SECOND AMENDMENT TO CREDIT AGREEMENT

Exhibit 10.1

Execution Version

SECOND AMENDMENT TO CREDIT AGREEMENT

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 26, 2016 and effective as of the Effective Date (as hereinafter defined), is made and entered into by and among STATION CASINOS LLC, a Nevada limited liability company (the “Borrower”), the other Loan Parties, each of the Lenders (as hereinafter defined) party hereto, Deutsche Bank AG Cayman Islands Branch, as administrative agent under the Credit Agreement referred to below (in such capacity, the “Administrative Agent”) and Red Rock Resorts, Inc., a Delaware corporation (“PubCo”).

RECITALS

A.        The Borrower and the Lenders are parties to that certain Credit Agreement, dated as of March 1, 2013, by and among the Borrower, the banks, financial institutions and other entities from time to time party thereto as lenders (including the L/C Issuer and Swing Line Lender) (collectively, the “Lenders”), and the Administrative Agent, as amended by that certain First Amendment to Credit Agreement, dated as of March 18, 2014 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).

B.        In connection with the Credit Agreement, the Loan Parties executed various Loan Documents to guaranty and/or secure the Obligations.

C.        The Borrower and its Affiliates intend to consummate certain transactions pursuant to which, among other things, (i) Voteco will assign and transfer all the voting Equity Interests in the Borrower to PubCo, and then dissolve (the “VoteCo Transaction”), (ii) pursuant to the VoteCo Transaction and certain other transactions PubCo will become a direct and indirect owner of Equity Interests in the Borrower, (iii) an initial public offering of PubCo stock will be consummated and (iv) the Borrower and/or certain of its Subsidiaries will acquire Xxxxxxxx Entertainment LLC, a Delaware limited liability company (“Xxxxxxxx Entertainment”) and its direct and indirect wholly owned subsidiaries identified on Schedule 1 hereto (collectively, the “Xxxxxxxx Entities”) by purchasing all of the Equity Interests issued by Xxxxxxxx Entertainment (the “Xxxxxxxx Acquisition”).

D.        The Borrower has requested that the Lenders party hereto agree to amend the Credit Agreement and certain other Loan Documents, and provide certain consents and waivers under the Loan Documents, in each case subject to, and in accordance with, the terms and conditions set forth herein.

E.         The Lenders party hereto are willing to agree to enter into this Amendment, subject to the conditions and on the terms set forth below.

AGREEMENT

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.         Definitions.  Except as otherwise expressly provided herein, capitalized terms used in this Amendment shall have the meanings given in the Credit Agreement, and the rules of interpretation set forth in the Credit Agreement shall apply to this Amendment.

2.         Amendments to Credit Agreement.

(a)        The Credit Agreement is hereby amended as set forth in Exhibit A attached hereto (double underlining indicates new language and strikethrough indicates language that has been deleted).

(b)        The Schedules to the Credit Agreement are hereby supplemented and/or updated as set forth in Exhibit B attached hereto.

(c)        The Administrative Agent, for itself and on behalf of the Required Lenders, and each of the Loan Parties hereby consent to the termination of the Equity Rights Agreement, Non-Compete Agreement, the GVR Management Fee Subordination Agreement, the Opco Management Fee Subordination Agreement, the Station Management Fee Subordination Agreement, and all Manager Documents in effect as of the date hereof (such Manager Documents, the “Existing Manager Documents” and collectively with the other agreements specified in this Section 2(c), the “Terminated Documents”), and agree that any references in the Credit Agreement to such Terminated Documents shall be null and void, and of no further force and effect.

(d)       For purposes of all ratio determinations and other calculations to be made under the Credit Agreement in respect of the Xxxxxxxx Acquisition, including without limitation, all financial calculations made with reference to a rolling four quarter period and all calculations to be made on a pro forma basis in respect of the Xxxxxxxx Acquisition, notwithstanding anything to the contrary set forth in the Credit Agreement or the other Loan Documents, pro forma effect shall be given to the Xxxxxxxx Acquisition and the termination of the Existing Manager Documents, as if such transactions had occurred on the first day of the applicable testing period.

3.         Other Amendments, Waivers and Consents.

(a)        Amendment of Pledge Agreement.  The Administrative Agent and the Lenders hereby consent to the amendment of the Pledge Agreement pursuant to an amendment in substantially the form set forth on Exhibit C attached hereto (the “Pledge Agreement Amendment”).

(b)        Waivers under Pledge Agreement.  The Administrative Agent and the Lenders hereby consent to the VoteCo Transaction and waive Section 4.1.3 of the Pledge

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Agreement with respect thereto.  The Lenders and the Administrative Agent further waive the notice requirements set forth in Section 4.1.5 of the Pledge Agreement with respect to the VoteCo Transaction.

(c)        Consent to Amendment of Borrower and Holdco Operating Agreements.  The Administrative Agent and the Lenders hereby consent to the amendment of the operating agreements for the Borrower and Holdco pursuant to amendments substantially in the respective forms set forth in Exhibit D and Exhibit E attached hereto.

4.         Representations and Warranties.  To induce the Lenders party hereto to agree to this Amendment, each of the Loan Parties and PubCo represents to the Lenders and the Administrative Agent that as of the date hereof and as of the Effective Date:

(a)        each of the Loan Parties and PubCo has all requisite power and authority to enter into, execute and deliver this Amendment and to carry out the transactions contemplated by, and to perform its obligations under or in respect of, this Amendment;

(b)        the execution and delivery of this Amendment and the performance of the obligations of each of the Loan Parties and PubCo under or in respect of this Amendment have been duly authorized by all necessary corporate or other organizational action on the part of each of the Loan Parties;

(c)        the execution and delivery of this Amendment and the performance of the obligations of such Loan Party or PubCo under or in respect of this Amendment do not and will not (i) contravene the terms of such Person’s Organization Documents, (ii) conflict with or result in any breach or contravention of, or the creation of any Lien under (other than Permitted Liens), or require any payment to be made under (A) any Contractual Obligation to which such Person is a party or affecting such Person or the properties of such Person or any of its Subsidiaries or (B) any material order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Person or its property is subject, or (iii) violate any material Laws;

(d)       this Amendment has been duly executed and delivered by each of the Loan Parties and PubCo and constitutes a legal, valid and binding obligation of each of the Loan Parties and PubCo, enforceable against each of the Loan Parties and PubCo in accordance with its terms, except as enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization or similar laws relating to or affecting the enforcement of creditors’ rights generally, (b) general equitable principles (whether considered in a proceeding in equity or at law), and (c) requirements of reasonableness, good faith and fair dealing;

(e)        after giving effect to this Amendment, no event has occurred and is continuing or will result from the execution and delivery of this Amendment or the performance by the Loan Parties of their obligations hereunder that would constitute a Default or an Event of Default; and

(f)        each of the representations and warranties made by such Loan Party in or pursuant to the Loan Documents to which it is a party, as amended hereby, is true and correct in

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all material respects on and as of the Effective Date as if made on and as of such date; provided, that, to the extent that such representations or warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, further, that, any representation or warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respects on such respective dates.

5.         Effectiveness of this Amendment.  This Amendment shall be effective only if and when:

(a)        the Loan Parties, PubCo, the Administrative Agent and the Required Lenders have delivered their fully executed signature pages hereto to the Administrative Agent;

(b)        PubCo shall have executed and delivered to the Administrative Agent a Pledge Agreement Supplement that is substantially in the form of Exhibit F attached hereto and shall have delivered to the Administrative Agent or its designated custodian all membership interest certificates representing its direct Equity Interests in the Borrower;

(c)        PubCo, the Administrative Agent, Wilmington Trust, National Association and the other Loan Parties party thereto shall have executed and delivered to the Administrative Agent a supplement to the Custodian Agreement that is substantially in the form of Exhibit G attached hereto;

(d)       PubCo, the Administrative Agent and the applicable Loan Parties shall have executed and delivered to the Administrative Agent the Pledge Agreement Amendment;

(e)        the Administrative Agent shall have received evidence reasonably satisfactory to it, that the initial public offering of PubCo stock described in the Form S-1 Registration Statement filed by PubCo with the U.S. Securities and Exchange Commission (File No. 333-207397), shall have occurred or shall occur substantially concurrently with the Effective Date;

(f)        the Administrative Agent shall have received evidence reasonably satisfactory to it that the acquisition by the Borrower and its Subsidiaries of all of the Equity Interests in the Xxxxxxxx Entities shall have occurred or shall occur substantially concurrently with the Effective Date;

(g)        the Administrative Agent shall have received evidence reasonably satisfactory to it that each of the Management Agreements in effect as of the Effective Date shall have been terminated;

(h)        each of the representations and warranties contained in Section 4 of this Amendment shall be true and correct in all material respects and, in furtherance thereof, each of the Loan Parties and PubCo shall have received all necessary approvals and/or consents from the Gaming Authorities in form and substance satisfactory to the Administrative Agent for the execution and delivery of this Amendment and the performance of the obligations of each of the Loan Parties and PubCo under or in respect of this Amendment;

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(i)         the Administrative Agent shall have received legal opinions reasonably satisfactory to it from the counsel to the Loan Parties and PubCo with respect to Nevada, New York, California and Delaware law matters;

(j)         the Administrative Agent shall have received, executed by a Responsible Officer or other authorized signatory of the signing Loan Party and PubCo that is party thereto and in form and substance reasonably satisfactory to the Administrative Agent, such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party and PubCo as the Administrative Agent may reasonably require evidencing the identity, authority and capacity of each Responsible Officer or other authorized signatory thereof authorized to act as a Responsible Officer and/or execute documents in connection with this Amendment and the other Loan Documents to which such Loan Party or PubCo is a party or is to be a party on the Effective Date;

(k)        the Administrative Agent shall have received for the account of each Lender that executes and delivers this Amendment prior to 5:00pm New York time on April 6, 2016, a cash fee (due and payable only upon satisfaction of subclause 5(e) above) in the amount of 0.05% of such Lender’s aggregate Term Loans and Revolving Credit Commitments outstanding on such date;

(l)         the Borrower shall have paid all other fees and expenses owed to the Administrative Agent, the Joint Lead Arrangers and the Lenders (including fees and expenses of counsel) accrued through and including the Effective Date to such Administrative Agent, Joint Lead Arrangers and Lenders (or to such counsel); and

(m)       the Administrative Agent and Lenders shall have received, at least five (5) Business Days prior to the Effective Date (or such shorter time period as agreed to by such Persons), all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the Patriot Act.

This Amendment shall be effective on the date (the “Effective Date”) on which all of the foregoing conditions are satisfied (such conditions to be satisfied no later than July 5, 2016).

6.         Acknowledgments.  By executing this Amendment, each of the Loan Parties and PubCo (a) consents to this Amendment and the performance by each of the Loan Parties and PubCo of their obligations hereunder, (b) acknowledges that notwithstanding the execution and delivery of this Amendment, the obligations of each of the Loan Parties under the Guaranty Agreement, the Pledge Agreement, the Security Agreement and each of the other Loan Documents to which such Loan Party is a party are not impaired or affected and the Guaranty Agreement, the Pledge Agreement, the Security Agreement and each such Loan Document continues in full force and effect after giving effect to this Amendment and (c) affirms and ratifies, to the extent it is a party thereto, the Guaranty Agreement, the Pledge Agreement, the

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Security Agreement and each other Loan Document with respect to all of the Obligations as amended hereby.

7.         Miscellaneous.  THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS (EXCEPT AS EXPRESSLY PROVIDED THEREIN) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.  This Amendment may be executed in one or more duplicate counterparts and, subject to the other terms and conditions of this Amendment, when signed by all of the parties listed below shall constitute a single binding agreement.  Delivery of an executed signature page to this Amendment by facsimile transmission or electronic mail shall be as effective as delivery of a manually signed counterpart of this Amendment.  Except as amended, waived or consented hereby, all of the provisions of the Credit Agreement and the other Loan Documents shall remain in full force and effect except that each reference to the “Credit Agreement”, or words of like import in any Loan Document, shall mean and be a reference to the Credit Agreement as amended hereby.  This Amendment shall be deemed a “Loan Document” as defined in the Credit Agreement.  Sections 10.16(b), 10.16(c) and 10.17 of the Credit Agreement shall apply to this Amendment and all past and future amendments to the Credit Agreement and other Loan Documents as if expressly set forth herein or therein.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed as of the day and year first above written, to be effective as of the Effective Date.

	STATION CASINOS LLC
	STATION HOLDCO LLC
	STATION VOTECO LLC
	By:	/S/
		Name: Xxxx X. Xxxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

NP AUBURN DEVELOPMENT LLC	NP RED ROCK LLC
NP BOULDER LLC	XX XXXX CONVENTION CENTER LLC
NP CENTERLINE HOLDINGS LLC	NP RIVER CENTRAL LLC
NP DEVELOPMENT LLC	NP ROTMA LLC
NP DURANGO LLC	NP SANTA FE LLC
NP FH EXCESS LLC	NP STEAMBOAT LLC
NP FIESTA LLC	NP SUNSET LLC
NP GOLD RUSH LLC	NP SUNSET XXXXXXX LLC
XX XXXXX VALLEY LLC	NP TEXAS LLC
NP HANGER LEASECO LLC	NP TOWN CENTER LLC
NP HORIZON PARK LLC	SC RANCHO DEVELOPMENT, LLC
NP INSPIRADA LLC	STATION DEVELOPMENT, LLC
NP IP HOLDINGS LLC	STATION GVR ACQUISITION, LLC
NP LAKE XXXX LLC	SONOMA LAND ACQUISITION COMPANY, LLC
NP LML LLC	NP FRESNO LAND ACQUISITIONS LLC
XX XXXXX ELKHORN HOLDINGS LLC	STATION CALIFORNIA, LLC
NP MAGIC STAR LLC	NP SONOMA LAND HOLDINGS LLC
NP MT. ROSE LLC	SC SP 1 LLC
NP NORTHERN NV ACQUISITIONS LLC	SC SP 2 LLC
NP OPCO HOLDINGS LLC	SC SP 3 LLC
NP OPCO LLC	SC SP 4 LLC
NP PALACE LLC	SC SP 5 LLC
NP PAST ENTERPRISES LLC	SC SP HOLDCO LLC
NP RANCHO LLC

	each as a Subsidiary Guarantor
	By:	/S/
		Name: Xxxx X. Xxxxxxx
		Title: Authorized Signatory

[Signature Page to Second Amendment]

SC BUTTE DEVELOPMENT, LLC

SC BUTTE MANAGEMENT, LLC

SC MADERA DEVELOPMENT, LLC

SC MADERA MANAGEMENT, LLC

SC MICHIGAN, LLC

SC SONOMA DEVELOPMENT, LLC

SC SONOMA MANAGEMENT, LLC

	each as a Subsidiary Guarantor
	By:	/S/
		Name: Xxxxx X. Xxxxxxx
		Title: Senior Vice President

[Signature Page to Second Amendment]

	RED ROCK RESORTS, INC.
	as PubCo
	By:	/S/
	Name:
	Title:

[Signature Page to Second Amendment]

	Acknowledged:
	DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH, as the Administrative Agent
	By:	/S/
		Name: Xxxx Xxx Xxxx
		Title: Managing Director
	By:	/S/
		Name: Xxxx Xxxxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	LUCUMA FUNDING ULC,
	as a Lender
	By:	/S/
		Name: Mobasharul Islam
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ASFI Loan Funding LLC,
	as a Lender
	By: Citibank, N.A.,
	By:	/S/
		Name: Xxxxx Pool
		Title: Associate Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BRYCE FUNDING,
	as a Lender
	By:	/S/
		Name: Mobasharul Islam
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein Bond Fund Inc - AllianceBernstein Limited Duration High Income Portfolio,
	as a Lender
	By: AllianceBernstein L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Teachers’ Retirement System of Louisiana,
	as a Lender
	By: AllianceBernstein L.P., as Investment Advisor
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein Global High Income Fund,
	as a Lender
	By: AllianceBernstein L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein High Income Fund,
	as a Lender
	By: AllianceBernstein L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein Pooling Portfolios - High Yield,
	as a Lender
	By: AllianceBernstein L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein Institutional Investments - AXA High Yield Loan Portfolio,
	as a Lender
	By: AllianceBernstein L.P., as Investment Advisor
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AllianceBernstein Institutional Investments - AXA High Yield Loan II Portfolio,
	as a Lender
	By:  AllianceBernstein L.P., as Investment Advisor
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: VP - Corporate Actions
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	AC AS CLO 2013-1, Ltd.,
	as a Lender
	By:  American Capital CLO Management, LLC (f/k/a American Capital Leveraged Finance Management, LLC), its Manager
	By:	/S/
		Name:  Xxxxxxx Xxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ACAS CLO 2015-1, Ltd.,
	as a Lender
	By:  American Capital CLO Management, LLC, its Collateral Manager
	By:	/S/
		Name:  Xxxxxxx Xxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BANK OF AMERICA, N.A.,
	as a Lender
	By:	/S/
		Name:  Xxxxx X. Xxxxx
		Title:  Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Beach Point Loan Master Fund, L.P.,
	as a Lender,
	By:  Beach Point Capital Management LP
	Its Investment Manager
	By:	/S/
		Name:  Xxxx Xxxxxxxxx
		Title:  Co-Chief Investment Officer

[Signature Page to Second Amendment]

	Beach Point SCF IX Loan LP,
	as a Lender,
	By:  Beach Point Capital Management LP
	Its Investment Manager
	By:	/S/
		Name:  Xxxx Xxxxxxxxx
		Title:  Co-Chief Investment Officer

[Signature Page to Second Amendment]

	Beach Point SCF Loan LP,
	as a Lender,
	By:  Beach Point Capital Management LP
	Its Investment Manager
	By:	/S/
		Name:  Xxxx Xxxxxxxxx
		Title:  Co-Chief Investment Officer

[Signature Page to Second Amendment]

