Exhibit
10.7





 


Amendment Agreement


 


This Amendment Agreement
(“Amendment”), dated as of March 11, 2021 (the “Effective Date”) to the Committed Facility
Agreement (the “Agreement”), dated as of December 14, 2020 by and among Muzinich BDC, Inc. (“Customer”),
on the one hand, and BNP PARIBAS PRIME BROKERAGE INTERNATIONAL, LTD. (“BNPP PB”), on the other hand.


 


WHEREAS, the
parties to the Agreement desire to amend that agreement pursuant to this Amendment.


 


NOW, THEREFORE,
in consideration of the foregoing promises and for other good and valuable consideration, the receipt and adequacy of which is
hereby acknowledged, BNPP PB and the Customer agree as follows:


 


	1.	Approved Commitment
                                         Financing – The first sentence of Section 2 of the Agreement is hereby deleted in
                                         its entirety and replaced with the following:



 


		(a)	“Subject to Section 7, BNPP
                                         PB shall make available cash financing under this Agreement in an amount up to the relevant
                                         Approved Commitment Financing (as hereinafter defined), not to exceed the Maximum Commitment
                                         Financing in the aggregate at any time; “Approved Commitment Financing”
                                         shall be mean such amount as notified by Customer to BNPP PB in writing from time
                                         to time.”



 


		(b)	As of the Effective Date of this Amendment, the Approved Commitment
                                         Financing shall be Forty Nine Million U.S. Dollars ($49,000,000.00).



 


	2.	Miscellaneous



 


		(a)	Definitions. Capitalized terms used in this Amendment and not
                                         otherwise defined herein shall have the meanings specified in the Amended and Restated
                                         CFA.



 


		(b)	Headings. The headings used in this Amendment are for convenience
                                         of reference only and are not to affect the construction of or to be taken into consideration
                                         in interpreting this Amendment.



 


		(c)	Entire Agreement. This Amendment constitutes the entire agreement
                                         and understanding of the parties with respect to its subject matter and supersedes all
                                         oral communications and prior writings (except as otherwise provided herein) with respect
                                         thereto.



 


		(d)	Precedence. In the event of a conflict between any provision
                                         of this Amendment and the Amended and Restated CFA, this Amendment prevails.



 


		(e)	Governing Law. This Amendment is governed by and construed in
                                         accordance with the laws of the State of New York, without giving effect to the conflict
                                         of laws doctrine.



 


Counterparts.
This Amendment may be executed in counterparts, each of which will be deemed an original instrument and all of which together
will constitute one and the same agreement.


 


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remainder of this page is blank.)


 



    	 



    	



    


 


IN WITNESS WHEREOF,
the parties have caused this Amendment to be duly executed and delivered as of March 11, 2021.


 


	BNP
    PARIBAS PRIME	 	MUZINICH
    BDC, INC.
	BROKERAGE
    INTERNATIONAL, LTD.	 	 
	 	 	 
	By:	/s/
    Robert Luzzo	 	By:	/s/
    Jeffrey J Youle
	Name:

    Title:	Robert
    Luzzo

    Managing Director	 	Name: 

    Title:	Jeffrey
    J Youle 

    CEO
	 	 	 	 	 
	By:	/s/
    Mohamed Adil El Batji	 	By:	 
	Name: 

    Title:	Mohamed
    Adil El Batji
Managing Director	 	Name:

    Title: