including without limitation all reasonable fees and expenses of Latham & Watkins LLP) and (ii) for the account for each consenting Lender, a consent fee equal to 0.05% of the aggregate principal amount of Loans held by such consenting Lender under the Loan Agreement as of the Amendment Effective Date. |
| SECTION 5 Reaffirmation. Each Loan Party hereby (a) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, and each grant of security interests and Liens in favor of the Administrative Agent or the Lenders, as the case may be, under each Loan Document to which it is a party, (b) agrees and acknowledges that the Liens in favor of the Administrative Agent and the Lenders under each Loan Document continue to constitute valid first priority Liens (subject to the ABL Intercreditor Agreements) on substantially all of the Collateral and such Liens are not subject to avoidance, disallowance or subordination pursuant to any requirement of law, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally or by general equitable principles (whether enforcement is sought by proceedings in equity or at law), (c) agrees and acknowledges that the Obligations constitute legal, valid and binding obligations of the Loan Parties, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law), and that (i) as of the Amendment Effective Date, no offsets, defenses or counterclaims to the Obligations or any other causes of action with respect to the - 3 - |
Obligations or the Loan Documents exist and (ii) no portion of the Obligations is subject to avoidance, disallowance, reduction or subordination pursuant to any requirement of law, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law), (d) agrees that such ratification and reaffirmation is not a condition to the continued effectiveness of the Loan Documents, and (e) agrees that neither such ratification and reaffirmation, nor the Administrative Agent’s nor any Lender’s solicitation of such ratification and reaffirmation, constitutes a course of dealing giving rise to any obligation or condition requiring a similar or any other ratification or reaffirmation from each party to the Loan Agreement with respect to any subsequent modifications, consent or waiver with respect to the Loan Agreement or other Loan Documents. Each Loan Party acknowledges and agrees that any of the Loan Documents to which it is a party or otherwise bound shall continue in full force and effect and that all of its obligations thereunder shall be valid and enforceable, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by general equitable principles (whether enforcement is sought by proceedings in equity or at law), and shall not be impaired or limited by the execution or effectiveness of this Amendment. |
| SECTION 6 MISCELLANEOUS. |
| 6.1 Continuing Effectiveness, etc. As herein amended, the Loan Agreement shall remain in full force and effect and is hereby ratified and confirmed in all respects. After the effectiveness of this Amendment, all references in the Loan Agreement and the other Loan Documents to “Loan Agreement” or similar terms shall refer to the Loan Agreement as amended hereby. Each other Loan Document is hereby ratified, approved and confirmed in each and every respect. |
| 6.2 Counterparts. This Amendment may be executed in any number of counterparts and by the different parties on separate counterparts, and each such counterpart shall be deemed to be an original but all such counterparts shall together constitute one and the same Amendment. Delivery of a counterpart hereof, or a signature hereto, by facsimile or by email in .pdf or similar format shall be effective as delivery of a manually- executed original counterpart hereof. |
| 6.3 Governing Law. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAW OF THE STATE OF NEW YORK (WITHOUT REGARD TO CONFLICTS OF LAW PROVISIONS THEREOF) |
| 6.4 Severability. Whenever possible each provision of this Amendment shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Amendment shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Amendment. All obligations of the Loan Parties and rights of the Administrative Agent and the Lenders expressed herein or in any other Loan Document shall be in addition to and not in limitation of those provided by applicable law. |
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| 6.5 Incorporation of Loan Agreement Provisions. The provisions of Section 14.14 (Forum Selection and Consent to Jurisdiction) and Section 14.15 (Waiver of Jury Trial) of the Loan Agreement are incorporated by reference as if fully set forth herein, mutatis mutandis. |
| 6.6 No Novation. By its execution of this Amendment, each of the parties hereto acknowledges and agrees that the terms of this Amendment do not constitute a novation, but, rather, a supplement of the terms of a pre-existing indebtedness and related agreement, as evidenced by the Loan Agreement. |
| 6.7 Consent of Guarantors. Each Guarantor hereby (a) consents to this Amendment and the transactions contemplated hereby and (b) acknowledges and agrees that the guarantees (and all security therefor) contained in the Loan Agreement and the other Loan Documents previously executed by it are, and shall remain, in full force and effect after giving effect to this Amendment and all other prior modifications to the Loan Agreement, if any. |
| 6.8 Unmatured Events of Default of Events Default. Nothing contained in this Amendment shall be construed or interpreted or is intended as a waiver of or limitation on any rights, powers, privileges or remedies that Administrative Agent or the Lenders have or may have under the Loan Agreement or any other Loan Document on account of any Unmatured Event of Default or Event of Default. Except as expressly set forth in this Amendment, nothing herein shall be deemed to entitle the Borrower or the Guarantors to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Loan Agreement or the other Loan Documents in similar or different circumstances. |
| 6.9 Lender Credit Decision. Each of the undersigned Lenders acknowledges that it has, independently and without reliance upon any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Amendment and to agree to the matters set forth herein. Each of the undersigned Lenders also acknowledges that it will, independently and without reliance upon any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking any action under the Loan Agreement. |
| 6.10 Successors and Assigns. This Amendment shall be binding upon the Borrower, the Lenders and the Administrative Agent and their respective successors and assigns, and shall inure to the benefit of the Borrower, the Lenders and the Administrative Agent and the respective successors and assigns of the Lenders and the Administrative Agent. |
| 6.11 Loan Document. This Amendment is a Loan Document. |
[Signature Pages Follow]
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IN WITNESS WHEREOF, this Amendment has been duly executed and delivered as of the day and year first above written.