	ACE Property & Casualty Insurance Company,
	as a Lender
	By:  BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ADVANCED SERIES TRUST - AST BLACKROCK GLOBAL STRATEGIES PORTFOLIO,
	as a Lender
	By:  BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Multi-Asset Income Portfolio of BlackRock Funds II,
	as a Lender
	By:  BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Houston Casualty Company,
	as a Lender
	By:  BlackRock Investment Management, LLC, its Investment Manager
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Ironshore Inc.,
	as a Lender
	By:  BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMBI re Blackrock Bankloan Fund,
	as a Lender
	By:  BlackRock Financial Management Inc., as Sub-Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite VII, Limited,
	as a Lender
	By:  BlackRock Financial Management Inc., Its Collateral Manager
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite XV, Limited,
	as a Lender
	By:  BlackRock Financial Management, Inc., as Investment Manager
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Navy Exchange Service Command Retirement Trust,
	as a Lender
	By:  BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name:  Xxx Xxxxxx
		Title:  Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PPL Services Corporation Master Trust,
	as a Lender
	By: BlackRock Financial Management Inc., its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Scor Global Life Americas Reinsurance Company,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	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/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Debt Strategies Fund, Inc.,
	as a Lender
	By: BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Defined Opportunity Credit Trust,
	as a Lender
	By: BlackRock Financial Management Inc.,
	its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Arch Reinsurance LTD.,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite XI, Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., as Portfolio Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite XII, LTD.,
	as a Lender
	By: BlackRock Financial Management, Inc., its Collateral Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Floating Rate Income Strategies Fund, Inc.,
	as a Lender
	By: BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Floating Rate Income Trust,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Funds II, BlackRock Floating Rate Income Portfolio,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Funds II, BlackRock High Yield Bond Portfolio,
	as a Lender
	By:  BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Funds II, BlackRock Strategic Income Opportunities Portfolio,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Global Investment Series: Income Strategies Portfolio,
	as a Lender
	By: BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock High Yield V.I. Fund of BlackRock Variable Series Funds, Inc.,
	as a Lender
	By: BlackRock Advisors, LLC, its investment advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock High Yield Portfolio of the BlackRock Series Fund, Inc.,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Limited Duration Income Trust,
	as a Lender
	By: BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Secured Credit Portfolio of BlackRock Funds II,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Senior Floating Rate Portfolio,
	as a Lender
	By: BlackRock Investment Management, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Corporate High Yield Fund Inc.,
	as a Lender
	By: BlackRock Advisors, LLC, its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite VI, Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., its Collateral Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	55 Loan Strategy Fund Series 2 A Series Trust Of Multi Manager Global Investment Trust,
	as a Lender
	By: BlackRock Financial Management Inc., Its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	55 Loan Strategy Fund a series Trust of Multi Manager Global Investment Trust,
	as a Lender
	By: BlackRock Financial Management Inc., Its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ABR Reinsurance LTD.,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Ace European Group Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlackRock Multi-Sector Income Trust,
	as a Lender
	By: BlackRock Advisors, LLC, as Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	California State Teachers’ Retirement System,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Consumer Program Administrators, Inc,
	as a Lender
	By: BlackRock Financial Management, Inc. its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Employees’ Retirement Fund of the City of Dallas,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fixed Income Opportunities Nero, LLC,
	as a Lender
	By: BlackRock Financial Management Inc., Its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	iShares Advantaged Short Duration High Income ETF (CAD-Hedged),
	as a Lender
	By: BlackRock Institutional Trust Company, N.A. (BTC) in its capacity as investment sub-advisor of the fund
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite IX, Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., its Collateral Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite VIII, Limited,
	as a Lender
	By: BlackRock Financial Management Inc., Its Collateral Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite XIV, Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., its Collateral Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Magnetite XVI, Limited,
	as a Lender
	By: BlackRock Financial Management, Inc., as Portfolio Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Multi Asset Income Allocation Fund,
	as a Lender
	By: Blackrock Financial Management Inc., in its capacity as Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Permanens Capital Floating Rate Fund LP,
	as a Lender
	By: BlackRock Financial Management Inc., Its Sub-Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	U.S. Specialty Insurance Company,
	as a Lender
	By: BlackRock Investment Management, LLC, its Investment Manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	UnitedHealthcare Insurance Company,
	as a Lender
	By: BlackRock Financial Management Inc.; its investment manager
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	MET Investors Series Trust - BlackRock High Yield Portfolio,
	as a Lender
	By: BlackRock Financial Management, Inc., its Investment Advisor
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2012-1 Ltd,
	as a Lender
	By: BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC,
	Its Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2011-1 Ltd,
	as a Lender
	By: BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC,
	Its Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Bluemountain CLO 2013-2 LTD.,
	as a Lender
	By: BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC.
	ITS COLLATERAL MANAGER
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2014-3 Ltd.,
	as a Lender
	By: BlueMountain Capital Management, LLC
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Bluemountain CLO 2013-1 LTD.,
	as a Lender
	By: BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC.
	ITS COLLATERAL MANAGER
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2014-2 Ltd,
	as a Lender
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2015-2, Ltd.,
	as a Lender
	By: BlueMountain Capital Management, LLC
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BlueMountain CLO 2012-2 Ltd,
	as a Lender
	By: BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC,
	Its Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxx
		Title: Operations Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO IX Ltd.,
	as a Lender
	By: Brigade Capital Management, LP as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	BATTALION CLO III LTD.,
	as a Lender
	By: BRIGADE CAPITAL MANAGEMENT LP
	As Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO VI Ltd.,
	as a Lender
	By: Brigade Capital Management, LP as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO VII Ltd.,
	as a Lender
	By: Brigade Capital Management, LP as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO VIII Ltd.,
	as a Lender
	By: BRIGADE CAPITAL MANAGEMENT, LP
	as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO IV Ltd.,
	as a Lender
	By: BRIGADE CAPITAL MANAGEMENT LP
	As Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Battalion CLO V Ltd.,
	as a Lender
	By: BRIGADE CAPITAL MANAGEMENT, LP
	as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Operations Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2014-2, Ltd.,
	as a Lender
	By: Canyon Capital Advisors LLC, Its Asset Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2014-1, Ltd.,
	as a Lender
	By: Canyon Capital Advisors LLC, Its Asset Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2006-1, Ltd.,
	as a Lender
	By: Canyon Capital Advisors LLC, its Asset Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2012-1, Ltd.,
	as a Lender
	By: Canyon Capital Advisors LLC, its Asset Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2015-A, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Canyon Capital CLO 2015-1, LTD.,
	as a Lender
	By: Canyon Capital Advisors LLC,
	a Delaware limited liability company,
	its Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2014-5, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2014-3, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Daytona CLO, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2015-1,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2012-1,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2015-5,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle High Yield Partners VIII, Ltd,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle High Yield Partners X, Ltd,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle High Yield Partners IX, Ltd,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2012-4,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2015-3,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2015-4,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2014-1,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2014-2,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2013-3,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2013-2,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2012-2,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2012-3,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2014-4,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxx XxXxxxx CLO, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2015-2,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2013-4,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Carlyle Global Market Strategies CLO 2013-1,
	Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	CITIBANK, N.A.,
	as a Lender
	By:	/S/
		Name: Xxxxx X. Xxxxxxx
		Title: Attorney-In-Fact

[Signature Page to Second Amendment]

	CREDIT SUISSE AG, Cayman Islands Branch,
	as a Lender
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Authorized Signatory
	By:	/S/
		Name: Xxxxxx Xxx Xxxxx
		Title: Authorized Signatory

[Signature Page to Second Amendment]

	DEUTSCHE BANK AG CAYMAN
	ISLANDS BRANCH,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxx Xxxxx
		Title: Managing Director
	If two signatures required:
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President

[Signature Page to Second Amendment]

For internal use only

	Deutsche Bank (Cayman) Limited,
	as a Lender,
	(solely in its capacity as trustee of The Canary
	Star Trust and its Sub-Trusts) as the Trustee
	By: Deutsche Bank AG New York Branch
	By:	/S/
		Name: Xxxxxx XxxXxxxxx
		Title: Assistant Vice President
	By:	/S/
		Name: Xxxxxx Xxx
		Title: Assistant Vice President

[Signature Page to Second Amendment]

	DoubleLine Capital LP as Investment Advisor to:
	DoubleLine Core Fixed Income Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	DoubleLine Capital LP as Investment Advisor to:
	DoubleLine Shiller Enhanced CAPE,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	DoubleLine Capital LP as Investment Advisor to:
	DoubleLine Floating Rate Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	DoubleLine Capital LP as Sub-Advisor to: State Street DoubleLine Total Return Tactical Portfolio,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	DoubleLine Capital LP as Investment Advisor to: Trustees of the Estate of Xxxxxxx Xxxxxx Xxxxxx
	dba Kamehameha Schools,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Boston Income Portfolio
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Regents of the University of California,
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Federated Bank Loan Core Fund,
	as a Lender
	By:	/S/
		Name: B. Xxxxxxx Xxxxxxxxx, Xx.
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	FIAM Floating Rate High Income
	Commingled Pool
	By: Fidelity Institutional Asset Management
	Trust Company as Trustee,
	as a Lender,
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	FLAM Leveraged Loan, LP
	By: FIAM LLC as Investment Manager, as a
	Lender,
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Advisor Series I: Fidelity Advisor
	Floating Rate High Income Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Advisor Series I: Fidelity Advisor
	High Income Advantage Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Canadian Balanced Fund
	for Fidelity Investments Canada ULC as
	Trustee of Fidelity Canadian Balanced Fund, as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Central Investment Portfolios LLC:
	Fidelity Floating Rate Central Fund,
	as a Lender,
	By:	/S/
		Title: Xxxxxx X. Xxxxx
		Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Income Fund: Fidelity Total Bond Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Floating Rate High Income Fund
	for Fidelity Investments Canada ULC as
	Trustee of Fidelity Floating Rate High Income Fund, as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Variable Insurance Products Fund: Floating
	Rate High Income Portfolio, as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Puritan Trust: Fidelity Puritan Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Summer Street Trust: Fidelity Series Floating Rate High Income Fund, as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Master Trust Bank of Japan Ltd. Re: Fidelity
	Us High Yield
	By: Fidelity Management & Research
	Company as Investment Manager,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity American High Yield Fund
	for Fidelity Investments Canada ULC as
	Trustee of Fidelity American High Yield Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Advanced Series Trust-AST FI Pyramis Quantitative Portfolio
	By: FIAM LLC as Investment Manager, as a Lender,
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Ballyrock CLO 2013-1 Limited
	By: Ballyrock Investment Advisors LLC, as Collateral Manager,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Assistant Treasurer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Ballyrock CLO 2014-1 Limited
	By: Ballyrock Investment Advisors LLC, as Collateral Manager,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Assistant Treasurer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fidelity Floating Rate High Income Investment Trust
	for Fidelity Investments Canada ULC as Trustee of Fidelity Floating Rate High Income Investment Trust, as a Lender,
	By:	/S/
		Name: Xxxxxx X. Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Tactical High Yield ETF,
	as a Lender
	By: First Trust Advisors L.P., its Investment Advisor
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Senior Loan ETF (CAD-Hedged),
	as a Lender
	By: First Trust Advisors L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Dividend and Income Fund,
	as a Lender
	By: First Trust Advisors L.P.
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Senior Loan Fund,
	as a Lender
	By: First Trust Advisors L.P., its Investment Advisor
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Senior Floating Rate Income Fund II,
	as a Lender
	By: First Trust Advisors L.P., its investment manager
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	First Trust Short Duration High Income Fund,
	as a Lender
	By: First Trust Advisors L.P., its investment manager
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fortress Credit BSL III Limited,
	as a Lender
	By: FC BSL III CM LLC, its collateral manager
	By:	/S/
		Name: Xxxxxxxx Xxxxxx
		Title: Treasurer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	FORTRESS CREDIT BSL LIMITED,
	as a Lender
	By: FC BSL CM LLC, its collateral manager
	By:	/S/
		Name: Xxxxxxxx Xxxxxx
		Title: Managing Director/Treasurer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fortress Credit Investments IV Limited,
	as a Lender
	By: Fortress Credit Investments IV CM LLC, its collateral manager
	By:	/S/
		Name: Xxxxxxxx Xxxxxx
		Title: Treasurer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SC PRO LOAN IV LIMITED,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Stellar Performer Global Series: Series G - Global
	Credit,
	as a Lender
	By : GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GT Loan Financing I, Ltd.,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Health Net of California, Inc.,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Swiss Capital Pro Loan III Plc,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	City of New York Group Trust,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The University of Chicago,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities VI, Ltd,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities V, Ltd,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities III, Ltd.,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities VIII, Limited,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities IX, Limited,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GoldenTree Loan Opportunities VII, Ltd,
	as a Lender
	By: GoldenTree Asset Management, L.P.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Western and Southern Life Insurance
	Company,
	as a Lender
	By: GoldenTree Asset Management, LP
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	XXXXXXX SACHS BANK USA,
	as a Lender
	By:	/S/
		Name: Xxxxx Xx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Greywolf CLO II, Ltd,
	as a Lender
	B: Greywolf Capital Management LP, as
	Portfolio Manager
	By:	/S/
		Name: Xxxxxxx Xxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Greywolf CLO III, Ltd,
	as a Lender
	By: Greywolf Capital Management LP, as
	Portfolio Manager
	By:	/S/
		Name: Xxxxxxx Xxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Greywolf CLO IV, Ltd.,
	as a Lender
	By: Greywolf Capital Management LP, as
	Portfolio Manager
	By:	/S/
		Name: Xxxxxxx Xxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Greywolf CLO V, Ltd,
	as a Lender
	By: Greywolf Capital Management LP, as Portfolio Manager
	By:	/S/
		Name: Xxxxxxx Xxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	RS Floating Rate Fund,
	as a Lender,
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	WhiteHorse VIII, Ltd.
	By: H.I.G. WhiteHorse Capital, LLC
	As: Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Manager

[Signature Page to Second Amendment]

	WhiteHorse VII, Ltd.
	By: H.I.G. WhiteHorse Capital, LLC
	As: Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Manager

[Signature Page to Second Amendment]

	WhiteHorse X, Ltd.
	By: H.I.G. WhiteHorse Capital, LLC
	As: Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Manager

[Signature Page to Second Amendment]

	WhiteHorse VI, Ltd.
	By: H.I.G. WhiteHorse Capital, LLC
	As: Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Manager

[Signature Page to Second Amendment]

	Highland/iBoxx Senior Loan ETF,
	as a Lender
	By:	/S/
		Name: Xxxxxx Xxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Tax Aware High Income Fund
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Louisiana State Employees’ Retirement System
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Antares Managing Agency Limited
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Aon Xxxxxx Investment Consulting, Inc.
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Southern Ute Indian Tribe
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Advanced Series Trust- AST High Yield Portfolio
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	National Railroad Retirement Investment Trust
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Remuda Capital Management LTD
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Global Bond Opportunities Fund
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Floating Rate Income Fund
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	GIM Specialist Investment Funds- GIM Multi-Sector Credit Fund
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Short Duration High Yield Fund
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Senior Secured Loan Fund Limited
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Senior Secured Loan Fund, The Initial Trust of GIM Trust 2
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Commingled Pension Trust Fund (Floating Rate Income) of JPMorgan Chase Bank, N.A.
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Pacholder High Yield Fund, Inc.
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Principal Funds, Inc.- High Yield Fund I,
	as a Lender,
	By:	/S/
		Name: Xxxxxxx X. Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JPMorgan Chase Bank, N.A.,
	as a Lender,
	By:	/S/
		Name: Xxxx X. Xxxxxxxxxx
		Title: Executive Director

[Signature Page to Second Amendment]

	KVK CLO 2013-1, Ltd,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2012-2, LTD.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2014-1, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2014-2, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2014-3, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2015-1, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2013-2, LTD.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	KVK CLO 2012-1, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	LAKE PLACID FUNDING,
	as a Lender
	By:	/S/
		Name: XXXXX XXXXX
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ELM CLO 2014-1, Ltd,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Mariner CLO 2015-1 LLC
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ORIX Corporate Capital Inc.
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	TEN PARK SPC, as a Lender.
	By: Metropolitan Life Insurance Company,
	acting as investment advisor.
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Director

[Signature Page to Second Amendment]

	Metropolitan Life Insurance Company,
	as a Lender,
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Director

[Signature Page to Second Amendment]

	Manulife Floating Rate Senior Loan Fund,
	as a Lender
	By:	/S/
		Name: Xxx Xxxx
		Title: Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Manulife U.S. Dollar Floating Rate Income Fund,
	as a Lender
	By:	/S/
		Name: Xxx Xxxx
		Title: Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Manulife Floating Rate Income Fund,
	as a Lender
	By:	/S/
		Name: Xxx Xxxx
		Title: Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Manulife Investments Trust — Floating Rate Income Fund,
	as a Lender
	By:	/S/
		Name: Xxx Xxxx
		Title: Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Venture IX CDO, Limited,
	as a Lender
	By: its investment advisor, MJX Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Venture VII CDO Limited,
	as a Lender
	By: its investment advisor, MJX Asset Management, LLC
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Venture VIII CDO, Limited,
	as a Lender
	By: its investment advisor, MJX Asset Management, LLC
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	VENTURE XIII CLO, Limited,
	as a Lender
	By: its Investment Advisor
	MJX Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Venture XVII CLO Limited,
	as a Lender
	By: its investment advisor, MJX Asset Management, LLC
	By:	/S/
		Name: Xxxxx Xxxx
		Title: Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regatta II Funding LP,
	as a Lender
	By: Xxxxxx Park Global Capital (US) LP
	Attorney-in-fact
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regatta III Funding Ltd,
	as a Lender
	By: Xxxxxx Park Global Capital (US) LP
	Attorney-in-fact
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regatta IV Funding Ltd,
	as a Lender
	By: Xxxxxx Park Global Capital (US) LP
	Attorney-in-fact
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regatta V Funding Ltd,
	as a Lender
	By: Xxxxxx Park Global Capital (US) LP
	Attorney-in-fact
	By:	/S/
		Name: Xxxxxxx Xxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	NB Global Floating Rate Income Fund Limited,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JNL/Xxxxxxxxx Xxxxxx Strategic Income Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Maryland State Retirement and Pension System,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Northern Trust Company of Connecticut,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Investment Funds II Plc,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx - Floating Rate Income Fund,
	as a Lender By:
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	NB Short Duration High Yield Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Strategic Income Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Investment Funds PLC,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Investment Funds II PLC - Xxxxxxxxx Xxxxxx US/European Senior Floating Rate Income Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XII, LTD,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fixed Income Opportunities NB LLC,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC, as Managing Member
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XIII, Ltd.,
	as a Lender
	By Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XIV, Ltd.,
	as a Lender
	By Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Short Duration High Income Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XX Ltd.,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC,
	as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XIX, Ltd,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC,
	as Manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XVII, Ltd.,
	as a Lender
	By Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XVI, Ltd.,
	as a Lender
	By Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XV, Ltd.,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx Senior Floating Rate Income Fund LLC,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	XXXXXXXXX XXXXXX US STRATEGIC INCOME FUND,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XXI, LTD,
	as a Lender
	By: Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as its Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxxxx Xxxxxx CLO XVIII, Ltd.,
	as a Lender
	By Xxxxxxxxx Xxxxxx Investment Advisers LLC
	as collateral manager
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	NJP Bank Loan Fund 2015 A Series Trust of Multi Manager Global Investment Trust,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Water and Power Employees’ Retirement, Disability, and Death Benefit Insurance Plan,
	as a Lender,
	By:	/S/
		Name: Xxxxx Xxxxxx
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SunAmerica Income Funds – SunAmerica Flexible Credit Fund,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx Floating Rate Bond Fund,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Virtus Senior Floating Rate Fund,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Virtus Multi-Sector Short Term Bond Fund,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Flatiron CLO 2013-1 Ltd.
	By:	New York Life Investment Management LLC,
		as Collateral Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Flatiron CLO 2011-1 Ltd.
	By:	New York Life Investment Management LLC,
		as Collateral Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	MainStay Floating Rate Fund,
	a series of MainStay Funds Trust
	By:	NYL Investors LLC,
		its Subadvisor
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	MainStay VP Floating Rate Portfolio,
	a series of MainStay VP Funds Trust
	By:	NYL Investors LLC,
		its Subadvisor
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	New York Life Insurance Company
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Corporate Vice President

