AMENDMENT NO. 3
TO CREDIT AGREEMENT
This THIRD AMENDMENT, dated as of September 9, 2019 (this Third Amendment), to the Credit Agreement, dated as of June 20, 2017 (as amended by that certain First Amendment and that certain Second Amendment thereto (each, as hereinafter defined), the Credit Agreement), among Regional Management Receivables II, LLC, as borrower (the Borrower), Regional Management Corp. (Regional Management), as servicer, the lenders from time to time parties thereto, the agents from time to time parties thereto, Wells Fargo Bank, National Association (Wells Fargo Bank), as administrative agent (in such capacity, the Administrative Agent), Credit Suisse AG, New York Branch (Credit Suisse), as structuring and syndication agent, and Wells Fargo Bank, as account bank, image file custodian and backup servicer, is hereby entered into by and among the entities identified on the respective signature pages hereto.
WHEREAS, the Credit Agreement and certain other Basic Documents were previously amended in connection with that certain Omnibus Amendment, dated as of June 28, 2018 (the First Amendment), and by that certain Second Amendment, dated as of August 30, 2018 (the Second Amendment), in each case, by and among the Borrower, Regional Management, Wells Fargo Bank, Credit Suisse and the various other entities identified on the respective signature pages thereto;
WHEREAS, Section 15.01 of the Credit Agreement permits certain of the parties thereto to amend, modify, or waive certain provisions of the Credit Agreement subject to the satisfaction of certain conditions set forth in such section; and
WHEREAS, the parties hereto desire to amend certain provisions of the Credit Agreement as set forth herein;
NOW, THEREFORE, based upon the mutual promises and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned, intending to be legally bound, hereby consent and agree as follows:
1. Defined Terms. All capitalized terms used but not otherwise defined herein shall have the meanings assigned thereto in the Credit Agreement as amended hereby.
2. Amendments. The Credit Agreement is hereby amended as follows:
(a) The defined term Credit Suisse Lender Group contained in Section 1.01 is hereby deleted in its entirety and replaced with the following:
Credit Suisse Lender Group means the group of Lenders consisting of (i) GIFS Capital Company, LLC, (ii) the Credit Suisse Agent, (iii) the Credit Suisse Committed Lender, (iv) Alpine Securitization Ltd. and (v) any other Conduit Lender in the