GREEN PLAINS INC.,
as the Borrower
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
GUARANTORS:
Green Plains I LLC
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains II LLC
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
FleisChmann’s vinegar company, inc.
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains agricultural and energy fund
llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
Green Plains asset management llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains Commodity management llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains cattle company LLC
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains grain company LLC
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains grain company tn LLC
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains industrial cleaning services
llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
Green Plains trade group llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains trucking llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains hereford llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains hopewell llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains madison llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains mount vernon llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
Green Plains york llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains processing llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains atkinson llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains bluffton llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains central city llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains commodities llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
Green Plains corn oil llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains fairmont llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains holdings ii llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains obion llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains ord llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains otter tail llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
Green Plains shenandoah llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains superior llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
Green Plains wood river llc
By:/s/ Phil Boggs
Name: Phil Boggs
Title: Vice President, Finance & Treasurer
[Signature Page to Second Amendment to Term Loan Agreement]
BNP Paribas,
as Administrative Agent and Lender
By:/s/ James McHale
Name: James McHale
Title: Managing Director
By:/s/ Sang W. Han
Name: Sang W. Han
Title: Vice President
[Signature Page to Second Amendment to Term Loan Agreement]
BNP Paribas Loan Trading,
as Lender
By:/s/ David N. Morin
Name: David N. Morin
Title: Managing Director
If a second signatory is needed:
By:/s/ Matthew Salvner
Name: Matthew Salvner
Title: Managing Director
[Signature Page to Second Amendment to Term Loan Agreement]
STATE BANK AND TRUST COMPANY,
SUCCESSOR BY MERGER TO ALOSTAR BANK OF COMMERCE,
as Lender
By:/s/ Daryn Veney
Name: Daryn Veney
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AGF Floating Rate Income Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Brighthouse Funds Trust I
Brighthouse/Eaton Vance Floating Rate Portfolio
By: Eaton Vance Management
as Investment Sub-Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Calvert Management Series-
Calvert Floating-Rate Advantage Fund
By: Calvert Research and Management
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance CLO 2013-1 LTD
By: Eaton Vance Management
as Portfolio Manager
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance CLO 2014-1 Ltd.
By: Eaton Vance Management
Portfolio Manager
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance CLO 2015-1 Ltd.
By: Eaton Vance Management
Portfolio Manager
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Loan Holding Limited
By: Eaton Vance Management
as Investment Manager
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Floating Rate
Income Plus Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Floating-Rate
2022 Target Term Trust
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Senior Floating-Rate Trust
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Floating-Rate Income Trust
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance International (Cayman Islands)
Floating-Rate Income Portfolio
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Senior Income Trust
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Short Duration
Diversified Income Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Institutional Senior Loan Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Institutional Senior Loan Plus Fund
By: Eaton Vance Management as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Limited Duration Income Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance Floating Rate Portfolio
By: Boston Management and Research
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Florida Power & Light Company
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Pacific Select Fund – Floating Rate Loan Portfolio
By: Eaton Vance Management
as Investment Sub-Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Senior Debt Portfolio
By: Boston Management and Research
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance VT Floating-Rate Income Fund
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Eaton Vance US Loan Fund 2016 a Series Trust of Global Cayman Investment Trust
By: Eaton Vance Management
as Investment Advisor
By:/s/ Michael B. Botthof
Name: Michael B. Botthof
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Buffalo High Yield Fund,
as a Lender
By:/s/ Pavel Antonov
Name: Pavel Antonov
Title: Attorney-in-fact
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Capital Farm Credit, FLCA,
as a Lender
By:/s/ Donald L. Palm
Name: Donald L. Palm
Title: Sr. Vice President – Capital Markets
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Compeer Financial, PCA,
as a Lender
By:/s/ Dale A. Rishardson
Name: Dale A. Richardson
Title: Managing Director – Capital Markets
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Farm Credit Services of America
as a Lender
By:/s/ Kathyrn J. Frahm
Name: Kathryn J. Frahm
Title: VP – Commercial Lender
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sequoia IDF Asset Holding S.A.,
as a Lender
By:/s/ Steve Cook
Name: Steve Cook
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Metropolitan Life Insurance Company, a New York corporation.
By: MetLife Investment Advisors, LLC, a Delaware limited liability company, its investment manager, as a Lender
By:/s/ Kevin J. Harshberger
Name: Kevin J. Harshberger
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Ag County Farm Credit Services,
as a Lender
By:/s/ Nicole Schwartz
Name: Nicole Schwartz
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
WebBank,
as a Lender
By:/s/ Kelly Barnett
Name: Kelly Barnett
Title: President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
IG Mackenzie Floating Rate Income Fund
Mackenzie Floating Rate Income Fund
Mackenzie Floating Rate Income ETF
Mackenzie Unconstrained Fixed Income Fund
Mackenzie Strategic Income Fund
Symmetry Canadian Bond Fund – 3864SLF
Mackenzie Unconstrained Bond ETF
Mackenzie Global Strategic Income Fund
Mackenzie Income Fund
Mackenzie Cundill Canadian Balanced Fund
Mackenzie Global Tactical Bond Fund
IG Mackenzie Ivy Canadian Balanced Fund
Investors Mortgage and Short Term Income Fund
Mackenzie Ivy Global Balanced Fund
Mackenzie Global Credit Opportunities Fund
iProfile Fixed Income Pool
Mackenzie Canadian Growth Balanced Fund
Investors Dividend Fund
Mackenzie Ivy Canadian Balanced Fund
Mackenzie Canadian All Cap Balanced Fund
Mackenzie Diversified Alternatives Fund
IG Mackenzie Strategic Income Fund
Mackenzie Canadian Balanced Fund
Manulife Sentinel Income (33) Fund UT
Mackenzie Strategic Bond Fund
London Life Income Fund 2.26MF
Mackenzie Canadian Short Term Income Fund
Mackenzie Global High Yield Fixed Income ETF
Investors Canadian Corporate Bond Fund
Mackenzie Global Tactical Investment Grade Bond Fund
Mackenzie Core Plus Global Fixed Income ETF
Mackenzie Investment Grade Floating Rate Fund
London Life Growth and Income Fund 2.27MF
Great-West Life Income Fund 6.06M
Investors Mutual of Canada
Mackenzie USD Global Strategic Income Fund
Mackenzie USD Ultra Short Duration Income Fund
Mackenzie USD Global Tactical Bond Fund
Great-West Life Growth and Income Fund 6.05M
Mackenzie Core Plus Canadian Fixed Income ETF
as a Lender
By:/s/ Movin Mokbel
Name: Movin Mokbel
Title: VP, Investments
By:/s/ Daniel Cooper
Name: Daniel Cooper
Title: VP, Investments
[Signature Page to Second Amendment to Term Loan Agreement]
FCS Commercial Finance Group, For AgCountry Farm Credit Services, PCA
as a Lender
By:/s/ Nee Ly
Name: Nee Ly
Title: Assistant President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AMMC CLO 15, LIMITED
as a Lender
BY: American Money Management Corp., as Collateral Manager
By:/s/ David P. Meyer
Name: David P. Meyer
Title: Senior Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AMMC CLO 16, LIMITED
as a Lender
BY: American Money Management Corp., as Collateral Manager
By:/s/ David P. Meyer
Name: David P. Meyer
Title: Senior Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AMMC CLO 18, LIMITED
as a Lender
By: American Money Management Corp., as Collateral Manager
By:/s/ David Meyer
Name: David Meyer
Title: Senior Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AMMC CLO 21, LIMITED
as a Lender
By: American Money Management Corp., as Collateral Manager
By:/s/ David Meyer
Name: David Meyer
Title: Senior Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
AMMC CLO 22, LIMITED
as a Lender
By: American Money Management Corp., as Collateral Manager
By:/s/ David Meyer
Name: David Meyer
Title: Senior Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Pro Assurance Indemnity
as a Lender
By:/s/ Leo Dierckman
Name: Leo Dierckman
Title: Senior VP
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
LINCOLN SQUARE FUNDING ULC
as a Lender
By:/s/ Madonna Sequeira
Name: Madonna Sequeira
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
GOLDMAN SACHS BANK USA,
as a Lender
By:/s/ Chris Lam
Name: Chris Lam
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO IV-R, Ltd.,
as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO V, Ltd.,
as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO VI, Ltd.,
as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO VII, Ltd.,
as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO VIII, Ltd.,
as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO IX, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XI, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XII, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XIV, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XVI, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XVII, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XVIII, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point CLO XIX, Ltd., as a Lender