[Signature Page to Second Amendment]

	New York Life Insurance and Annuity Corporation
	By:	NYL Investors LLC,
		its Investment Manager
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Flatiron CLO 2015-1 Ltd.
	By:	NYL Investors LLC,
		as Collateral Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Flatiron CLO 2007-1 Ltd.
	By:	New York Life Investment Management LLC,
		as Collateral Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Flatiron CLO 2014-1 Ltd.
	By:	NYL Investors LLC, as Collateral Manager and
		Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Flatiron CLO 2012-1 Ltd.
	By:	New York Life Investment Management LLC,
		as Collateral Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	Silverado CLO 2006-II Limited
	By:	New York Life Investment Management LLC,
		as Portfolio Manager and Attorney-In-Fact
	By:	/S/
		Name: Xxxx Xxxxxxxxxx
		Title: Senior Director

[Signature Page to Second Amendment]

	ABBEY FUNDING ULC,
	as a Lender
	By:	/S/
		Name: XXXXX XXXXX
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA CREDIT PARTNERS VI, LTD.,
	as a Lender
	By:	Oak Hill Advisors, L.P. As its portfolio manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA CREDIT PARTNERS X, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA CREDIT PARTNERS VII, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P., as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Oregon Public Employees Retirement Fund,
	as a Lender
	By: Oak Hill Advisors, L.P., as Investment Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA Credit Partners XI, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	As Warehouse Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA CREDIT PARTNERS XII, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA DENMARK CUSTOMIZED CREDIT
	FUND, L.P.,
	as a Lender
	By: OHA Denmark Customized Credit GenPar,
	LLC
	Its General Partner
	By: OHA Denmark Customized Credit MGP, LLC
	Its Managing Member
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA LOAN FUNDING 2013-1, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA LOAN FUNDING 2014-1, LLC,
	as a Lender
	By: Oak Hill Advisors, L.P., as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA LOAN FUNDING 2015-1, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P., as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA LOAN FUNDING 2013-2, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	As Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA S.C.A., SICAV-SIF,
	as a Lender
	represented by OHA Management (Luxembourg)
	S.Ã x.x.,
	in its capacity of General Partner
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	UNISUPER,
	as a Lender
	By: Oak Hill Advisors, L.P.
	as its Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA LOAN FUNDING 2012-1, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	As Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OHA CREDIT PARTNERS IX, LTD.,
	as a Lender
	By: Oak Hill Advisors, L.P.
	as Portfolio Manager
	By:	/S/
		Name: Xxxxx August
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	US Bank N.A., solely as trustee of the DOLL Trust (for Qualified Institutional Investors only), (and not in its individual capacity),
	as a Lender
	By: Octagon Credit Investors, LLC
	as Portfolio Manager
	By:	/S/
		Name: Xxxxxxxx Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Hamlet II, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Portfolio Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XXIII, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners 24, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XXII, Ltd,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XX, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Portfolio Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Loan Funding, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners X, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XI, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XIV, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XIX, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as collateral manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XVIII, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XV, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XVII, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Octagon Investment Partners XVI, Ltd.,
	as a Lender
	By: Octagon Credit Investors, LLC
	as Collateral Manager
	By:	/S/
		Name: Xxxxxxxx X. Xxxxxx
		Title: Managing Director of Portfolio Administration
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OCP CLO 2014-6, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP Partners, LP
	By: Onex Credit Partners, LLC, its investment manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	Onex Senior Floating Income Fund, L.P.
	By: Onex Credit Partners, LLC, its investment manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	IDEO,
	as a Lender
	By:	/S/
		Name: XXXXX XXXXX
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	OCP CLO 2012-2, Ltd.
	By: Onex Credit Partners, LLC, as Collateral Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP CLO 2013-3, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP CLO 2013-4, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP CLO 2015-10, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	Onex Senior Credit Fund, L.P.
	By: Onex Credit Partners, LLC, its investment manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	Onex Senior Credit II, LP
	By: Onex Credit Partners, LLC, its investment manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP CLO 2014-5, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	OCP CLO 2015-9, Ltd.
	By: Onex Credit Partners, LLC, as Portfolio Manager
	___________________________________________,
	as a Lender,
	By:	/S/
		Name: Xxxx Xxxxxxx
		Title: Portfolio Manager

[Signature Page to Second Amendment]

	ARCHES FUNDING ULC,
	as a Lender
	By:	/S/
		Name: XXXXX XXXXX
		Title: Authorized Signatory
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Park Avenue Institutional Advisors CLO Ltd
	2016-1,
	as a Lender,
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Funds: PIMCO Floating Income Fund,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor, acting through Investors Fiduciary Trust Company in the Nominee Name of IFTCO
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	IBM 401(k) Plus Plan Trust,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Funds: PIMCO Senior Floating Rate Fund,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Cayman Trust: PIMCO Cayman Bank Loan Fund,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Funds: PIMCO Diversified Income Fund,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor, acting through Investors Fiduciary Trust Company in the Nominee Name of IFTCO
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Funds Global Investors Series plc: Diversified Income Fund,
	as a Lender
	By: Pacific Investment Management Company LLC,
	as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	A Series Trust of Multi Manager Global Investment Trust — PIMCO Cayman Bank Loan Libor Plus Fund JPY Hedge, as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Aware Integrated, Inc.,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Blue Cross Blue Shield of Minnesota,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Bermuda Trust II: PIMCO Bermuda Bank Loan Fund (M),
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Funds Ireland plc: PIMCO Senior Loan Fund,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PIMCO Cayman Bank Loan LIBOR Plus Fund JPY Hedge Series 2 A Series Trust of Multi Manager Global Investment Trust,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regence Bluecross Blueshield of Utah,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regence Bluecross Blueshield of Oregon,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regence Blueshield,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Regence Blueshield of Idaho,
	as a Lender
	By: Pacific Investment Management Company LLC, as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Xxx
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Texas Children’s Hospital Foundation,
	as a Lender
	By: Pacific Investment Management Company LLC,
	as its Investment Advisor
	By:	/S/
		Name: Xxxxxx Y.D. Ong
		Title: Executive Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Fire and Police Pension Fund, San Antonio,
	as a Lender
	By: PineBridge Investments LLC Its Investment Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Galaxy XI CLO, Ltd.,
	as a Lender
	By: PineBridge Investments LLC As Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	PineBridge Senior Secured Loan Fund Ltd.,
	as a Lender
	By: PineBridge Investments LLC Its Investment Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Galaxy XV CLO, Ltd.,
	as a Lender
	By: PineBridge Investments LLC
	As Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Galaxy XIV CLO, Ltd.,
	as a Lender
	By: PineBridge Investments LLC, as Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Galaxy XVI CLO, Ltd.,
	as a Lender
	By: Pinebridge Investments LLC
	As Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Galaxy XVIII CLO, Ltd.,
	as a Lender
	By: PineBridge Investments LLC, as Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Saturn CLO, Ltd.,
	as a Lender
	By: PineBridge Investments LLC Its Collateral Manager
	By:	/S/
		Name: Xxxxxx Oh
		Title: Managing Director
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	JNL/PPM America Floating Rate Income Fund, a series of the JNL Series Trust, as a Lender,
	By:	/S/
		PPM America, Inc., as sub-adviser
		Name: Xxxxx X. Xxxxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	Eastspring Investments US Bank Loan Special
	Asset Mother Investment Trust [Loan Claim],
	as a Lender,
	By:	/S/
		PPM America, Inc., as Delegated Manager
		Name: Xxxxx X. Xxxxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	Benefit Street Partners CLO V, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO VII, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Senior Operations Associate
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO I, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO IV, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO VI, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO VIII, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Senior Operations Associate
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO III, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Benefit Street Partners CLO II, Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxx Xxxxx
		Title: Authorized Signer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXII Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Prudential Investment Portfolios, Inc. 14 -
	Prudential Floating Rate Income Fund,
	as a Lender
	By: PGIM, Inc.,
	as Investment Advisor
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXVI Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Prudential Bank Loan Fund of the Prudential
	Trust Company Collective Trust,
	as a Lender
	By: PGIM, Inc.,
	as Investment Advisor
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXIII Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 30 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 33 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 34 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 36 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 37 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 38 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 40 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx 41 Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXIV Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXV Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxx XXVIII Senior Loan Fund,
	as a Lender
	By: PGIM, Inc.,
	as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxxxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	XXXXXX FLOATING RATE INCOME FUND
	By:	/S/
		Name: Xxxx Xxxxx
		Title: V.P.

[Signature Page to Second Amendment]

	XXXXXX FUNDS TRUST,
	on behalf of its series, XXXXXX ABSOLUTE
	RETURN 500 FUND
	by Pulnam Investment Management, LLC
	By:	/S/
		Name: Xxxxxxx Xxxxxxxx
		Title: VP

[Signature Page to Second Amendment]

	Four Points Multi-Strategy Master Fund, Inc.
	as a Lender,
	By:  XXXXXXXX CAPITAL MANAGEMENT,
	INC., as Investment Manager for the Loan Account
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Highmark Inc.
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT,
	INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Credos Floating Rate Fund LP
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT,
	INC., as General Partner
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Health Employees Superannuation Trust Australia as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Xxxxxx Mill Loan Fund, LP
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Trustmark Insurance Company
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Advisor
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	WM Pool — Fixed Interest Trust No. 7
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Texas PrePaid Higher Education Tuition Board
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Adviser
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Jefferson Mill CLO, Ltd.
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Xxxxxxxx Short Duration High Income Fund
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Brookside Mill CLO Ltd.
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Xxxxxxxx Floating Rate High Income Fund
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Xxxxxxxxx Portfolio, LLC
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Associated Electric & Gas Insurance Services Limited
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Electronic Data Systems 1994 Pension Scheme
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Electronic Data Systems Retirement Plan
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Xxxxxxx Mill CLO Ltd.
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Collateral Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Providence Health & Services Investment Trust (Bank Loans Portfolio)
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Virginia College Savings Plan,
	as a Lender,
	By: XXXXXXXX CAPITAL MANAGEMENT, INC., as Investment Manager,
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Executive Vice President

[Signature Page to Second Amendment]

	Sound Point CLO II, Ltd,
	as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
	By:	/S/
		Name: Xxxxx Xxxx
		Title: CLO Operations Associate
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Nuveen Credit Strategies Income Fund,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO IX, Limited Partnership,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO VIII, Limited Partnership,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	ACE American Insurance Company,
	as a Lender
	By: X. Xxxx Price Associates, Inc. as investment
	advisor
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	X. Xxxx Price Floating Rate Fund, Inc.,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	XXXXXXXX CLO 2013-2, LTD,
	as a Lender
	By: TCW Asset Management Company as Investment Manager
	By:	/S/
		Name: Xxxx Xxxx
		Title: Senior Vice President
	If two signatures required:
	By:	/S/
		Name: Xxxx Xxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	Metropolitan West Floating Rate Income Fund,
	as a Lender
	By: Metropolitan West Asset Management as Investment Manager
	By:	/S/
		Name: Xxxx Xxxx
		Title: Senior Vice President
	If two signatures required:
	By:	/S/
		Name: Xxxx Xxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	Xxxxxxxx CLO 2014-1, Ltd.,
	as a Lender
	By : TCW Asset Management Company as Investment Manager
	By:	/S/
		Name: Xxxx Xxxx
		Title: Senior Vice President
	If two signatures required:
	By:	/S/
		Name: Xxxx Xxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	Xxxxxxxx CLO 2013-1, Ltd.,
	as a Lender
	By: TCW Asset Management Company as Investment Manager
	By:	/S/
		Name: Xxxx Xxxx
		Title: Senior Vice President
	If two signatures required:
	By:	/S/
		Name: Xxxx Xxxx
		Title: Managing Director

[Signature Page to Second Amendment]

	THL Credit Wind River 2012-1 CLO Ltd.,
	as a Lender
	By: THL Credit Senior Loan Strategies LLC, as Investment Manager
	By:	/S/
		Name: Xxxxx X. Xxxxxxx
		Title: Managing Director/Co-Head
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	THL Credit Wind River 2014-1 CLO Ltd,
	as a Lender
	By THL Credit Advisors LLC,
	as Investment Manager
	By:	/S/
		Name: Xxxxx X. Xxxxxxx
		Title: Managing Director/Co-Head
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Doral CLO III Ltd.,
	as a Lender
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Chief Investment Officer
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

Voya CLO 2014-2, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2015-3, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2016-1, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Axis Specialty Limited

By: Voya Investment Management Co. LLC,

as its investment manager

Aston Hill Voya Floating Rate Income Fund

By: Voya Investment Management Co. LLC,

as its portfolio advisor

Voya Credit Opportunities Master Fund

By: Voya Alternative Asset Management LLC,

as its investment manager

IBM Personal Pension Plan Trust

By: Voya Investment Management Co. LLC,

as its investment manager

Voya Investment Trust Co. Plan for Common Trust Funds – Voya Senior Loan Common Trust Fund

By: Voya Investment Trust Co. as its trustee

Voya Investment Trust Co. Plan for Employee Benefit Investment Funds – Voya Senior Loan Trust Fund

By: Voya Investment Trust Co. as its trustee

[Signature Page to Second Amendment]

Voya Floating Rate Fund

By: Voya Investment Management Co. LLC,

as its investment manager

Voya Prime Rate Trust

By: Voya Investment Management Co. LLC,

as its investment manager

Voya Senior income Fund

By: Voya Investment Management Co. LLC,

as its investment manager

NN (L) Flex – Senior Loans

By: Voya Investment Management Co. LLC,

as its investment manager

NN (L) Flex – Senior Loans Select

By: Voya Investment Management Co. LLC,

as its investment manager

Voya CLO 2012-3, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2012-4, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2013-1, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2013-2, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

Voya CLO 2013-3, Ltd.

By: Voya Alternative Asset Management LLC,

as its investment manager

[Signature Page to Second Amendment]

	Voya CLO 2014-1, Ltd.
	By: Voya Alternative Asset Management LLC,
	as its investment manager
	Voya CLO 2012-2, Ltd.
	By: Voya Alternative Asset Management LLC,
	as its investment manager
	Medtronic Holding Switzerland GMBH
	By: Voya Investment Management Co. LLC,
	as its investment manager
	New Mexico State Investment Council
	By: Voya Investment Management Co. LLC,
	as its investment manager
	Voya Strategic Income Opportunities Fund
	By: Voya Investment Management Co. LLC,
	as its investment manager
	California Public Employees’ Retirement System
	By: Voya Investment Management Co. LLC,
	as its investment manager
	BayernInvest Alternative Loan-Funds
	By: Voya Investment Management Co. LLC,
	as its investment manager
	Schlumberger Group Trust
	By: Voya Investment Management Co. LLC,
	as its investment manager
	as a Lender,
	By:	/S/
		Name: Xxxxxx Xxxxxx
		Title: Senior Vice President

[Signature Page to Second Amendment]

	Xxxx Xxxxxxx Fund II Floating Rate Income Fund,
	as a Lender
	By: Western Asset Management Company as Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxx & Xxxxxxx Xxxxx Foundation Trust,
	as a Lender
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Employees’ Retirement System of the State of Rhode Island,
	as a Lender
	By: Western Asset Management Company as Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Pacific Select Fund – Diversified Bond Portfolio, as a Lender
	By: Western Asset Management Company as Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO X, Ltd,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO XIV, Ltd,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SCOF-2 LTD.,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO XV, Ltd,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO II, LTD.,
	as a Lender
	By: Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO V, LTD.,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Nuveen Short Duration Credit Opportunities Fund,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Symphony CLO XI, Limited Partnership,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Nuveen Floating Rate Income Opportunity Fund,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Nuveen Floating Rate Income Fund,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Nuveen Senior Income Fund,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SSF Trust,
	as a Lender
	By:  Symphony Asset Management LLC
	By:	/S/
		Name: Xxxxx Xxxxxxx
		Title: Portfolio Manager
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Lucent Technologies Inc. Master Pension Trust, as a Lender
	By: X. Xxxx Price Associates, Inc. as investment advisor
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	X. Xxxx Price Floating Rate Multi-Sector Account
	Portfolio,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Board of Pensions of the Evangelical Lutheran
	Church in America,
	as a Lender
	By: X. Xxxx Price Associates, Inc. as investment advisor
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxx Xxxxxxx Funds II – Spectrum Income Fund,
	as a Lender
	By: X. Xxxx Price Associates, Inc. as investment sub-advisor
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	X. Xxxx Price Institutional Floating Rate Fund,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	X. Xxxx Price Funds Series II SICAV – Credit
	Opportunities,
	as a Lender
	By:	/S/
		Name: Xxxxx Xxxxx
		Title: Vice President
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SEI Institutional Managed Trust’s Core Fixed
	Income,
	as a Lender
	By : Western Asset Management Company
	as Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Western Asset U.S. Bank Loan (Offshore) Fund,
	as a Lender
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	California State Teachers’ Retirement System,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	LMP Corporate Loan Fund, Inc,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Allegheny Technologies Incorporated Master
	Pension Trust,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Xxxxxxx Electric Co. Retirement Master Trust,
	as a Lender
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Ford Motor Company Defined Benefit Master
	Trust,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Indiana University,
	as a Lender
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	MassMutual Select Strategic Bond Fund,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Xxx Xxxxxx
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Metropolitan Life Insurance Company,
	as a Lender
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Mountain Hawk II CLO, LTD.,
	as a Lender
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Mountain Hawk III CLO, Ltd,
	as a Lender
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Western Asset Funds, Inc. – Western Asset Core
	Plus Bond Portfolio,
	as a Lender
	By : Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Western Asset Bank Loan (Multi-Currency) Master
	Fund,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Mountain Hawk I CLO, LTD.,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	MT. WILSON CLO II, LTD,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Western Asset Floating Rate High Income Fund,
	LLC,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Advanced Series Trust – AST Western Asset Core
	Plus Bond Portfolio,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	MultiMix Wholesale Diversified Fixed Interest
	Trust,
	as a Lender
	By: Western Asset Management Company as
	Investment Manager and Agent
	By:	/S/
		Name: Ben Kattan
		Title: Security Operations Specialist
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Hartford Floating Rate High Income Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Hartford Total Return Bond HLS Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Hartford Total Return Bond Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Safety Insurance Company,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	SunAmerica Senior Floating Rate Fund, Inc.,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Advisor
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Wellington Trust Company, National Association
	Multiple Common Trust Funds Trust, Core Bond
	Plus/High Yield Bond Portfolio,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Advisor
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Wellington Trust Company, National Association
	Multiple Collective Investment Funds Trust II,
	Core Bond Plus/High Yield Bond Portfolio,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Advisor
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Hartford Floating Rate Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	The Hartford Short Duration Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Metropolitan Series Fund WMC Balanced
	Portfolio,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	UAW RETIREE MEDICAL BENEFITS TRUST,
	as a Lender
	By: State Street Bank and Trust Company, as
	Trustee
	By:	/S/
		Name:  Teri Carroll
		Title: VP
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Wellington Multi-Sector Credit Fund,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Adviser
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Wellington Trust Company, National Association
	Multiple Common Trust Funds Trust-
	Opportunistic Fixed Income Allocation Portfolio,
	as a Lender
	By: Wellington Management Company, LLP as its
	Investment Advisor
	By:	/S/
		Name: Jessica Gravel
		Title: Analyst
	If two signatures required:
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	York CLO 2 Limited,
	as a Lender,
	By:	/S/
		Name: Rizwan Akhter
		Title: Authorized Signatory

[Signature Page to Second Amendment]

	York CLO 1 Limited,
	as a Lender,
	By:	/S/
		Name: Rizwan Akhter
		Title: Authorized Signatory

[Signature Page to Second Amendment]

	[Z CAPITAL CREDIT PARTNERS CLO
	2015-1 LTD], as a Lender
	By:	/S/
	By:  Z Capital CLO Management L.L.C, its
	Portfolio Manager
	By: Z Capital Group, L.L.C., its Managing Member
	By: James J. Zenni, Jr., its President and CEO
	If two signatures required;
	By:
		Name:
		Title:

[Signature Page to Second Amendment]

	Acknowledged:
	DEUTSCHE BANK AG CAYMAN ISLANDS
	BRANCH, as the Administrative Agent
	By:	/S/
		Name: Mary Kay Coyle
		Title: Managing Director
	By:	/S/
		Name: Anca Trifan
		Title: Managing Director

[Signature Page to Second Amendment]

Schedule 1

Specified Fertitta Subsidiaries

1.	FE Landco Management LLC, a Delaware limited liability company
2.	FE Transportation LLC, a New York limited liability company
3.	FE JV Tejon Holdco LLC, a Delaware limited liability company
4.	FE GVR Management LLC, a Delaware limited liability company
5.	FE Opco Management LLC, a Delaware limited liability company
6.	FE Propco Management LLC, a Delaware limited liability company
7.	FE Interactive Investor LLC, a Delaware limited liability company
8.	FE Special Investor LLC, a Delaware limited liability company
9.	FE JV Holdco LLC, a Delaware limited liability company
10.	FE Aviation LLC, a Delaware limited liability company
11.	FE Aviation I LLC, a Delaware limited liability company

Schedule 1

Exhibit A

Amendments to Credit Agreement

[attached]

Exhibit A

COMPOSITE COPY REFLECTING SECOND AMENDMENT

CREDIT AGREEMENT

Dated as of March 1, 2013

among

STATION CASINOS LLC, as Borrower

DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH,
as Administrative Agent,

and

THE OTHER LENDERS PARTY HERETO,

and

DEUTSCHE BANK AG NEW YORK BRANCH,
as L/C Issuer,

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED,
as Joint Lead Arranger, Joint Book Runner and Syndication Agent,

DEUTSCHE BANK SECURITIES INC.,
as Joint Lead Arranger and Joint Book Runner,

and

J.P. MORGAN SECURITIES LLC,

CREDIT SUISSE SECURITIES (USA) LLC,

and

GOLDMAN SACHS LENDING PARTNERS LLC
as Joint Lead Arrangers, Joint Book Runners and Co-Documentation Agents

TABLE OF CONTENTS

		Page
ARTICLE I Definitions and Accounting Terms		1
SECTION 1.01.	Defined Terms	1
SECTION 1.02.	Other Interpretive Provisions	701
SECTION 1.03.	Accounting Terms	712
SECTION 1.04.	Rounding	713
SECTION 1.05.	References to Agreements, Laws, etc.	713
SECTION 1.06.	Times of Day	723
SECTION 1.07.	Timing of Payment or Performance	723
ARTICLE II The Revolving Credit Commitments and Credit Extensions		723
SECTION 2.01.	The Loans	723
SECTION 2.02.	Borrowings, Conversions and Continuations of Loans	734
SECTION 2.03.	Letters of Credit	746
SECTION 2.04.	Swing Line Loans	834
SECTION 2.05.	Prepayments	857
SECTION 2.06.	Termination or Reduction of Revolving Credit Commitments	923
SECTION 2.07.	Repayment of Loans	934
SECTION 2.08.	Interest	935
SECTION 2.09.	Fees	945
SECTION 2.10.	Computation of Interest and Fees	956
SECTION 2.11.	Evidence of Indebtedness	956
SECTION 2.12.	Payments Generally	967
SECTION 2.13.	Sharing of Payments	989
SECTION 2.14.	Incremental Credit Extensions	99100
SECTION 2.15.	Defaulting Lenders	1034
SECTION 2.16.	Extensions	106
		106
ARTICLE III Taxes, Increased Costs Protection and Illegality		1059
SECTION 3.01.	Taxes	1059
SECTION 3.02.	Illegality	10711
SECTION 3.03.	Inability to Determine Rates	10812
SECTION 3.04.	Increased Cost and Reduced Return; Capital Adequacy; Reserves on Eurodollar Loans	10812
SECTION 3.05.	Funding Losses	1103
SECTION 3.06.	Matters Applicable to All Requests for Compensation	1104
SECTION 3.07.	Replacement of Lenders under Certain Circumstances	1115
SECTION 3.08.	Survival	1126

i

ARTICLE IV Conditions Precedent to Credit Extensions		1126
SECTION 4.01.	Conditions of Initial Credit Extension	1126
SECTION 4.02.	Conditions to All Credit Extensions	11620
ARTICLE V Representations and Warranties		1217
SECTION 5.01.	Existence, Qualification and Power; Compliance with Laws	1217
SECTION 5.02.	Authorization; No Contravention	1217
SECTION 5.03.	Governmental Authorization; Other Consents	1217
SECTION 5.04.	Binding Effect	11822
SECTION 5.05.	Financial Statements; No Material Adverse Effect	11822
SECTION 5.06.	Litigation	11923
SECTION 5.07.	No Default	11923
SECTION 5.08.	Ownership of Property; Liens	11923
SECTION 5.09.	Environmental Compliance	1215
SECTION 5.10.	Taxes	1226
SECTION 5.11.	ERISA Compliance	1226
SECTION 5.12.	Subsidiaries; Equity Interests	1226
SECTION 5.13.	Margin Regulations; Investment Company Act	1237
SECTION 5.14.	Disclosure	1237
SECTION 5.15.	Intellectual Property; Licenses, etc.	1248
SECTION 5.16.	Solvency	1248
SECTION 5.17.	Maintenance of Insurance	1259
SECTION 5.18.	Labor Matters	1259
SECTION 5.19.	Collateral	1259
SECTION 5.20.	Location of Real Property	12630
SECTION 5.21.	Permits	12630
SECTION 5.22.	Fiscal Year	12630
SECTION 5.23.	Use of Proceeds	12630
SECTION 5.24.	Subordination of Junior Financing	12731
SECTION 5.25.	Cost Allocation	12731
SECTION 5.26.	Patriot Act/OFAC	12731
SECTION 5.27.	EEA Financial Institution	131
ARTICLE VI Affirmative Covenants		12731
SECTION 6.01.	Financial Statements	12731
SECTION 6.02.	Certificates; Other Information	12934
SECTION 6.03.	Notices	1316
SECTION 6.04.	Payment of Obligations	1327
SECTION 6.05.	Preservation of Existence, etc.	1327
SECTION 6.06.	Maintenance of Properties; Employees	1337
SECTION 6.07.	Maintenance of Insurance	1337
SECTION 6.08.	Compliance with Laws	1338
SECTION 6.09.	Books and Records; Quarterly Conference Calls	1338
SECTION 6.10.	Inspection Rights	1348

ii

SECTION 6.11.	Covenant to Guarantee Obligations and Give Security	1349
SECTION 6.12.	Compliance with Environmental Laws	13642
SECTION 6.13.	Further Assurances and Post-Closing Conditions	13742
SECTION 6.14.	Designation of Subsidiaries	1438
SECTION 6.15.	Information Regarding Collateral	1405
SECTION 6.16.	Corporate Separateness	1405
SECTION 6.17.	Existing Interest Rate Hedge Agreement	1405
SECTION 6.18.	Manager Documents	1405
SECTION 6.19.	Ratings	1449
SECTION 6.20.	Intentionally Omitted	1449
SECTION 6.21.	Subsidiary Cost Allocation Agreements	1449
SECTION 6.22.	IP Agreements, etc.	1449
ARTICLE VII Negative Covenants		14651
SECTION 7.01.	Liens	14651
SECTION 7.02.	Investments	1549
SECTION 7.03.	Indebtedness	1549
SECTION 7.04.	Fundamental Changes	1561
SECTION 7.05.	Dispositions	15863
SECTION 7.06.	Restricted Payments	1605
SECTION 7.07.	Change in Nature of Business	1627
SECTION 7.08.	Transactions with Affiliates	1627
SECTION 7.09.	Burdensome Agreements	1638
SECTION 7.10.	Use of Proceeds	1649
SECTION 7.11.	Financial Covenants	1649
SECTION 7.12.	Accounting Changes	1649
SECTION 7.13.	Prepayments, etc. of Indebtedness	16570
SECTION 7.14.	Equity Interests of the Borrower and Restricted Subsidiaries	16671
SECTION 7.15.	The Holding Companies	16671
SECTION 7.16.	Sale-Leaseback Transactions	1672
SECTION 7.17.	Management Agreements [Reserved]	1672
SECTION 7.18.	Designation of Senior Debt	1672
SECTION 7.19.	VoteCo SPE Reorganization	172
ARTICLE VIII Events of Default and Remedies		1672
SECTION 8.01.	Events of Default	1672
SECTION 8.02.	Remedies Upon Event of Default	1716
SECTION 8.03.	Application of Funds	1727
SECTION 8.04.	Borrower’s Right to Cure	1749
ARTICLE IX Administrative Agent and Other Agents		1749
SECTION 9.01.	Appointment and Authorization of Agents	1749
SECTION 9.02.	Delegation of Duties	17580

iii

SECTION 9.03.	Liability of Agents	17580
SECTION 9.04.	Reliance by Agents	17681
SECTION 9.05.	Notice of Default	17681
SECTION 9.06.	Credit Decision; Disclosure of Information by Agents	17782
SECTION 9.07.	Indemnification of Agents	17782
SECTION 9.08.	Agents in their Individual Capacities	1783
SECTION 9.09.	Successor Agents	1784
SECTION 9.10.	Administrative Agent May File Proofs of Claim	17984
SECTION 9.11.	Collateral and Guaranty Matters	1805
SECTION 9.12.	Other Agents; Joint Lead Arrangers and Managers	1827
SECTION 9.13.	Appointment of Supplemental Administrative Agents	1827
SECTION 9.14.	Cash Management Agreements and Secured Hedge Agreements	1838
ARTICLE X Miscellaneous		1838
SECTION 10.01.	Amendments, etc.	1838
SECTION 10.02.	Notices and Other Communications; Facsimile Copies	18691
SECTION 10.03.	No Waiver; Cumulative Remedies	18792
SECTION 10.04.	Attorney Costs, Expenses and Taxes	18793
SECTION 10.05.	Indemnification by the Borrower	18893
SECTION 10.06.	Payments Set Aside	1894
SECTION 10.07.	Successors and Assigns	1905
SECTION 10.08.	Confidentiality	198203
SECTION 10.09.	Setoff	198203
SECTION 10.10.	Interest Rate Limitation	199204
SECTION 10.11.	Counterparts	2005
SECTION 10.12.	Integration	2005
SECTION 10.13.	Survival of Representations and Warranties	2005
SECTION 10.14.	Severability	2016
SECTION 10.15.	Tax Forms	2016
SECTION 10.16.	Governing Law	2027
SECTION 10.17.	Waiver of Right to Trial by Jury	2038
SECTION 10.18.	Binding Effect	2038
SECTION 10.19.	Lender Action	2039
SECTION 10.20.	Acknowledgments	2049
SECTION 10.21.	USA Patriot Act	2049
SECTION 10.22.	Gaming Authorities and Liquor Authorities	2049
SECTION 10.23.	Certain Matters Affecting Lenders	2105
SECTION 10.24.	The Platform	2105
SECTION 10.25.	QualifiedVoteCo ISPOE Reorganization	20611
SECTION 10.26.	Acknowledgement and Consent to Bail-In of EEA Financial Institutions	211

iv

SCHEDULES
1.01A	Immaterial Subsidiaries
1.01B	Closing Date Mortgaged Properties
1.01C	Existing Letters of Credit
1.01D	Native American Subsidiaries
1.01E	Material Contracts
1.01F	Designated Lenders
1.01G	Disqualified Institutions
1.01H	Native American Contracts
1.01I	Unrestricted Subsidiaries
2.01(a)	B Term Loan Commitments
2.01(b)	Revolving Credit Commitments
4.01(a)	Closing Documents
4.01(a)(xiii)	Environmental Assessment Reports
5.03	Consents
5.05	Certain Liabilities
5.08(f)	Real Property Leases
5.10(b)	Tax Return Audits
5.12	Subsidiaries and Other Equity Investments
5.15(a)	Intellectual Property
5.15(c)	Data Security
5.17	Insurance
5.20	Location of Real Property
7.01(b)	Existing Liens
7.02(f)	Existing Investments
7.02(p)	Native American Investments
7.02(r)	Real Estate to be Invested by Native American Subsidiaries
7.03(b)	Existing Indebtedness
7.08	Transactions with Affiliates
7.09	Existing Restrictions
10.02	Administrative Agent’s Office, Certain Addresses for Notices
EXHIBITS
A	Committed Loan Notice
B	Swing Line Loan Notice
C-1	B Term Note
C-2	Revolving Credit Note
C-3	Swing Line Note
D	Compliance Certificate
E	Assignment and Assumption
F	Guaranty
G-1	Security Agreement
G-2	Pledge Agreement
H	Mortgage
I	Intellectual Property Security Agreement

v

J-1	Opinion Matters – New York Counsel to Loan Parties
J-2	Opinion Matters – Nevada Counsel to Loan Parties
K	Intercompany Note
L	Access/Cooperation Covenants
M	Form of Custodian Agreement
N	Form of Letter of Credit Application

vi

CREDIT AGREEMENT

This CREDIT AGREEMENT (this “Agreement”) is entered into as of March 1, 2013, among STATION CASINOS LLC, a Nevada limited liability company (the “Borrower”), DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH, as Administrative Agent (in such capacity, together with any successor thereto, the “Administrative Agent”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”), DEUTSCHE BANK AG NEW YORK BRANCH, as L/C Issuer, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Syndication Agent, Joint Lead Arranger and Joint Book Runner, DEUTSCHE BANK SECURITIES INC., as Joint Lead Arranger and Joint Book Runner, J.P. MORGAN SECURITIES LLC, as Joint Lead Arranger, Joint Book Runner and Co-Documentation Agent, CREDIT SUISSE SECURITIES (USA) LLC, as Joint Lead Arranger, Joint Book Runner and Co-Documentation Agent, and GOLDMAN SACHS LENDING PARTNERS LLC, as Joint Lead Arranger, Joint Book Runner and Co-Documentation Agent.  All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.

PRELIMINARY STATEMENTS

WHEREAS, the Borrower has requested that the Lenders extend credit to the Borrower in the form of (a) $1,625,000,000 in Term Loans and (b) a $350,000,000 Revolving Credit Facility;

WHEREAS, the proceeds of the Term Loans on the Closing Date will be used to finance the repayment of certain other existing Indebtedness of the Borrower and its Subsidiaries, general corporate purposes and transaction fees and expenses. The proceeds of Revolving Credit Loans and Swing Line Loans made on and after the Closing Date will be used for working capital and other general corporate purposes of the Borrower and the Restricted Subsidiaries, including the financing of Permitted Acquisitions, and Letters of Credit will be used for general corporate purposes of the Borrower, its Restricted Subsidiaries and, to the extent permitted under Sections 2.03(a) and 7.02, Unrestricted Subsidiaries.

WHEREAS, the applicable Lenders have indicated their willingness to lend, and the L/C Issuers have indicated their willingness to issue Letters of Credit, in each case, on the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

ARTICLE I

Definitions and Accounting Terms

SECTION 1.01.          Defined Terms.  As used in this Agreement, the following terms shall have the meanings set forth below:

“Acquired EBITDA” means, with respect to any Acquired Entity or Business or any Converted Restricted Subsidiary for any period, the amount for such period of Consolidated EBITDA of such Acquired Entity or Business or Converted Restricted Subsidiary (determined as

if references to the Borrower and the Restricted Subsidiaries in the definition of “Consolidated EBITDA” (and in the component financial definitions used therein) were references to such Acquired Entity or Business or Converted Restricted Subsidiary and its Subsidiaries and without regard to clause (A)(5) of such definition), all as determined on a consolidated basis for such Acquired Entity or Business or Converted Restricted Subsidiary in accordance with GAAP.

“Acquired Entity or Business” has the meaning specified in the definition of the term “Consolidated EBITDA”.

“Additional Lender” has the meaning specified in Section 2.14(g).

“Additional Management Agreement” means, collectively, each Management Agreement entered into by any Loan Party after the Closing Date in accordance with Section 6.18(c)(iii) or (iv), which agreement shall be in the form of the GVR Management Agreement or the Borrower Management Agreement with such changes and modifications as are not adverse to the interests of the Lenders in any material respect, as certified by a Responsible Officer of the Borrower to the Administrative Agent; provided that, without limiting the foregoing, (i) the only fees payable to the Manager under such Additional Management Agreement shall be a “Base Management Fee,” an “Incentive Management Fee” and a “Termination Fee,” each of which shall be calculated in the same manner, and consist of the same percentages of “Gross Revenues” and “EBITDA,” as applicable, of the applicable property or business as the corresponding percentages under the GVR Management Agreement and the Borrower Management Agreement, (ii) any such Additional Management Agreement shall contain a provision allowing the “Owner” thereunder to terminate such Additional Management Agreement, without any liability or fee of any kind (including without the need to pay any termination fee, but in no event excusing any liability to pay accrued fees or reimbursable expenses through the date of termination consistent with the applicable Management Fee Subordination Agreement) upon (A) a “Material Loan Default” (as defined in the GVR Management Agreement with references to “Owner” changed to the owner or owners of the property or properties managed) or (B) the Borrower or any Loan Party becomes “Bankrupt” (as defined in the GVR Management Agreement), (iii) any such Additional Management Agreement need not contain provisions equivalent to those set forth in Section 3.2 of the GVR Management Agreement granting the “Owner” thereunder the right to terminate such Additional Management Agreement upon a failure to achieve certain performance thresholds and (iv) any such Additional Management Agreement shall, in any event, be subject to the provisions of Section 7.08.  For the avoidance of doubt, any new Management Agreement consolidating the Borrower Management Agreement, the Opco Management Agreement and the GVR Management Agreement as permitted in Section 6.18(c)(iv) hereof shall constitute an Additional Management Agreement for all purposes hereof.

