First Eagle Alternative Credit, LLC

Exhibit 10.1

First Eagle Alternative Credit, LLC

000 Xxxxxxxx Xxxxxx, Xxxxx 0000

Xxxxxx, XX 00000

March 3, 2020

Xxxxxxxxxxx X. Xxxxx

Chief Executive Officer

THL Credit, Inc.

000 Xxxxxxx Xxxxxx, 00xx Xxxxx

Xxxxxx, XX 00000

Re: Waiver of Incentive Fee and Base Management Fee

Dear Xx. Xxxxx:

Reference is hereby made to the proposed Investment Management Agreement approved by the Board of Directors of THL Credit, Inc. (the “Corporation”) on January 28, 2020 (the “Advisory Agreement”), which will be entered into by and between the Corporation and First Eagle Alternative Credit, LLC (the “Adviser”) once approved by the Corporation’s stockholders. Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Advisory Agreement.

The Adviser hereby agrees that, if the Corporation’s stockholders approve the Advisory Agreement, the Adviser will irrevocably and unconditionally waive the entirety of the Base Management Fee and Incentive Fee for the period commencing on July 1, 2020 and ending on December 31, 2020. Any Base Management Fee and Incentive Fees waived hereunder shall not be subject to recoupment by the Adviser.

Sincerely yours, First Eagle Alternative Credit, LLC
By:		/s/ Xxxxxxxx X. Xxxxx
		Name: Xxxxxxxx X. Xxxxx Title: Chief Financial Officer

Accepted and agreed to as of the date first above written: THL Credit, Inc.
By:		/s/ Xxxxxxxxxxx X. Xxxxx
		Name: Xxxxxxxxxxx X. Xxxxx Title: Chief Executive Officer