By: Sound Point Capital Management, LP as Collateral Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Commonwealth of Pennsylvania, Treasury Department
as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Commonwealth of Pennsylvania, Treasury Department – Tuition Account Program
as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Sound Point Senior Floating Rate Master Fund, L.P.,
as a Lender
By: Sound Point Capital Management, LP as Investment Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
American Beacon Sound Point Floating Rate Income Fund, a series of American Beacon Funds.,
as a Lender
By: Sound Point Capital Management, LP as Sub-Advisor
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Kaiser Foundation Hospitals, as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Kaiser Permanente Group Trust, as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
PURE Insurance Company, as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Teamsters Pension Trust Fund of Philadelphia & Vicinity, as a Lender
By: Sound Point Capital Management, LP as Manager
By:/s/ Xueying Fernandes
Name: Xueying Fernandes
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CoBank, FCB,
as a Lender
By:/s/ Patrick Sauer
Name: Patrick Sauer
Title: Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
BlackRock Funds II, BlackRock Strategic Income Opportunities Portfolio,
as a Lender
By: BlackRock Advisors, LLC, its Investment Advisor
By:/s/ Gina Forziati
Name: Gina Forziati
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Strategic Income Opportunities Bond Fund,
as a Lender
By: BlackRock Institutional Trust Company, NA, not in its individual capacity but as Trustee of the Strategic Income Opportunities Bond Fund
By:/s/ Gina Forziati
Name: Gina Forziati
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
ABN AMRO CAPITAL USA LLC,
as a Lender
By:/s/ Javier Ramirez
Name: Javier Ramirez
Title: Director
If a second signatory is needed:
By:/s/ Thomas B. Pinckney
Name: Thomas B. Pinckney
Title: Vice President
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta II Funding LP,
as a Lender
By: Napier Park Global Capital (US) LP
Attorney-in-fact
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta III Funding Ltd,
as a Lender
By: Napier Park Global Capital (US) LP
Attorney-in-fact
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta IV Funding Ltd,
as a Lender
By: Napier Park Global Capital (US) LP
Attorney-in-fact
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
REGATTA IX FUNDING LTD.,
as a Lender
By: Regatta Loan Management LLC
its Collateral Manager
By:/s/ Melanie Hanlon
Name: Hanlon, Melanie
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta V Funding Ltd
as a Lender
By: Napier Park Global Capital (US) LP
Attorney-in-fact
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta VI Funding Ltd
as a Lender
By: Regatta Loan Management LLC its Collateral Manager
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Regatta VII Funding Ltd
as a Lender
By: Regatta Loan Management LLC its Collateral Manager
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
REGATTA VIII FUNDING LTD
as a Lender
By: Regatta Loan Management LLC
attorney-in-fact
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
REGATTA X FUNDING LTD.
as a Lender
By: Regatta Loan Management LLC
its Collateral Manager
By:/s/ Melanie Hanlon
Name: Melanie Hanlon
Title: Managing Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2013-1 Ltd.
as a Lender
By: Black Diamond CLO 2013-1 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2014-1 Ltd.
as a Lender
By: Black Diamond CLO 2014-1 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2015-1 Designated Activity Company
as a Lender
By: Black Diamond CLO 2015-1 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2016-1 Ltd.
as a Lender
By: Black Diamond CLO 2016-1 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2017-1 Ltd.
as a Lender
By: Black Diamond CLO 2017-1 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond CLO 2017-2 Designated Activity Company
as a Lender
By: Black Diamond CLO 2017-2 Adviser, L.L.C. As its Collateral Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Black Diamond Credit Strategies Master Fund, Ltd.