“Additional Management Agreement Guaranty” means, collectively, each Management Agreement Guaranty executed by Fertitta Entertainment after the Closing Date in accordance with Section 6.18(c)(iii) or (iv).

“Additional Management Fee Subordination Agreement” means, collectively, each Management Fee Subordination Agreement entered into by the Administrative Agent and a Manager after the Closing Date in accordance with Section 6.18(c)(iii) or (iv).

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“Additional Manager Allocation Agreement” means, collectively, each Manager Allocation Agreement entered into by any Loan Party after the Closing Date in accordance with Section 6.18(c)(iii) or (iv).

“Additional Manager Documents” means, collectively, each Additional Management Agreement, each Additional Management Agreement Guaranty, each Additional Management Fee Subordination Agreement and each Additional Manager Allocation Agreement.

“Adjusted LIBO Rate” means, with respect to any Eurodollar Loan for any Interest Period, an interest rate per annum (rounded upwards, if necessary, to the next 1/100 of 1%) equal to the greater of (i) the product of (a) the LIBO Rate in effect for such Interest Period and (b) Statutory Reserves, to the extent applicable to any Lender and (ii) for the purposes of B Term Loans only, 1.00% per annum.

“Administrative Agent” has the meaning specified in the preamble hereto.

“Administrative Agent’s Office” means the Administrative Agent’s address as set forth on Schedule 10.02 or such other address as the Administrative Agent may from time to time notify the Borrower and the Lenders.

“Administrative Questionnaire” means an Administrative Questionnaire in a form supplied by the Administrative Agent.

“Affiliate” means (a) with respect to any Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified; provided that as to any Loan Party or any Subsidiary thereof, the term “Affiliate” shall expressly exclude the Persons constituting Lenders as of the Closing Date and their respective Affiliates (determined as provided herein without regard to this proviso) and (b) with respect to any Loan Party or any Subsidiary thereof, (i) Frank J. Fertitta III and his spouse, their respective parents and grandparents and any lineal descendants (including adopted children and their lineal descendants) of any of the foregoing, (ii) Lorenzo J. Fertitta and his spouse, their respective parents and grandparents and any lineal descendants (including adopted children and their lineal descendants) of any of the foregoing, (iii) any Affiliate (determined in accordance with this definition without regard to this clause (iii)) of any Person described in the foregoing clauses (i) and (ii), and (iv) any personal investment vehicle, trust or entity owned by, or established for the benefit of, or the estate of, any Person described in the foregoing clauses (i) and (ii).  “Control” means the possession, directly or indirectly, of the power to (x) vote more than fifty percent (50%) (or, for purposes of Section 7.08 and the definition of Station Permitted Assignee, ten percent (10%)) of the outstanding voting interests of a Person or (y) direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise.  “Controlling” and “Controlled” have meanings correlative thereto.  For purposes of this Agreement, each of Holdco and VoteCo, PubCo and, from and after the VoteCo SPE Reorganization Date, the VoteCo SPE shall be deemed to Control the Borrower.

3

“Affiliated IP Agreements” means each of the Borrower/ IP Agreements, GVR License Agreement, the Borrower/IP Holdco License Agreements , theand Opco/ IP Holdco License Agreements and, other than the OpcoGVR/ANC IP Holdco Trademark License Agreement.

“Affiliated Lender” means a Lender that is a Station Permitted Assignee.

“Agent Parties” has the meaning specified in Section 10.24.

“Agent-Related Persons” means the Agents, together with their respective Affiliates, and the officers, directors, employees, agents and attorneys-in-fact of such Persons and Affiliates.

“Agents” means, collectively, the Administrative Agent, the Supplemental Administrative Agents (if any), the Joint Lead Arrangers, the Syndication Agent and the Co-Documentation Agents.

“Aggregate Commitments” means, at any time, the Commitments of all the Lenders at such time.

“Agreement” means this Credit Agreement.

“ANC” means the American Nevada Company, a Nevada corporation.

“Applicable Commitment Fee Rate” means 0.50% per annum.

“Applicable ECF Percentage” means, at any time, 50%, provided that, so long as no Default has then occurred and is continuing, if the Total Leverage Ratio is equal to or less than 4.50:1.00 but greater than 3.50:1.00 (as set forth in the Compliance Certificate delivered pursuant to Section 6.02(b) for the fiscal year then last ended), the “Applicable ECF Percentage” shall instead be 25%, provided further, that, so long as no Default has occurred and is continuing, if the Total Leverage Ratio is equal to or less than 3.50:1.00 (as set forth in the Compliance Certificate delivered pursuant to Section 6.02(b) for the fiscal year then last ended), the “Applicable ECF Percentage” shall instead be 0%.

“Applicable Period” has the meaning specified in the definition of “Applicable Revolving Credit Rate.”

“Applicable Rate” means (a) with respect to B Term Loans, a percentage per annum equal to (A) for Eurodollar Loans, 3.25%, (B) for Base Rate Loans, 2.25% and (b) with respect to Revolving Credit Loans, the Applicable Revolving Credit Rate.

“Applicable Revolving Credit Rate” means a percentage per annum equal to, (a) until delivery of financial statements for the first full fiscal quarter commencing on or after the Closing Date pursuant to Section 6.01, (A) for Eurodollar Loans, 3.50% , (B) for Base Rate Loans, 2.50% and (C) for Letter of Credit fees, 3.50% and (b) thereafter, the following percentages per annum, based upon the Total Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(b):

4

Applicable Revolving Credit Rate
Pricing Level		Total Leverage Ratio		Eurodollar and Letter of Credit Fees		Base Rate
1		<3.50:1.0		2.50%		1.50%
2		> 3.50:1.0 but <4.50:1.0		3.00%		2.00%
3		> 4.50:1.0		3.50%		2.50%

Any increase or decrease in the Applicable Revolving Credit Rate resulting from a change in the Total Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 6.02(b); provided that at the option of the Administrative Agent or the Majority Revolving Lenders, the highest Pricing Level shall apply as of the first Business Day after the date on which a Compliance Certificate was required to have been delivered but was not delivered, and shall continue to so apply to and including the date on which such Compliance Certificate is so delivered (and thereafter the Pricing Level otherwise determined in accordance with this definition shall apply).  In the event that any financial statement or certification delivered pursuant to Section 6.01 or 6.02(b) is shown to be inaccurate (an “Inaccuracy Determination”), and such inaccuracy, if corrected, would have led to the application of a higher Applicable Revolving Credit Rate for any period (an “Applicable Period”) than the Applicable Revolving Credit Rate applied for such Applicable Period, then the Borrower shall immediately (i) deliver to the Administrative Agent a corrected Compliance Certificate for such Applicable Period, (ii) determine the Applicable Revolving Credit Rate for such Applicable Period based upon the corrected Compliance Certificate and (iii) immediately pay to the Administrative Agent the accrued additional interest owing as a result of such increased Applicable Revolving Credit Rate for such Applicable Period (the “Excess Amount”), which payment shall be promptly applied by the Administrative Agent in accordance with Section 2.13.  It is acknowledged and agreed that nothing contained herein shall limit the rights of the Administrative Agent and the Lenders under the Loan Documents, including their rights under Section 2.08 and Article VIII and their other respective rights under this Agreement; provided that the failure to have paid the Excess Amount due to a good faith error in the calculation of the Total Leverage Ratio or the preparation of corresponding financial statements shall not, in and of itself, trigger an Event of Default under Section 8.01(a) if the Borrower pays the Excess Amount within ten (10) Business Days after the Inaccuracy Determination (it being understood, however, that this proviso shall not waive any other Default or Event of Default or affect or limit the rights of the Administrative Agent, any Lender or the L/C Issuer in connection with any other Default or Event of Default, in each case, that may have occurred hereunder by reason of the inaccuracy of the Total Leverage Ratio or the facts or circumstances relating to such inaccuracy).

“Application Date” has the meaning specified in Section 2.05(e).

“Appraisal” means a real estate appraisal or any update thereto (provided that any such update has the same scope as the real estate appraisal being updated and uses (including, without limitation, by incorporation by reference from the real estate appraisal being

5

updated) the same assumptions and methodologies as were used in the real estate appraisal being updated), in each case conducted in accordance with the Uniform Standards of Professional Appraisal Practice (as promulgated by the Appraisal Standards Board of the Appraisal Foundation) and all Laws applicable to Lenders, including in conformity with the Financial Institutions Reform Recovery and Enforcement Act (FIRREA), undertaken by an independent appraisal firm satisfactory to the Administrative Agent in its sole discretion, and providing an assessment of fair market value of the subject Core Property in its then “as is” and “as stabilized” condition.

“Appropriate Lender” means, at any time, (a) with respect to Loans of any Class, the Lenders of such Class, (b) with respect to Letters of Credit, (i) the relevant L/C Issuers and (ii) the Revolving Credit Lenders and (c) with respect to the Swing Line Facility, (i) the Swing Line Lender and (ii) if any Swing Line Loans are outstanding pursuant to Section 2.04(a), the Revolving Credit Lenders.

“Approved Bank” has the meaning specified in clause (b) of the definition of “Cash Equivalents.”

“Approved Fund” means any Fund that is administered, advised or managed by (a) a Lender, (b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers, advises or manages a Lender.

“Assignees” has the meaning specified in Section 10.07(b).

“Assignment and Assumption” means an Assignment and Assumption substantially in the form of Exhibit E.

“Attorney Costs” means and includes all reasonable fees, expenses and disbursements of any law firm or other external legal counsel.

“Audited Financial Statements” means the audited consolidated balance sheet of the Borrower and its Subsidiaries as of December 31, 2011, and the related audited consolidated statements of income, members’ equity and cash flows for the Borrower and its Subsidiaries for the fiscal year ended December 31, 2011 together with supplemental schedules listing the consolidating results of (a) the Borrower and its Restricted Subsidiaries and (b) any Unrestricted Subsidiaries, which supplements shall be unaudited.

“Auto-Renewal Letter of Credit” has the meaning specified in Section 2.03(b)(iii).

“Availability” means, as of any date of determination, the amount by which the aggregate Revolving Credit Commitments exceeds the aggregate Revolving Credit Exposure of the Revolving Credit Lenders as of such date.

“Availability Period” means the period from (but excluding) the Closing Date to (but excluding) the Revolving Credit Maturity Date.

6

“B Term Borrowing” means a borrowing consisting of simultaneous B Term Loans of the same Type and currency and, in the case of Eurodollar Loans, having the same Interest Period made by each of the applicable B Term Lenders pursuant to Section 2.01(a) or Section 2.14.

“B Term Lender” means, at any time, any Lender that has a B Term Loan at such time.

“B Term Loan” has the meaning specified in Section 2.01(a).

“B Term Loan Commitment” means, with respect to each Lender, (a) the principal amount of the B Term Loan such Lender has committed to make on the Closing Date pursuant to Section 2.01(a) as set forth opposite such Lender’s name on Schedule 2.01(a) and (b) the principal amount of any Increase B Term Loan Commitment such Lender has committed to provide pursuant to Section 2.14.  The aggregate amount of the B Term Loan Commitments of all B Term Lenders on the Closing Date is $1,625,000,000.

“B Term Loan Facility” means the B Term Loan Commitments and all B Term Loans made hereunder.

“B Term Loan Installment” has the meaning specified in Section 2.07(a).

“B Term Loan Maturity Date” means the earlier of (a) the seventh anniversary of the Closing Date (or, with respect to any B Term Loans of any Lender subject to an Extension, such later date as requested by the Borrower pursuant to Section 2.16 and accepted by such Lender in respect of such B Term Loans) and (b) the date on which all B Term Loans shall become due and payable hereunder, whether by acceleration or otherwise.

“B Term Note” means a promissory note of the Borrower payable to any B Term Lender or its registered assigns in substantially the form of Exhibit C-1, evidencing the aggregate Indebtedness of the Borrower to such B Term Lender resulting from the B Term Loans held or deemed held by such B Term Lender.

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

“Bail-In Legislation” means, with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule.

“Bankruptcy Code” means Title 11 of the United States Code entitled “Bankruptcy”, as now and/or hereinafter in effect, or any successor thereto.

“Bankruptcy Proceedings” has the meaning specified in Section 10.07(p).

7

“Base Rate” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Funds Rate in effect on such day plus ½ of 1%, and (c) the Adjusted LIBO Rate for a Eurodollar Loan with a one-month Interest Period commencing on such day plus 1.0%.  For purposes of this definition, the Adjusted LIBO Rate shall be determined using the LIBO Rate as otherwise determined by the Administrative Agent in accordance with the definition of “LIBO Rate”, except that (x) if a given day is a Business Day, such determination shall be made on such day (rather than two Business Days prior to the commencement of an Interest Period) or (y) if a given day is not a Business Day, the LIBO Rate for such day shall be the rate determined by the Administrative Agent pursuant to preceding clause (x) for the most recent Business Day preceding such day.  Any change in the Base Rate due to a change in the Prime Rate, the Federal Funds Rate or the Adjusted LIBO Rate shall be effective as of the opening of business on the day of such change in the Prime Rate, the Federal Funds Rate or the Adjusted LIBO Rate, respectively.

“Base Rate Loan” means a Loan that bears interest based on the Base Rate.

“Board” means the Board of Governors of the Federal Reserve System of the United States of America.

“Borrower” has the meaning specified in the preamble hereto.

“Borrower/GVR License Agreement” means that certain Propco to GVR License Agreement, dated as of June 17, 2011, by and between the Borrower and GVR, as amended by that certain Amendment No. 1 to Propco to GVR License Agreement dated as of September 28, 2012.

“Borrower/IP Holdco License Agreement” means that certain IP Holdco to Propco License Agreement, dated as of June 17, 2011, by and between the Borrower and IP Holdco, as amended by that certain Amendment No. 1 to IP Holdco to Propco License Agreement, dated as of September 28, 2012.

“Borrower/Manager IP License Agreement” means that certain IP License Agreement, dated as of June 16, 2011, by and between the Borrower and the Borrower Manager.

“Borrower/Manager Technology Systems License” means that certain Technology Systems License, dated as of June 16, 2011, by and between the Borrower and Fertitta Entertainment.

“Borrower IP Agreements” means, collectively, the Borrower/Manager IP License Agreement, the Borrower/Manager Technology Systems License, the Borrower/GVR License Agreement, and the Borrower/IP Holdco License Agreement.

“Borrower Management Agreement” means that certain Management Agreement, dated as of June 16, 2011, by and among the Borrower, certain Subsidiaries of the Borrower and the Borrower Manager.

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“Borrower Management Agreement Guaranty” means that certain Guaranty, dated as of June 16, 2011, executed by Fertitta Entertainment in favor of the Borrower, as amended by that certain Amendment No. 1 to Guaranty dated as of the date hereof.

“Borrower Management Subordination Agreement” means that certain Subordination of Management Agreement, dated as of the date hereof, among the Borrower, the Borrower Manager and the Administrative Agent.

“Borrower Manager” means FE PropCo Management LLC, a Delaware limited liability company.

“Borrower Manager Documents” means the Borrower Management Agreement, the Borrower Management Agreement Guaranty, the Borrower Management Subordination Agreement and the Manager Allocation Agreement.

“Borrower Materials” has the meaning specified in Section 6.02.

“Borrowing” means a Revolving Credit Borrowing, a Swing Line Borrowing or a Term Borrowing, as the context may require.

“Boulder LLC” means NP Boulder LLC, a Nevada limited liability company.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized or required by law to close in New York City; provided however, that when used in connection with a Eurodollar Loan (including with respect to all notices and determinations in connection therewith and any payments of principal, interest or other amounts thereon), the term “Business Day” shall also exclude any day on which banks are not open for dealings in Dollar deposits in the London interbank market.

“Cage Cash” means all so-called “cage cash” that the Borrower and the Restricted Subsidiaries maintain within a Hotel/Casino Facility.

“Capital Expenditures” means, for any period, the aggregate of all expenditures (whether paid in cash or accrued as liabilities) by the Borrower and the Restricted Subsidiaries during such period that, in conformity with GAAP, are or are required to be included as additions during such period to property, plant or equipment reflected in the consolidated balance sheet of the Borrower and the Restricted Subsidiaries.

“Capitalized Lease Indebtedness” means, on any date, in respect of any Capitalized Lease of any Person, the capitalized amount thereof that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP.

“Capitalized Leases” means all leases that have been or should be, in accordance with GAAP, recorded as capitalized leases; provided that for all purposes hereunder the amount of obligations under any Capitalized Lease shall be the amount thereof accounted for as a liability in accordance with GAAP.

“Cash Collateral” has the meaning specified in Section 2.03(g).

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“Cash Collateral Account” means a blocked account at DBCI (or another commercial bank selected in compliance with Section 9.09) in the name of the Administrative Agent and under the sole dominion and control of the Administrative Agent, and otherwise established in a manner reasonably satisfactory to the Administrative Agent.

“Cash Collateralize” has the meaning specified in Section 2.03(g).

“Cash Equivalents” means any of the following types of Investments, to the extent owned by the Borrower or any Restricted Subsidiary:

(a)        readily marketable obligations issued or directly and fully guaranteed or insured by the government or any agency or instrumentality of the United States having maturities of not more than 12 months from the date of acquisition thereof; provided that the full faith and credit of the United States is pledged in support thereof;

(b)        time deposits with, or insured certificates of deposit or bankers’ acceptances of, any commercial bank that (i) is a Lender or (ii)(A) is organized under the Laws of the United States, any state thereof or the District of Columbia or is the principal banking Subsidiary of a bank holding company organized under the Laws of the United States, any state thereof or the District of Columbia, and is a member of the Federal Reserve System, and (B) has combined capital and surplus of at least $500,000,000 (any such bank in the foregoing clauses (i) or (ii) being an “Approved Bank”), in each case with maturities of not more than 12 months from the date of acquisition thereof;

(c)        investments in commercial paper maturing within 12 months from the date of acquisition thereof and having, at such date of acquisition, the highest credit rating obtainable from S&P or from Moody’s;

(d)       fully collateralized repurchase agreements with a term of not more than 30 days for securities described in clause (a) above and entered into with an Approved Bank; and

(e)        Investments in money market funds that (i) comply with the criteria set forth in Securities and Exchange Commission Rule 2a-7 under the Investment Company Act of 1940, (ii) are rated AAA by S&P or Aaa by Moody’s and (iii) have portfolio assets of at least $5,000,000,000.

