Exhibit 10.1


 





EXECUTION COPY


 


 



 


FIRST AMENDMENT TO SECOND AMENDED AND
RESTATED 

CREDIT AND SECURITY AGREEMENT


 


by and between


 


WHITEHORSE FINANCE WAREHOUSE, LLC,


 


as Borrower,


 


and


 


NATIXIS, NEW YORK BRANCH,


 


as Facility Agent on behalf of the Lender


 


Dated as of September 23, 2015


 





 



  




     


     


    

 


FIRST
AMENDMENT TO SECOND AMENDED AND RESTATED 

CREDIT AND SECURITY AGREEMENT


 


This
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT, dated as of September 23, 2015 (this "Amendment"),
is by and between WhiteHorse Finance Warehouse, LLC, a Delaware limited liability company, as borrower (together with its permitted
successors and assigns, the "Borrower") and NATIXIS, NEW YORK BRANCH ("Natixis"), as facility
agent acting on behalf of the Lender (in such capacity, together with its successors and assigns, the "Facility Agent").


 


RECITALS


 


WHEREAS, the Borrower,
the Lenders party thereto, Natixis and The Bank of New York Mellon Trust Company, N.A., as collateral agent, are parties to that
certain Second Amended and Restated Credit and Security Agreement dated as of July 8, 2015 (as amended, supplemented or modified
from time to time prior to the date hereof, the "Credit Agreement"). Unless otherwise defined herein, capitalized
terms used in this Amendment shall have the meanings set forth in the Credit Agreement.


 


WHEREAS, the Borrower
and the Facility Agent desire to, in accordance with the terms and conditions hereof, amend the Credit Agreement as set forth herein
by entering into this Amendment.


 


AGREEMENT


 


NOW, THEREFORE, in
consideration of the foregoing and for other valuable consideration the receipt and sufficiency of which are hereby acknowledged,
the parties, intending to be legally bound, hereto agree as follows:


 


1.          The
definition of "Reinvestment Period" in Section 1.01 of the Credit Agreement is hereby amended by (i) deleting each word
thereof which is lined out and (ii) inserting each word thereof which is double underlined, in each case in the place where such
word appears below:


 


"Reinvestment
Period" means the period from and including the Original Closing Date to and including the earliest of (a) September
27, 2015December 27, 2015, (b) the date of the acceleration
of the maturity of the Advances pursuant to Section 6.01, (c) the occurrence of any Change in Control; (d) the
date on which the Collateral Manager shall no longer be the Transferor unless each of the Lenders and the Facility Agent have otherwise
consented, (e) the date on which the Collateral Manager shall have notified the Borrower of its intention to resign as Collateral
Manager and the successor is not an Approved Affiliate or the occurrence of any other termination of the Collateral Management
Agreement, whether or not in accordance with its terms, (f) the date on which the Commitments are terminated in whole pursuant
to Section 2.06(b) or (g) the date on which the Borrower or the Collateral Manager (or any of its executive officers) are
indicted for a criminal offense materially related to the performance of its obligations under this Agreement or any other Facility
Document or in the performance of investment advisory services comparable to those contemplated to be provided by the Collateral
Manager in this Agreement and the other Facility Documents.


 






    	 	-2-	 



     


    

 


2.          Credit
Agreement Confirmed. Except as expressly amended by this Amendment, the Credit Agreement is in all respects ratified and confirmed
and the Credit Agreement shall remain in full force and effect and shall be read, taken and construed as one and the same instrument,
and no other amendment, waiver or other modification of any provision of the Credit Agreement shall be effective unless requirements
of Section 12.01(b) of the Credit Agreement have been satisfied.


 


3.          Binding
Effect; Benefit of Agreement. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and permitted assigns.


 


4.          Governing
Law. THIS AMENDMENT AND ALL MATTERS ARISING OUT OF OR RELATING IN ANY WAY WHATSOEVER (WHETHER IN CONTRACT, TORT OR OTHERWISE)
TO THE FOREGOING SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, INCLUDING NEW YORK GENERAL
OBLIGATIONS LAW SECTIONS 5-1401 AND 5-1402 BUT OTHERWISE WITHOUT REGARD TO THE PRINCIPLES THEREOF GOVERNING CONFLICTS OF LAW.


 


5.          Entire
Agreement. This Amendment constitutes all of the agreements among the parties relating to the matters set forth herein and
supersedes all other prior or concurrent oral or written letters, agreements and understandings with respect to the matters set
forth herein.


 


6.          Counterparts.
This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts (including
by facsimile), each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute
one and the same agreement.


 


[No further text on this page. Signatures
follow on next page.]


 




    	 	-3-	 



     


    

 


IN WITNESS WHEREOF, the parties hereto have
executed this Amendment as of the date first written above.


 


	 	WhiteHorse Finance Warehouse, LLC, as Borrower
	 	 	 
	 	By:	WHITEHORSE FINANCE, INC., its Designated Manager
	 	 	 
	 	By: 	/s/ Gerhard Lombard
	 	 	Name: Gerhard Lombard
	 	 	Title: CFO
	 	 	 
	 	NATIXIS, NEW YORK BRANCH,
	 	as Facility Agent acting on behalf of the Lender
	 	 	 
	 	By:	/s/ Michael E. Hopson
	 	 	Name: Michael E. Hopson
	 	 	Title: Managing Director
	 	 	 
	 	By: 	/s/ Lorraine Medvecky
	 	 	Name: Lorraine Medvecky
	 	 	Title: Managing Director


 


[SIGNATURES CONTINUE ON THE FOLLOWING PAGE]


 


[Signature Page to First Amendment to
Second Amended and Restated Credit Agreement]


 




     


     


    

 


CONSENTED AND AGREED TO:


 


	THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.,	 
	as Collateral Agent and Custodian	 
	 	 	 
	By:	/s/ Michael Caligiuri	 
	 	Name: Michael Caligiuri	 
	 	Title: Vice President	 
	 	 	 
	VERSAILLES ASSETS LLC,	 
	as Lender	 
	 	 	 
	By:	/s/ Bernard J. Angelo	 
	 	Name: Bernard J. Angelo	 
	 	Title: Senior Vice President	 
	 	 	 
	WHITEHORSE FINANCE, INC.,	 
	as Collateral Manager, Transferor and Subordinated Noteholder
	 	 	 
	By:	/s/ Gerhard Lombard	 
	 	Name: Gerhard Lombard	 
	 	Title: CFO	 


 


[Signature Page to First Amendment to
Second Amended and Restated Credit Agreement]