as a Lender
BY: BDCM Fund Advisor, L.L.C.,
Its Investment Manager
By:/s/ Stephen H. Deckoff
Name: Stephen H. Deckoff
Title: Managing Principal
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CBAM 2017-1, LTD
as a Lender
By:/s/ James Kudrako
Name: James Kudrako
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CBAM 2017-2, LTD
as a Lender
By:/s/ James Kudrako
Name: James Kudrako
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CBAM 2017-3, LTD
as a Lender
By:/s/ James Kudrako
Name: James Kudrako
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CBAM 2017-4, LTD
as a Lender
By:/s/ James Kudrako
Name: James Kudrako
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CVP Cascade CLO 1 LTD
as a Lender
By:/s/ Joseph Matteo
Name: Joseph Matteo
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CVP CLO 2017-1 LTD
as a Lender
By:/s/ Joseph Matteo
Name: Joseph Matteo
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CVP CLO 2017-2 LTD
as a Lender
By:/s/ Joseph Matteo
Name: Joseph Matteo
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CATHEDRAL LAKE CLO 2013, LTD
as a Lender
By:/s/ Lynne B. Alpar
Name: Lynne B. Alpar
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CATHEDRAL LAKE II, LTD
as a Lender
By:/s/ Lynne B. Alpar
Name: Lynne B. Alpar
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CATHEDRAL LAKE III, LTD
as a Lender
By:/s/ Lynne B. Alpar
Name: Lynne B. Alpar
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
CATHEDRAL LAKE IV, LTD
as a Lender
By:/s/ Lynne B. Alpar
Name: Lynne B. Alpar
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
DAVENPORT FUNDING, LLC
as a Lender
By:/s/ Madonna Sequeira
Name: Madonna Sequeira
Title: Authorized Signatory
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Logan JV SPV I LLC
as a Lender
By: THL Credit Logan JV LLC, its
Designated Manager
By:/s/ Chris Flynn
Name: Chris Flynn
Title: Director
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2012-1 CLO Ltd.
as a Lender
By: THL Credit Senior Loan Strategies LLC, as
Investment Manager
BY:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL CREDIT WIND RIVER 2013-1 CLO LTD.
as a Lender
BY: THL Credit Senior Loan Strategies LLC, as
Investment Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2014-3 CLO Ltd.
as a Lender
By: THL Credit Senior Loan
Strategies LLC, as Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2015-1 CLO Ltd.
as a Lender
By: THL Credit Senior Loan
Strategies LLC, as Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2015-2 CLO Ltd.
as a Lender
By: THL Credit Senior Loan
Strategies LLC, as Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2016-1 CLO Ltd.
as a Lender
By: THL Credit Senior Loan
Strategies LLC, as Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2016-2 CLO Ltd.
as a Lender
By: THL Credit Advisors LLC, its Warehouse Collateral Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2017-1 CLO Ltd.
as a Lender
By: THL Credit Advisors LLC, its Warehouse Collateral Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2017-2 CLO Ltd.
as a Lender
By: THL Credit Advisors LLC, its Asset Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL Credit Wind River 2017-3 CLO Ltd.
as a Lender
By: THL Credit Advisors LLC, its Warehouse Collateral Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
THL CREDIT WIND RIVER 2017-4 CLO LTD
as a Lender
By: THL Credit Advisors LLC, as Warehouse Collateral Manager
By:/s/ James R. Fellows
Name: James R. Fellows
Title: Managing Director/Co-Head
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
ICM Global Floating Rate Income Limited
as a Lender
By: Investcorp Credit Management US LLC, as the US Investment Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
ICM Senior Loan Fund, L.P.
as a Lender
By: Investcorp Credit Management US LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO IX Ltd.
as a Lender
By: 3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO III Ltd.
as a Lender
By: 3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO X Ltd.
as a Lender
By: 3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Partner
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO VI-R Ltd.
as a Lender
By: Investcorp Credit Management US LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO IV Ltd.
as a Lender
By: 3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO V Ltd.
as a Lender
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO VIII Ltd.
as a Lender
By: 3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
Jamestown CLO VII Ltd.
as a Lender
3i Debt Management U.S. LLC, as Portfolio Manager
By:/s/ David Nadeau
Name: David Nadeau
Title: Portfolio Manager
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
KVK CLO 2013-1, Ltd
as a Lender
By:/s/ William Harned
Name: William Harned
Title: Assistant Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
KVK CLO 2014-2, Ltd
as a Lender
By:/s/ William Harned
Name: William Harned
Title: Assistant Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
KVK CLO 2014-3, Ltd
as a Lender
By:/s/ William Harned
Name: William Harned
Title: Assistant Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
KVK CLO 2016-1, Ltd
as a Lender
By:/s/ William Harned
Name: William Harned
Title: Assistant Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
KVK CLO 2018-1, Ltd
as a Lender
By:/s/ William Harned
Name: William Harned
Title: Assistant Vice President
If a second signatory is needed:
By:
Name:
Title:
[Signature Page to Second Amendment to Term Loan Agreement]