“Cash Management Agreements” means each document executed by a Cash Management Bank with respect to the Cash Management Obligations.

“Cash Management Banks” means any Lender or any Affiliate of a Lender providing Cash Management Services to the Borrower or any Restricted Subsidiary.

“Cash Management Obligations” means obligations owed by the Borrower or any Restricted Subsidiary to any Cash Management Bank in respect of any Cash Management Services, except to the extent that such Cash Management Bank, on the one hand, and the Borrower or the applicable Restricted Subsidiary, on the other hand, agree in writing that any

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such obligations shall not be secured by any Lien on the Collateral and such Persons shall have delivered such writing to the Administrative Agent.

“Cash Management Services” means treasury, depository and/or cash management services or any automated clearing house transfer services, provision and operation of sweep accounts and zero balance accounts, provision of tax payment services and controlled disbursement services and performance of cash and coin delivery orders.

“Casualty Event” means any event that gives rise to the receipt by the Borrower or any Restricted Subsidiary of any insurance proceeds or condemnation awards in respect of any equipment, fixed assets or real property (including any improvements thereon) to replace or repair such equipment, fixed assets or real property.

“CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as subsequently amended.

“CERCLIS” means the Comprehensive Environmental Response, Compensation and Liability Information System maintained by the U.S. Environmental Protection Agency.

“Change in Law” means the occurrence, after the date of this Agreement, of any of the following:  (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation or application thereof by any Governmental Authority, or (c) the making or issuance of any request, rules, guideline, requirement or directive (whether or not having the force of law) by any Governmental Authority; provided however, that notwithstanding anything herein to the contrary, (i) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines, requirements and directives thereunder, issued in connection therewith or in implementation thereof, and (ii) all requests, rules, guidelines, requirements and directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law” regardless of the date enacted, adopted, issued or implemented.

“Change of Control” means:

(a) prior to the occurrence of a Qualified IPO (i) Holdco and VoteCo at any time shall cease to own directly one hundred percent (100%) of the Equity Interests of the Borrower, (ii)(A) Fertitta Holders shall fail to collectively beneficially own, directly or indirectly, Equity Interests in Holdco representing at least twenty-one and one half percent (21.5%) of the aggregate equity value represented by the Equity Interests in Holdco on a fully diluted basis and (B) any person, entity or “group” (within the meaning of Section 13(d) of the Exchange Act) (other than Persons constituting Lenders as of the Closing Date and their respective Affiliates) shall own, directly or indirectly, beneficially or of record, Equity Interests in Holdco that represent a greater percentage of the aggregate equity value represented by the Equity Interests in Holdco on a fully diluted basis than the percentage beneficially owned, directly or indirectly, by Fertitta Holders, (iii) the managers of VoteCo

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nominated or appointed by Fertitta Holders shall cease to constitute at least thirty seven and one-half percent (37.5%) of the voting power of the board of managers of VoteCo or (iv) VoteCo shall cease to hold, directly or indirectly, one hundred percent (100%) of the voting power in the Borrower;

(a)        Holdco and PubCo at any time shall cease to own directly (or, with respect to PubCo after the VoteCo SPE Reorganization Date, indirectly) one hundred percent (100%) of the Equity Interests in the Borrower;

(b)        after the occurrence of a Qualified IPO, (iA) Fertitta Holders shall fail to collectively beneficially own, directly or indirectly, Equity Interests in the Borrower representing at least twenty-one and one half percent (21.5%) of the aggregate direct or indirect ordinary voting power and aggregate equity value represented by Equity Interests in the Borrower on a fully diluted basis and (iiB) any person, entity or “group” (within the meaning of Section 13(d) of the Exchange Act) (other than Persons constituting Lenders as of the Closing Date and their respective Affiliates) shall own, directly or indirectly, beneficially or of record, Equity Interests in the Borrower representing a percentage of the aggregate direct or indirect ordinary voting power or economic interest on a fully diluted basis greater than the percentage of the ordinary voting power or economic interest in respect of which Fertitta Holders are collectively the direct or indirect beneficial owners; or

(c)        PubCo shall cease to hold, directly (or after the VoteCo SPE Reorganization Date, indirectly through the VoteCo SPE) 100% of the voting power in the Borrower;

(d)       (c) any “change of control” (or any comparable term) in any document pertaining to (x) the Senior Unsecured Notes, (y) any other Junior Financing or (z) any other Indebtedness of any Holding Company, the Borrower or any Restricted Subsidiary of the type described in subclause (a) of the definition of Indebtedness with an aggregate principal amount or liquidation preference in excess of the Threshold Amount.;

(e)        at any time after the VoteCo SPE Reorganization Date, PubCo at any time shall cease to own directly one hundred percent (100%) of the Equity Interests in the VoteCo SPE; or

(f)        at any time after the VoteCo SPE Reorganization Date, the VoteCo SPE shall cease to hold, directly or indirectly, one hundred percent (100%) of the voting power in the Borrower.

“Charges” has the meaning specified in Section 10.10.

“Claim” has the meaning specified in Section 10.07(p)(i).

“Class”  (a) when used with respect to Lenders, refers to whether such Lenders are Revolving Credit Lenders, B Term Lenders or Incremental Term Lenders having Incremental Term Loan Commitments, in each case, of a particular Sseries, (b) when used with respect to Loans or a Borrowing, refers to whether such Loans, or the Loans comprising such Borrowing,

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are Revolving Credit Loans, Swing Line Loans, B Term Loans or Incremental Term Loans, in each case, of a particular Sseries and (c) when used with respect to any Commitment, refers to whether such Commitment is a Revolving Credit Commitment, a B Term Loan Commitment or an Incremental Term Loan Commitment, in each case, of a particular Sseries; provided that for purposes of waiving any condition precedent under Section 4.02, all Lenders holding Revolving Credit Commitments and all such Revolving Credit Commitments shall be treated as the same Class.

“Closing Date” means the first date as of which all the conditions set forth in Section 4.01 are satisfied (or waived in accordance with Section 10.01).

“Co-Documentation Agent” means each of J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, and Goldman Sachs Lending Partners, LLC, in its capacity as a Co-Documentation Agent hereunder.

“Code” means the U.S. Internal Revenue Code of 1986, as amended.

“Collateral” means all the “Collateral” as defined in any Collateral Document and shall include the Mortgaged Properties.

“Collateral and Guarantee Requirement” means, at any time, subject to applicable Gaming Laws, the requirement that:

(a)        the Administrative Agent shall have received each Collateral Document required to be delivered (i) on the Closing Date pursuant to this Agreement, or (ii) at any other time pursuant to this Agreement (including Section 6.11) or any other Loan Document at the time so required, duly executed by each Loan Party party thereto and PubCo, if applicable;

(b)        all Obligations shall have been unconditionally guaranteed by each Restricted Subsidiary of the Borrower;

(c)        the Obligations and the Guaranty shall have been secured by a first-priority security interest (subject only to non-consensual Permitted Liens) in (i) all the Equity Interests of the Borrower and (ii) all the Equity Interests of each Person directly owned by (A) the Borrower (including Equity Interests of Unrestricted Subsidiaries) and (B) any Subsidiary Guarantor (including Equity Interests of Unrestricted Subsidiaries) (other than, so long as no Event of Default has occurred and is continuing, Equity Interests owned by an Immaterial Subsidiary) but excluding, in the case of clause (ii), (x) to the extent prohibited by law (except to the extent such prohibition is overridden by the UCC) or, with the consent of the Administrative Agent, such consent not to be unreasonably withheld, by the applicable management contract, Equity Interests in Native American Subsidiaries and (y) Equity Interests in any joint venture not constituting a Restricted Subsidiary if such security interest would violate any financing agreement of such joint venture (it being understood and agreed that in the event any such restriction exists, the Administrative Agent and the applicable Loan Party shall agree upon an

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alternative structure (such as an intermediate holding company constituting a Restricted Subsidiary) to effect the equivalent of an indirect pledge of such joint venture interest);

(d)       except to the extent otherwise permitted hereunder or under any Collateral Document, the Obligations and the Guaranty shall have been secured by a first-priority security interest (subject only to non-consensual Permitted Liens) in, and mortgages on, substantially all tangible and intangible assets of the Borrower and each Restricted Subsidiary now or hereafter acquired other than (so long as no Event of Default has occurred and is continuing) any Immaterial Subsidiary (including accounts, inventory, equipment, investment property, contract rights, intellectual property, other general intangibles, deposit accounts, securities accounts, owned and leased real property and proceeds of the foregoing); provided that (x) security interests in real property shall, so long as no Event of Default has occurred and is continuing, be limited to (A) the Mortgaged Properties as of the Closing Date and owned real property from time to time that is either (i) contiguous to any Mortgaged Property and the Administrative Agent reasonably determines that the value of the applicable Mortgaged Property is materially increased by encumbering such contiguous property and such material increase in value outweighs the costs and expenses associated with encumbering such contiguous property or (ii) has a Fair Market Value in excess of $15,000,000 and (B) leasehold interests of the Borrower or any Restricted Subsidiary under Ground Leases, including, without limitation, any ground lease with an annual rent equal to or above $1,000,000 and (y) security interests in the assets of Native American Subsidiaries, including the Native American Contracts and real property interests of such Native American Subsidiaries, shall, to the extent prohibited by law (except to the extent such prohibition is overridden by the UCC) or, with the consent of the Administrative Agent, such consent not to be unreasonably withheld, by the applicable management contract, be excluded (provided however, that security interests shall be granted in respect of all rights to receive (and all proceeds thereof) income, reimbursements, repayments, cash flows and any other distributions attributable to such assets);

(e)        each deposit account and securities account of each Loan Party other than (so long as no Event of Default has occurred and is continuing) any Immaterial Subsidiary (other than Excluded Accounts) shall be subject to a Control Agreement in favor of the Administrative Agent;

(f)        none of the Collateral shall be subject to any Liens other than Permitted Liens; and

(g)        the Administrative Agent shall have received (i) counterparts of a Mortgage with respect to each owned or leased property described in paragraph (d) above or required to be delivered pursuant to Section 6.11 (collectively, the “Mortgaged Properties”) duly executed and delivered by the record owner or lessee, as applicable, of such property, (ii) a policy or policies of title insurance issued by a nationally recognized title insurance company insuring the Lien of each such Mortgage as a valid first priority Lien on the property described therein, free of any other Liens except Permitted Liens, together with such endorsements, coinsurance and reinsurance as the Administrative Agent may reasonably request from time to time, (iii) such surveys, abstracts, appraisals,

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legal opinions and other documents as the Administrative Agent may reasonably request with respect to any such Mortgaged Property, (iv) flood certificates covering each Mortgaged Property in form and substance reasonably acceptable to the Administrative Agent, certified to the Administrative Agent in its capacity as such and certifying whether or not each such Mortgaged Property is located in a flood hazard zone by reference to the applicable FEMA map and (v) with respect to each such Mortgaged Property, either (A) a letter or other written evidence with respect to such Mortgaged Property from the appropriate Governmental Authorities concerning current status of applicable zoning and building laws, (B) an ALTA 3.1 zoning endorsement for the applicable Mortgage Policy or (C) a zoning report prepared by The Planning Zoning Resource Corporation indicating that such Mortgaged Property is in material compliance with applicable zoning and building laws.

The foregoing definition shall not require the creation or perfection of pledges of or security interests in, or the obtaining of title insurance or surveys with respect to, particular assets if and for so long as, in the reasonable discretion of the Administrative Agent after consultation with the Borrower (confirmed in writing by notice to the Borrower), the cost of creating or perfecting such pledges or security interests in such assets or obtaining title insurance or surveys in respect of such assets shall be excessive in view of the benefits to be obtained by the Lenders therefrom.  The Administrative Agent may grant extensions of time for the perfection of security interests in or the obtaining of title insurance with respect to particular assets (including extensions beyond the Closing Date for the perfection of security interests in the assets of the Loan Parties on such date) where it reasonably determines, in consultation with the Borrower, that perfection cannot be accomplished without undue effort or expense by the time or times at which it would otherwise be required by this Agreement or the Collateral Documents.

Notwithstanding the foregoing provisions of this definition or anything in this Agreement or any other Loan Document to the contrary, (a) Liens required to be granted from time to time pursuant to the Collateral and Guarantee Requirement shall be subject to exceptions and limitations set forth in the Collateral Documents to the extent appropriate and agreed between the Administrative Agent and the Borrower and (b) the Collateral shall not include Excluded Assets.

“Collateral Documents” means, collectively, the Security Agreement, the Pledge Agreement, the Intellectual Property Security Agreement, the Mortgages, the Control Agreements, the Custodian Agreement, each of the mortgages, collateral assignments, Security Agreement Supplements, Pledge Agreement Supplements, security agreements, pledge agreements, control agreements, third party consents, landlord estoppel certificates, amendments to or reaffirmation of any of the foregoing (or other similar agreements delivered to the Administrative Agent and the Lenders from time to time pursuant to Section 4.01(a)(iii), Section 6.11 or 6.13), the Guaranty, each Guaranty Supplement and each of the other agreements, instruments or documents, and any amendments to or reaffirmations of any of the foregoing, that creates, perfects, or consents to, or purports to create or perfect or consent to, a Lien or Guarantee in favor of the Administrative Agent for the benefit of the Secured Parties.

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“Commitment” means a Revolving Credit Commitment, a B Term Loan Commitment or an Incremental Term Loan Commitment of any Series.

“Commitment Date” has the meaning specified in Section 2.05(e).

“Committed Loan Notice” means a notice of (a) a Term Borrowing, (b) a Revolving Credit Borrowing, (c) a conversion of Loans from one Type to the other, or (d) a continuation of Eurodollar Loans, pursuant to Section 2.02(a), which, if in writing, shall be substantially in the form of Exhibit A.

“Compensation Period” has the meaning specified in Section 2.12(c)(ii).

“Compliance Certificate” means a certificate substantially in the form of Exhibit D.

“Connection Income Taxes” means Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes imposed as a result of a present or former connection between a Lender or Agent and the jurisdiction imposing such Tax (other than connections arising from such Person having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan or Loan Document).

“Consolidated EBITDA” means, for any period, the Consolidated Net Income for such period:

(a)        plus, without duplication and solely to the extent already deducted (and not added back) in arriving at such Consolidated Net Income, the sum of the following amounts for such period:

(i)         Consolidated Interest Expense;

(ii)        income tax expense (if any);

(iii)       depreciation and amortization;

(iv)       non-cash impairment losses;

(v)        non-operating, non-recurring losses on the sale of assets;

(vi)       losses attributable to the early extinguishment of Indebtedness;

(vii)      losses attributable to hedging obligations or other derivative instruments; and

(viii)     expenses actually reimbursed in cash to the Borrower or a Restricted Subsidiary by an Unrestricted Subsidiary pursuant to a Subsidiary Cost Allocation Agreement;

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(b)        minus, without duplication and solely to the extent included in arriving at such Consolidated Net Income, the sum of the following amounts for such period:

(i)         non-operating, non-recurring gains on the sale of assets;

(ii)        gains attributable to the early extinguishment of Indebtedness;

(iii)       gains attributable to hedging obligations or other derivative instruments;

(iv)       distributions made by the Borrower to the Holding Companies during such period pursuant to Sections 7.06(e) and (g); and

(v)        payments actually made by (and not reimbursed to) any Loan Party pursuant to the Manager Allocation Agreement to the extent not deducted in calculation of Consolidated Net Income.

in each case, as determined on a consolidated basis for the Borrower and the Restricted Subsidiaries in accordance with GAAP; provided that, without duplication:

(A)       the following additional items shall be added to Consolidated EBITDA for such period (solely to the extent already deducted (and not added back) in arriving at such Consolidated Net Income):  (1) Pre-Opening Expenses, (2) cash restructuring charges or reserves (including restructuring costs related to acquisitions and to closure/consolidation of facilities) incurred after the Closing Date and unusual or nonrecurring charges (other than Pre-Opening Expenses), including severance, relocation costs and curtailments or modifications to pension and post-retirement employee benefit plans; provided that the aggregate amount added-back pursuant to this clause (2) with respect to any period (including with respect to any Acquired EBITDA) shall not exceed 2.5% of Consolidated EBITDA for such period, (3) Non-Cash Charges in respect of equity compensation, (4) other Non-Cash Charges, (5) the Management Fees (as defined in the Management Agreements) for such period and (6) payments made by the Borrower to Holdco pursuant to the Holding Company Tax Sharing Agreement (net of Subsidiary Tax Sharing Payments);

(B)       the following additional item shall be added to Consolidated EBITDA for such period (solely to the extent not included in arriving at such Consolidated Net Income):  the aggregate amount of distributions received by the Borrower and the Restricted Subsidiaries from joint ventures that are not Subsidiaries and from Unrestricted Subsidiaries during such period (other than, for avoidance of doubt, payments made by Unrestricted Subsidiaries pursuant to the Subsidiary Tax Sharing Agreements and the Subsidiary Cost Allocation Agreements, and Project Reimbursements and other Subsidiary Tax Sharing Payments);

(C)       the following additional item shall be deducted from Consolidated EBITDA for such period (solely to the extent included in arriving at such

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Consolidated Net Income):  other extraordinary non-cash gains (excluding any non-cash gain to the extent it represents the reversal of an accrual or reserve for a potential cash item that reduced Consolidated EBITDA in any prior period);

(D)       there shall be included in determining Consolidated EBITDA for any period, (1) the Acquired EBITDA of any Person, property, business or asset acquired by the Borrower or any Restricted Subsidiary during such period (but not the Acquired EBITDA of any related Person, property, business or assets to the extent not so acquired), to the extent not subsequently sold, transferred or otherwise disposed by the Borrower or such Restricted Subsidiary (each such Person, property, business or asset acquired and not subsequently so disposed of, an “Acquired Entity or Business”), and the Acquired EBITDA of any Unrestricted Subsidiary that is converted into a Restricted Subsidiary during such period (each, a “Converted Restricted Subsidiary”), in each case based on the actual Acquired EBITDA of such Acquired Entity or Business or Converted Restricted Subsidiary for such period (including the portion thereof occurring prior to such acquisition or conversion) and (2) for the purposes of Sections 2.14, 6.14(a), 7.02(i)(B), 7.02(i)(D), 7.02(n), 7.02(v), 7.03(e), 7.03(o), 7.06(f) and 7.11, an adjustment in respect of each Acquired Entity or Business or Converted Restricted Subsidiary equal to the amount of the Pro Forma Adjustment with respect to such Acquired Entity or Business or Converted Restricted Subsidiary for such period (including the portion thereof occurring prior to such acquisition or conversion) as specified in a certificate executed by a Responsible Officer of the Borrower and delivered to the Lenders and the Administrative Agent;

(E)       there shall be excluded in determining Consolidated EBITDA for any period the Disposed EBITDA of any Person, property, business or asset sold, transferred or otherwise disposed of by the Borrower or any Restricted Subsidiary (including for such purpose, any Restricted Subsidiary designated as an Unrestricted Subsidiary pursuant to Section 6.14) during such period (each such Person, property, business or asset so sold, disposed of or designated, a “Sold Entity or Business”), based on the actual Disposed EBITDA of such Sold Entity or Business for such period (including the portion thereof occurring prior to such sale, transfer, disposition or re-designation, but excluding any shared expenses allocated to such Sold Entity or Business that will continue to be incurred by the Borrower and the Restricted Subsidiaries following any such disposition);

(F)       there shall be included in determining Consolidated EBITDA for any period the New Property EBITDA for such period of any New Property, to the extent not subsequently sold, transferred or otherwise disposed of by the Borrower or the Restricted Subsidiary that owns such New Property; and

(G)       for purposes of determining Consolidated EBITDA for any period ending prior to the first anniversary of any Tribal Gaming Opening Date, the Tribal Management Fees (excluding any one time development fees) received by the Borrower and its Restricted Subsidiaries from the corresponding Tribe after such Tribal Gaming Opening Date and during the applicable Test Period and

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included in Consolidated Net Income shall be multiplied by a fraction the numerator of which is 365 and the denominator of which is the number of days from the applicable Tribal Gaming Opening Date through the end of such Test Period.

“Consolidated Interest Expense” means, for any period, the interest expense, net of interest income, of the Borrower and the Restricted Subsidiaries for such period determined on a consolidated basis in accordance with GAAP; provided that (a) for purposes of Sections 2.14, 6.14(a), 7.02(i)(B), 7.02(i)(D), 7.02(n), 7.02(v), 7.03(e), 7.03(o), 7.06(f) and 7.11, there shall be included in determining Consolidated Interest Expense for any period the interest expense (or income) of any Acquired Entity or Business acquired during such period and of any Converted Restricted Subsidiary converted during such period, in each case based on the interest expense (or income) relating to any Indebtedness incurred or assumed as part of an acquisition of an Acquired Entity or Business or as part of the conversion of a Converted Restricted Subsidiary for such period (including the portion thereof occurring prior to such acquisition or conversion) assuming any Indebtedness incurred or repaid in connection with any such acquisition had been incurred or repaid on the first day of such period and (b) for purposes of Sections 2.14, 6.14(a), 7.02(i)(B), 7.02(i)(D), 7.02(n), 7.02(v), 7.03(e), 7.03(o), 7.06(f) and 7.11, there shall be excluded from determining Consolidated Interest Expense for any period the interest expense (or income) of any Sold Entity or Business disposed of or re-designated during such period, based on the interest expense (or income) relating to any Indebtedness relieved or repaid in connection with any such disposition of such Sold Entity or Business for such period (including the portion thereof occurring prior to such disposal) assuming such debt relieved or repaid in connection with such disposition has been relieved or repaid on the first day of such period.  Notwithstanding anything to the contrary contained herein, for purposes of determining Consolidated Interest Expense for any period ending prior to the first anniversary of the Closing Date, Consolidated Interest Expense shall be an amount equal to actual Consolidated Interest Expense (determined as provided above in this definition without regard to this sentence) from the Closing Date through the date of determination multiplied by a fraction the numerator of which is 365 and the denominator of which is the number of days from the Closing Date through the date of determination.

“Consolidated Net Income” means, for any period, and subject to Section 1.03(d), the net income (loss) of the Borrower and the Restricted Subsidiaries for such period determined on a consolidated basis in accordance with GAAP (after deduction of the Management Fees (as defined in the Management Agreements) for such period), excluding, without duplication, the cumulative effect of a change in accounting principles during such period to the extent included in the determination of Consolidated Net Income.  There shall be excluded from Consolidated Net Income for any period the purchase accounting effects of adjustments to property and equipment, software and other intangible assets and deferred revenue, as a result of any Permitted Acquisitions, or the amortization or write-off of any amounts thereof.  There shall be excluded from Consolidated Net Income (i) the income (or loss) of any Person that is not a Restricted Subsidiary (including joint venture investments recorded using the equity method and dividends and distributions paid to the Borrower or a Restricted Subsidiary during such period) and (ii) the net income of any Restricted Subsidiary to the extent that the declaration or payment of cash dividends or similar cash distributions by such Restricted Subsidiary of such net income is not at the time permitted by the operation of the terms of its

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charter or any agreement, instrument, judgment, decree, order, statute, rule or governmental regulation applicable to such Restricted Subsidiary.

“Consolidated Total Debt” means, as of any date of determination, the aggregate principal amount of Indebtedness of the Borrower and the Restricted Subsidiaries outstanding on such date, determined on a consolidated basis in accordance with GAAP (but excluding the effects of any discounting of Indebtedness resulting from the application of purchase accounting in connection with any Permitted Acquisition), consisting of Indebtedness for borrowed money, obligations in respect of Capitalized Leases (but excluding, for the avoidance of doubt, amounts payable under operating leases), debt obligations evidenced by promissory notes or similar instruments, the maximum amount (after giving effect to any prior drawings or reductions which may have been reimbursed) of all letters of credit (including standby and commercial), bankers’ acceptances, bank guaranties, surety bonds, performance bonds and similar instruments issued or created by or for the account of such Persons, all obligations to pay the deferred purchase price of property or services (other than (i) trade accounts payable in the ordinary course of business and (ii) any earn-out obligation until such obligation becomes a liability on the balance sheet in accordance with GAAP) and, without duplication, all Guarantees (other than the LandCo Support Agreement). with respect to outstanding Indebtedness of the types described above; provided that for purposes of determining compliance with Section 7.11(a) at any time a Default Quarter is included in the Test Period then most recently ended prior to a date of determination, the aggregate principal amount of the Loans repaid pursuant to Section 2.05(b)(iv) with the proceeds of a Permitted Equity Issuance consummated in reliance on Section 8.04 during such Default Quarter shall be deemed to be outstanding and included as “Consolidated Total Debt” at such time.

“Consolidated Working Capital” means, at any date, the excess of (a) the sum of all amounts (other than cash and Cash Equivalents) that would, in conformity with GAAP, be set forth opposite the caption “total current assets” (or any like caption) on a consolidated balance sheet of the Borrower and the Restricted Subsidiaries at such date over (b) the sum of all amounts that would, in conformity with GAAP, be set forth opposite the caption “total current liabilities” (or any like caption) on a consolidated balance sheet of the Borrower and the Restricted Subsidiaries on such date, including deferred revenue but excluding, without duplication, (i) the current portion of any Funded Debt, (ii) all Indebtedness consisting of Loans and L/C Obligations to the extent otherwise included therein, (iii) the current portion of interest and (iv) the current portion of current and deferred income taxes, if any.

“Contractual Obligation” means, as to any Person, any provision of any security issued by such Person or of any agreement, instrument or other undertaking to which such Person is a party or by which it or any of its property is bound.

“Control”, “Controlled” and “Controlling” have the meanings specified in the definition of “Affiliate.”

“Control Agreement” means a tri-party deposit account or securities account control agreement by and among the applicable Loan Party, the Administrative Agent and the depository or securities intermediary, and each in form and substance reasonably satisfactory to

20

the Administrative Agent and in any event providing to the Administrative Agent “control” of such deposit account or securities account within the meaning of Articles 8 and 9 of the UCC.

“Converted Restricted Subsidiary” has the meaning specified in the definition of “Consolidated EBITDA.”

“Core Property” means, collectively, (a) the hotel, resort and casino properties commonly known as Palace Station, Boulder Station, Sunset Station, Red Rock Casino, Resort and Spa, Green Valley Ranch Resort, Casino and Spa, Texas Station Gambling Hall & Hotel, Santa Fe Station Hotel & Casino and Fiesta Henderson Casino Hotel and (b) each casino or hotel property hereafter owned or operated by the Borrower or a Restricted Subsidiary (but not any such property that is (i) owned by an Unrestricted Subsidiary or (ii) so long as not owned by the Borrower or a Restricted Subsidiary, operated by an Unrestricted Subsidiary) whose individual Consolidated EBITDA (determined in a manner acceptable to the Administrative Agent) for the then most recently ended twelve-month period for which financial statements are then available exceeds $10,000,000, excluding any real property or improvements that have been released from the Liens of the Administrative Agent in accordance with the terms of the Loan Documents.

“Credit Extension” means each of the following:  (a) a Borrowing and (b) an L/C Credit Extension.

“Cumulative Excess Cash Flow” means, at any time, the cumulative sum, without duplication, of (i) Excess Cash Flow (which may be less than zero) for the period commencing April 1, 2013 and ending on December 31, 2013 plus (ii) Excess Cash Flow (which may be less than zero for any period) for each succeeding and completed fiscal year at such time, in each case, with respect to which the related financial statements and Compliance Certificate have been delivered pursuant to Sections 6.01(a) and 6.02(b), respectively, minus (iii) the aggregate principal amount of all Term Loans voluntarily repaid pursuant to Section 2.05(a) which reduced the amount of the mandatory repayment of Term Loans pursuant to Section 2.05(b)(i) by operation of clause (B) of said Section.

“Custodian Agreement” means that certain Custodian Agreement dated as of the date hereof among Wilmington Trust, National Association, as custodian, the Administrative Agent and the Loan Parties named therein, as amended by that certain Supplement to Custodian Agreement, dated as of the Second Amendment Effective Date pursuant to which, among other things, PubCo joined the Custodian Agreement as a party thereto.

“Customer Data” has the meaning specified in Section 5.15(c).

“DBCI” means Deutsche Bank AG Cayman Islands Branch and any successor thereto by merger, consolidation or otherwise.

“DBNY” means Deutsche Bank AG New York Branch and any successor thereto by merger, consolidation or otherwise.

“Debtor Relief Laws” means the Bankruptcy Code of the United States, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief

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Laws of the United States or other applicable jurisdictions from time to time in effect and affecting the rights of creditors generally.

“Default” means any event or condition that constitutes an Event of Default or that, with the giving of any notice, the passage of time, or both, would be an Event of Default.

“Default Quarter” has the meaning specified in Section 8.04.

“Default Rate” means an interest rate equal to (a) the Base Rate plus (b) the Applicable Rate, if any, applicable to Revolving Credit Loans that are Base Rate Loans plus (c) 2.0% per annum; provided that with respect to any Loan, the Default Rate shall be an interest rate equal to the interest rate (including any Applicable Rate) otherwise applicable to such Loan plus 2.0% per annum, in each case, to the fullest extent permitted by applicable Laws.

“Defaulting Lender” means any Lender that (a) has failed to fund any portion of the Term Loans, Revolving Credit Loans, participations in L/C Obligations or participations in Swing Line Loans required to be funded by it hereunder within two (2) Business Days of the date required to be funded by it hereunder, unless the subject of a good faith dispute or subsequently cured, (b) has otherwise failed to pay over to the Administrative Agent or any other Lender any other amount required to be paid by it hereunder within two (2) Business Days of the date when due, unless the subject of a good faith dispute or subsequently cured, (c) has been deemed insolvent or become the subject of a bankruptcy or insolvency proceeding or takeover by a regulatory authority, or (d)  has, or has a direct or indirect parent company that has, become the subject of a Bail-in Action, or (e) has notified the Borrower, the Administrative Agent, an L/C Issuer, the Swing Line Lender or any Lender in writing that it does not intend to comply with any of its funding obligations under this Agreement or has made a public statement to the effect that it does not intend to comply with its funding obligations under this Agreement or under other agreements in which it commits to extend credit, provided that, for purposes of the L/C Back-Stop Arrangements, the term “Defaulting Lender” shall include (i) any Lender with an Affiliate that (x) Controls (within the meaning specified in the definition of “Affiliate”) such Lender and (y) has been deemed insolvent or become subject to a bankruptcy proceeding or takeover by a regulatory authority, (ii) any Lender that previously constituted a “Defaulting Lender” under this Agreement, unless such Lender has ceased to constitute a “Defaulting Lender” for a period of at least 90 consecutive days, (iii) any Lender which the Administrative Agent or an L/C Issuer believes in good faith to have defaulted under two or more other credit facilities to which such Lender is a party, (iv) any Lender that has, for three or more Business Days from receipt, failed to confirm in writing to the Administrative Agent, in response to a written request of the Administrative Agent, that it will comply with its funding obligations hereunder and (v) any Lender that has failed to fund any portion of the Revolving Credit Loans, participations in L/C Obligations or participations in Swing Line Loans within two (2) Business Days of the date DBCI (in its capacity as a Lender) has funded its portion thereof, unless such Lender has cured such failure and remained compliant for a period of at least 90 consecutive days.  The Administrative Agent shall promptly notify the Borrower if, to its knowledge, any Lender becomes a “Defaulting Lender” pursuant to clause (de) or the proviso in this definition; provided that the failure of the Administrative Agent to give any such notice shall not limit or otherwise affect the obligations of the Borrower or any Lender (including any Defaulting Lender) under this Agreement and the other Loan Documents.

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“Designated Lender” means a Station Permitted Assignee that is primarily engaged in, or advises funds or other investment vehicles that are engaged in, making, purchasing, holding or otherwise investing in commercial loans, bonds and similar extensions of credit or securities in the ordinary course and with respect to which no Affiliate of any Loan Party, directly or indirectly, possesses the power to direct or cause the direction of the investment policies of such Station Permitted Assignee; provided that such Station Permitted Assignee has been identified by the Borrower on Schedule 1.01F or has been notified to the Administrative Agent by the Borrower and approved by the Administrative Agent.

“Disposed EBITDA” means, with respect to any Sold Entity or Business for any period, the amount for such period of Consolidated EBITDA of such Sold Entity or Business (determined as if references to the Borrower and the Restricted Subsidiaries in the definition of “Consolidated EBITDA” (and in the component financial definitions used therein) were references to such Sold Entity or Business and its Subsidiaries and without regard to clause (A)(5) of such definition), all as determined on a consolidated basis for such Sold Entity or Business in accordance with GAAP.

“Disposition” or “Dispose” means the sale, transfer, license, lease or other disposition (including any sale and leaseback transaction and any sale of Equity Interests) of any property by any Person, including any sale, assignment, transfer or other disposal, with or without recourse, of any notes or accounts receivable or any rights and claims associated therewith; provided that “Disposition” and “Dispose” shall not be deemed to include any issuance by any of the Holding Companies or (in connection with a Qualified IPO) the Borrower of any of its respective Equity Interests to another Person.

“Disqualified Equity Interests” means any Equity Interest that, by its terms (or by the terms of any security or other Equity Interests into which it is convertible or for which it is exchangeable), or upon the happening of any event or condition (a) matures or is mandatorily redeemable (other than solely for Qualified Equity Interests), pursuant to a sinking fund obligation or otherwise (except as a result of a change of control or asset sale so long as any rights of the holders thereof upon the occurrence of a change of control or asset sale event shall be subject to the prior repayment in full of the Loans and all other Obligations that are accrued and payable and the termination of the Commitments), (b) is redeemable at the option of the holder thereof (other than solely for Qualified Equity Interests), in whole or in part, (c) provides for the scheduled payments of dividends in cash, or (d) is or becomes convertible into or exchangeable for Indebtedness or any other Equity Interests that would constitute Disqualified Equity Interests, in each case, prior to the date that is ninety-one (91) days after the seventh anniversary of the Closing Date.

“Disqualified Institutions” means any banks, financial institutions or other Persons separately identified by the Borrower on Schedule 1.01G.

“Dollar” and “$” mean lawful money of the United States.

“Domestic Subsidiary” means any Subsidiary that is organized under the Laws of the United States, any state thereof or the District of Columbia.

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“EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

“EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein, and Norway.

“EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution.

“Effective Yield” means, as to any tranche (or Series) of commitments or loans under this Agreement, the effective yield on such tranche (or Series) as reasonably determined by the Administrative Agent, taking into account the applicable interest rate margins, interest rate benchmark floors and all fees, including recurring, up-front or similar fees or original issue discount (amortized over the shorter of (x) the life of such loans and (y) the four years following the date of incurrence thereof) payable generally to lenders making such loans, but excluding (i) any arrangement, structuring, underwriting or other fees payable to the Joint Lead Arrangers (or their Affiliates) or, with respect to Incremental Term Loans of any Series, to one or more other arrangers (or their Affiliates), in connection therewith that are not generally shared with the lenders thereunder and (ii) any customary consent fees paid generally to consenting lenders.

“Eligible Assignee” means any Assignee permitted by and consented to in accordance with Section 10.07(b).

“Environmental Laws” means any and all Federal, state, and local statutes, Laws, regulations, ordinances, rules, judgments, orders, decrees, permits, concessions, grants, franchises, licenses or agreements with Governmental Authorities relating to pollution, the protection of the environment, natural resources, or, to the extent relating to exposure to Hazardous Materials, human health or to the release of any Hazardous Materials into the environment, including those related to hazardous substances or wastes, air emissions and discharges to waste or public systems.

“Environmental Liability” means any liability, contingent or otherwise (including any liability for damages, costs of environmental remediation, fines, penalties or indemnities), of the Borrower, any other Loan Party or any of their respective Subsidiaries directly or indirectly resulting from or based upon (a) violation of any Environmental Law, (b) the generation, use, handling, transportation, storage, treatment or disposal of any Hazardous Materials, (c) exposure to any Hazardous Materials, (d) the release or threatened release of any Hazardous Materials into the environment or (e) any contract, agreement or other consensual arrangement pursuant to which liability is assumed or imposed with respect to any of the foregoing.

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“Environmental Permit” means any permit, approval, identification number, license or other authorization required under any Environmental Law.

“Equity Interests” means, with respect to any Person, all of the shares, interests, rights, participations or other equivalents (however designated) of capital stock of, or membership interests, member’s interests, limited liability company interests, partnership interests or other economic, ownership or profit interests or units in, such Person and all of the warrants, options or other rights for the purchase, acquisition or exchange from such Person of any of the foregoing (including through convertible securities).

“Equity Rights Agreement” means that certain Equityholders Agreement, dated as of June 16, 2011, by and among Holdco, VoteCo, the Borrower, certain Subsidiaries of the Borrower, Frank J. Fertitta III, Lorenzo J. Fertitta and the other parties party thereto, and all amendments, modifications and supplements thereto.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time.

“ERISA Affiliate” means any trade or business (whether or not incorporated) that is under common control with any Loan Party within the meaning of Section 414 of the Code or Section 4001 of ERISA.

“ERISA Event” means (a) a Reportable Event with respect to a Pension Plan; (b) incurrence of a liability with respect to a withdrawal by any Loan Party or any ERISA Affiliate from a Pension Plan subject to Section 4063 of ERISA during a plan year in which it was a substantial employer (as defined in Section 4001(a)(2) of ERISA) or a cessation of operations that is treated as such a withdrawal under Section 4062(e) of ERISA; (c) incurrence of a liability with respect to a complete or partial withdrawal by any Loan Party or any ERISA Affiliate from a Multiemployer Plan or notification that a Multiemployer Plan is in reorganization or is insolvent; (d) the filing of a notice of intent to terminate a Pension Plan or the termination of any Pension Plan, the treatment of a Plan amendment as a termination under Sections 4041 or 4041A of ERISA, or the commencement of proceedings by the PBGC to terminate a Pension Plan or Multiemployer Plan; (e) an event or condition which constitutes grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Pension Plan or Multiemployer Plan; (f) the imposition of any liability under Title IV of ERISA, other than for funding contributions in the ordinary course or PBGC premiums due but not delinquent under Section 4007 of ERISA, upon any Loan Party or any ERISA Affiliate; or (g) the failure of any Pension Plan to satisfy the minimum funding standard required for any plan year or part thereof under Section 412 of the Code or Section 302 of ERISA or a waiver of such standard or extension of any amortization period is sought or granted under Section 412 of the Code or Section 303 or 304 of ERISA.

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

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“Eurodollar”, when used in reference to any Loan or Borrowing, refers to whether such Loan, or the Loans comprising such Borrowing, are bearing interest at a rate determined by reference to the Adjusted LIBO Rate.

“Event of Default” has the meaning specified in Section 8.01.

“Excess Amount” has the meaning specified in the definition of “Applicable Revolving Credit Rate.”

“Excess Cash Flow” means, for any period, an amount equal to the excess of:

(a)        the sum, without duplication, of:

(i)         Consolidated Net Income for such period,

(ii)        an amount equal to the amount of all Non-Cash Charges (including depreciation and amortization and non-cash losses on Dispositions) incurred during such period to the extent deducted in arriving at such Consolidated Net Income,

(iii)       decreases in Consolidated Working Capital, base stock and long-term account receivables for such period (other than any such decreases arising from acquisitions by the Borrower and the Restricted Subsidiaries during such period),

(iv)       an amount equal to the aggregate net non-cash loss on Dispositions by the Borrower and the Restricted Subsidiaries during such period to the extent deducted in arriving at such Consolidated Net Income, and

(v)        the amount of income tax expense deducted in determining Consolidated Net Income for such period (if any),

(vi)       the excess, if any, of (A) the aggregate amount of Subsidiary Tax Sharing Payments received by the Borrower during such period over (B) the sum of (1) the amount of cash income taxes (if any) paid by the Borrower and its Restricted Subsidiaries to Governmental Authorities in such period plus (2) the aggregate amount of payments by the Borrower to Holdco pursuant to the Holding Company Tax Sharing Agreement during such period,

(vii)      the amount of cash payments received by the Borrower from Unrestricted Subsidiaries pursuant to the Subsidiary Cost Allocation Agreements during such period with respect to expenses deducted in the determination of Consolidated Net Income, and

(viii)     the aggregate amount of distributions received by the Borrower and its Restricted Subsidiaries from joint ventures that are not Subsidiaries and from Unrestricted Subsidiaries during such period (other than Subsidiary Tax

26

Sharing Payments, payments pursuant to the Subsidiary Cost Allocation Agreements and Project Reimbursements),

less

(b)        the sum, without duplication, of

(i)         an amount equal to the amount of all non-cash credits included in arriving at such Consolidated Net Income,

(ii)        the amount of Capital Expenditures made in cash or accrued during such period, except to the extent (A) that such Capital Expenditures were financed with the proceeds of asset sales, sales or issuances of Equity Interests, capital contributions, insurance, condemnation or Indebtedness (other than the Revolving Credit Facility), in each case other than to the extent such proceeds were included in arriving at such Consolidated Net Income or (B) in the case of cash Capital Expenditures, same were accrued during a prior period,

(iii)       the aggregate amount of all principal payments of Indebtedness of the Borrower and the Restricted Subsidiaries (including (A) the principal component of payments in respect of Capitalized Leases and (B) the amount of any prepayment of Term Loans pursuant to Section 2.05(b)(ii) to the extent required due to a Disposition that resulted in an increase to Consolidated Net Income and not in excess of the amount of such increase) made during such period (other than (x) prepayments in respect of any revolving credit facility (including the Revolving Credit Facility) to the extent there is not an equivalent permanent reduction in commitments thereunder and (y) prepayments of Term Loans, except as provided in subclause (B) above), in each case except to the extent financed with the proceeds of asset sales (except as provided in subclause (B) of this paragraph (iii)), sales or issuances of Equity Interests, capital contributions, insurance, condemnation or Indebtedness (other than the Revolving Credit Facility), in each case other than to the extent such proceeds were included in arriving at such Consolidated Net Income,

(iv)       an amount equal to the aggregate net non-cash gain on Dispositions by the Borrower and the Restricted Subsidiaries during such period to the extent included in arriving at such Consolidated Net Income,

(v)        increases in Consolidated Working Capital, base stock and long-term account receivables for such period (other than any such increases arising from acquisitions by the Borrower and the Restricted Subsidiaries during such period),

(vi)       the excess, if any, of (A) the sum of (1) the amount of cash taxes (if any) actually paid by the Borrower and its Restricted Subsidiaries to Governmental Authorities during such period plus (2) the aggregate amount of payments by the Borrower to Holdco pursuant to the Holding Company Tax

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Sharing Agreement during such period over (B) the aggregate amount of Subsidiary Tax Sharing Payments received by the Borrower during such period,

(vii)      the aggregate amount of any premium, make-whole or penalty payments actually paid in cash by the Borrower and the Restricted Subsidiaries during such period that are required to be made in connection with any prepayment of Indebtedness (other than any Indebtedness that is unsecured or subordinated (in “right of payment” or on a “lien priority” basis) to the Obligations),

(viii)     the amount of distributions made by the Borrower to the Holding Companies pursuant to Sections 7.06(e) and (g),

(ix)       any Net Cash Proceeds received by the Borrower or any of its Restricted Subsidiaries for which the Borrower provides notice of its intent to reinvest, use or apply such Net Cash Proceeds in accordance with Section 2.05(b)(ii)(B) or (C), in each case solely to the extent such Net Cash Proceeds result in an increase to Consolidated Net Income for such period and not in excess of the amount of such increase; provided that to the extent Excess Cash Flow for any period is reduced by operation of this clause (ix) and the applicable Net Cash Proceeds are not reinvested, used or applied in such period or a future period, as applicable, within the time frame required by such Section, such unutilized portion shall be added to the calculation of Excess Cash Flow for the immediately succeeding period, and

(x)        to the extent included in arriving at such Consolidated Net Income, the amount of any Project Reimbursements received by the Borrower or any of its Restricted Subsidiaries.

“Exchange Act” means the Securities Exchange Act of 1934, as amended.

“Excluded Accounts” means (a) payroll accounts so long as such payroll accounts are zero balance deposit accounts, (b) withholding tax and fiduciary accounts (c) other deposit accounts of the Borrower and the Restricted Subsidiaries with individual average daily balances of less than $200,000 and an aggregate balance for all such accounts of less than $1,000,000 and (d) securities accounts of the Borrower and the Restricted Subsidiaries with individual average daily balances of less than $200,000 and an aggregate balance for all such accounts of less than $1,000,000.

“Excluded Assets” means, collectively, the Excluded Assets (as defined in the Security Agreement) (excluding the assets set forth in clause (c) of the definition of “General Excluded Assets” therein) and the Excluded Assets (as defined in the Pledge Agreement).

“Excluded Taxes” has the meaning specified in Section 3.01(a).

“Existing Interest Rate Hedge Agreements” means (a) that certain 2002 Master Agreement, dated as of July 26, 2011, by and between JPMCB and Opco, together with that certain Swap Confirmation, dated as of October 3, 2012, and (b) that certain letter agreement re:

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Interest Rate Swap Transaction, dated as of August 4, 2011 and revised as of August 11, 2011, by and between DBNY and the Borrower.

“Existing Letters of Credit” means the letters of credit outstanding on the Closing Date and set forth on Schedule 1.01C.

“Extended Revolving Credit Commitment” means any Class of Revolving Credit Commitments the maturity of which shall have been extended pursuant to Section 2.16.

“Extended Revolving Credit Loans” means any Revolving Credit Loans made pursuant to the Extended Revolving Credit Commitments.

“Extended Term Loans” means any Class of Term Loans the maturity of which shall have been extended pursuant to Section 2.16.

“Extension” has the meaning set forth in Section 2.16(a).

“Extension Amendment” means an amendment to this Agreement (which may, at the option of the Administrative Agent and the Borrower, be in the form of an amendment and restatement of this Agreement) among the Loan Parties, PubCo (to the extent such Extension Amendment is entered into prior to the VoteCo SPE Reorganization Date), the applicable extending Lenders, the Administrative Agent and, to the extent required by Section 2.16, the L/C Issuer and/or the Swing Line Lender implementing an Extension in accordance with Section 2.16.

“Extension Offer” has the meaning set forth in Section 2.16(a).

“Facility” means the B Term Loan Facility, any Incremental Term Loan Facility, the Revolving Credit Facility, the Swing Line Sublimit or the Letter of Credit Sublimit, as the context may require.

“Fair Market Value” means, with respect to any asset or liability, the fair market value of such asset or liability as determined by the Borrower in good faith; provided that if the fair market value is equal to or exceeds $25,000,000, such determination shall be approved by the board of managers of the Borrowerdirectors of PubCo.

“FATCA” means Sections 1471 through 1474 of the Code (or any amended or successor provision that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof and any agreements entered into pursuant to Section 1471(b)(1) of the Code.

“Federal Funds Rate” means, for any day, the rate per annum equal to the weighted average of the rates (rounded upwards, if necessary, to the next 1/100 of 1%) on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers on such day, as published by the Federal Reserve Bank of New York on the Business Day next succeeding such day; provided that (a) if such day is not a Business Day, the Federal Funds Rate for such day shall be such rate on such transactions on the next preceding

29

Business Day as so published on the next succeeding Business Day, and (b) if no such rate is so published on such next succeeding Business Day, the Federal Funds Rate for such day shall be the average rate (rounded upward, if necessary, to a whole multiple of 1/100 of 1%) charged to JPMCB, on such day on such transactions as determined by the Administrative Agent.

“Fee Letter” means the Agency Fee Letter entered into by the Borrower and the Administrative Agent.

“Fertitta Brothers” means Frank J. Fertitta III and Lorenzo J. Fertitta.

“Fertitta Entertainment” means Fertitta Entertainment LLC, a Delaware limited liability company, and its successors.

“Fertitta Family Entity” means any trust or entity one hundred percent (100%) owned and Controlled by or established for the sole benefit of, or the estate of, any of Frank J. Fertitta III or Lorenzo J. Fertitta or their spouses or lineal descendants (including, without limitation, adopted children and their lineal descendants).

“Fertitta Holder” means (a) Frank J. Fertitta III or Lorenzo J. Fertitta or any of their spouses or lineal descendants (including without limitation, adopted children and their lineal descendants) or (b) a Fertitta Family Entity.

“Fertitta Interactive Tax Sharing Agreement” means the tax sharing agreement dated November 16, 2012 by and between Opco and Fertitta Interactive LLC.

“Financial Covenant Event of Default” has the meaning specified in Section 8.01(b).

“First Amendment Effective Date” shall mean the “Effective Date” as defined in that certain First Amendment to Credit Agreement, dated as of March 18, 2014, among the Borrower, the other Loan Parties party thereto, the Administrative Agent and the Lenders party thereto.

“First Lien Debt” means, as at any date of determination, Indebtedness under this Agreement and all other Indebtedness of the types described in clauses (a), (b), (d), (e), (f), (h) and (without duplication) (i) (in the case of clause (i), as it applies to each of the foregoing clauses only) of the definition thereof of the Borrower and the Restricted Subsidiaries that is secured by Liens on any property of the Borrower or a Restricted Subsidiaries which, to the extent such property constitutes Collateral, is not junior in priority to the Lien on such property securing the Obligations.

“First Lien Leverage Ratio” means, with respect to the Borrower and the Restricted Subsidiaries on a consolidated basis, for any Test Period, the ratio of (a)  First Lien Debt as of the last day of such Test Period to (b) Consolidated EBITDA for such Test Period.

“First Test Date” means March 31, 2013.

“Foreign Lender” has the meaning specified in Section 10.15(b)(i).

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“Foreign Subsidiary” of any Person means any Subsidiary of such Person that is not a Domestic Subsidiary.

“Fund” means any Person (other than a natural person) that is engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course.

“Funded Debt” means all Indebtedness of the Borrower and the Restricted Subsidiaries for borrowed money that matures more than one year from the date of its creation or matures within one year from such date that is renewable or extendable, at the option of such Person, to a date more than one year from such date or arises under a revolving credit or similar agreement that obligates the lender or lenders to extend credit during a period of more than one year from such date, including Indebtedness in respect of the Loans.

“GAAP” means generally accepted accounting principles in the United States of America, as in effect from time to time; provided however, that if the Borrower notifies the Administrative Agent that the Borrower requests an amendment to any provision hereof to eliminate the effect of any change occurring after the Closing Date in GAAP or in the application thereof on the operation of such provision (or if the Administrative Agent notifies the Borrower that the Required Lenders request an amendment to any provision hereof for such purpose), regardless of whether any such notice is given before or after such change in GAAP or in the application thereof, then such provision shall be interpreted on the basis of GAAP as in effect and applied immediately before such change shall have become effective until such notice shall have been withdrawn or such provision amended in accordance herewith.

“Gaming” or “gaming” has the meaning ascribed to such term in Nevada Revised Statutes Section 463.0153.

“Gaming Authority” means any applicable governmental, regulatory or administrative state, local or Tribal agency, authority, board, bureau, commission, department or instrumentality of any nature whatsoever involved in the supervision or regulation of casinos, gaming and gaming activities, including, without limitation, in the State of Nevada, the Nevada Gaming Commission, the Nevada State Gaming Control Board, and any of their respective successors or replacements.

“Gaming Laws” shall mean all laws, rules, regulations, orders and other enactments applicable to racing, riverboat and/or casino gaming operations or activities (including any Acquired Entity or Business of the Borrower or any of its Subsidiaries in any jurisdiction), as in effect from time to time, including the policies, interpretations and administration thereof by any Gaming Authorities, including the Nevada Gaming Control Act, as codified in Chapter 463 of the Nevada Revised Statutes, as amended from time to time, and the regulations of the Nevada Gaming Commission promulgated thereunder, as amended from time to time.

“Gaming Permits” means, collectively, every license, permit, approval, registration, finding of suitability, waiver, exemption or other authorization required to own,

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operate and otherwise conduct non-restricted gaming operations granted or issued by any Gaming Authority and any other applicable Governmental Authorities.

“Governmental Approvals” means all permits, licenses, consents, approvals, declarations, concessions, orders, filings, notices, findings of suitability, entitlements, waivers, variances, certificates and other authorizations granted or issued by any Governmental Authority, including any agency(ies) of the City of North Las Vegas, Nevada, City of Las Vegas, Nevada, Clark County, Nevada, the City of Reno, Nevada, the City of Henderson, Nevada, the State of Nevada and the United States necessary for the operation of the Real Properties (including, without limitation, as required under any Gaming Laws).

“Governmental Authority” means any nation or government, any state or other political subdivision thereof, any agency, authority, instrumentality, Tribe, regulatory body, court, administrative tribunal, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government, including, without limitation, all Gaming Authorities.

“Granting Lender” has the meaning specified in Section 10.07(h).

“Ground Lease Properties” means, collectively, each Real Property of which the Borrower or a Restricted Subsidiary is a tenant under a Ground Lease.

“Ground Leases” means, collectively, all leases of land and/or improvements thereon under which the Borrower or any Restricted Subsidiary is the lessee, and including all “Ground Leases” as defined in the Mortgages.

“Guarantee” means, as to any Person, without duplication, (a) any obligation, contingent or otherwise, of such Person guaranteeing or having the economic effect of guaranteeing any Indebtedness or other monetary obligation payable or performable by another Person (the “primary obligor”) in any manner, whether directly or indirectly, and including any obligation of such Person, direct or indirect, (i) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness or other monetary obligation, (ii) to purchase or lease property, securities or services for the purpose of assuring the obligee in respect of such Indebtedness or other monetary obligation of the payment or performance of such Indebtedness or other monetary obligation, (iii) to maintain working capital, equity capital or any other financial statement condition or liquidity or level of income or cash flow of the primary obligor so as to enable the primary obligor to pay such Indebtedness or other monetary obligation, or (iv) entered into for the purpose of assuring in any other manner the obligee in respect of such Indebtedness or other monetary obligation of the payment or performance thereof or to protect such obligee against loss in respect thereof (in whole or in part), or (b) any Lien on any assets of such Person securing any Indebtedness or other monetary obligation of any other Person, whether or not such Indebtedness or other monetary obligation is assumed by such Person (or any right, contingent or otherwise, of any holder of such Indebtedness to obtain any such Lien); provided that the term “Guarantee” shall not include endorsements for collection or deposit in the ordinary course of business, or customary and reasonable indemnity obligations entered into in connection with any acquisition or Disposition of assets permitted under this Agreement

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(other than such obligations with respect to Indebtedness).  The term “Guarantee” as a verb has a corresponding meaning.

“Guaranty” means, collectively, (a) the Guaranty Agreement made by each Subsidiary Guarantor in favor of the Administrative Agent on behalf of the Secured Parties, substantially in the form of Exhibit F and (b) each other guaranty and guaranty supplement delivered pursuant to Section 6.11.

“Guaranty Supplement” has the meaning provided in the Guaranty.

“GVR” means Station GVR Acquisition, LLC, a Nevada limited liability company.

“GVR/ANC License Agreement” means that certain License Agreement, dated as of March 2, 2011, by and between ANC and GVR, together with that certain Memorandum of License Agreement, dated as of June 16, 2011, by and between ANC and GVR.

“GVR/Manager IP License Agreement” means that certain IP License Agreement, dated as of June 16, 2011, by and between GVR and GVR Manager.

“GVR/Manager Technology Systems License” means that certain Technology Systems License, dated as of June 16, 2011, by and between GVR and GVR Manager.

“GVR IP Agreements” means, collectively, the Borrower/GVR License Agreement, the GVR/ANC License Agreement, the GVR/Manager IP License Agreement and the GVR/Manager Technology Systems License.

“GVR Management Agreement” means that certain Management Agreement, dated as of June 16, 2011, by and between GVR and GVR Manager.

“GVR Management Agreement Guaranty” means that certain